Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
Resolutions 1986
1320L RESOLUTION WHEREAS, Mr. Melvin Gouge, member of the Board of Directors of the ~North Texas Higher Education Authority, Inc., Place 6, resigned effective September 30, 1985, and WHEREAS, on January 14, 1986, the Board of Directors of the North Texas Higher Education Authority, Inc. nominated Dr. Jim B. Pearson to Place 6 on the Board, NOW, THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON, THAT SECTION I. The Council hereby approves said nomination and appoints Dr. Jim B. Pearson to Place 6 on the Board of Directors of the North Texas Higher Education Authority, Inc. for the October 1, 1985 through September 30, 1987 term. SECTION II. Thi~ Resolution shall become effective from and after its date of passage. PASSED Ai~D APPROVED this the ~ ~day of January, 1986. ATTEST: CHARLOTTE ~LLF. N, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 0330L RESOLUTION WHEREAS, it is necessary for the Council of the City of Denton to authorize the submission of an application to the Texas Criminal Justice Division requesting fundzng for a Juvenile Police Officer to augment the City's Juvenile Law Enforcement Program, and WHEREAS, Article 4413 (32a), V.T.C.S was amended to enable the Criminal Justice Division of the State of Texas to allocate grants and administer criminal Justice programs on a statewide level, and WHEREAS, the City of Denton is eligible to receive such funds and desires to promote the public safety and well-being of its citizens through increasing the effectiveness of the Denton Police Department in its law enforcement relating to juveniles, NOW THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the City Council of the City of Denton, Texas, certifies that the City is elzgible to receive a funding allocation from the Texas Crimznal Justice Division for a Juvenile Police Officer to augment the City's Juvenile Law Enforcement Program and hereby authorizes the staff to submit an application for such funds. SECTION II. That the City Council hereby authorizes and directs the City Manager, or his designee, to represent and act on behalf of the City of Denton in working with the Criminal Justice Division in regard to such grant application. SECTION III. That a copy of this Resolution shall be forwarded to the Texas Criminal Justice Diviszon and the North Texas Central Council of Governments. PASSED AND AI~PROVED this the ~/~ day of ~, 1986. z~IC~RD 0.TSTEWf~f, MAYOR[/ 'CITY OF D~NTON, TEXAS ATTEST: CHARLOTTE ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM' DEBRAADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1314L RESOLUTION WHEREAS, Ensearch Corporation desires to obtain an easement to construct and maintain pipelines on the real property of Flow Memorial Hospital, and WHEREAS, the Denton County-City of Denton, Texas Hospital Board (Flow Memorial Hospital) was created and operates under the provisions of Article 4494t-1V.A.T.S., and WHEREAS, said statute requires that the City of Denton and the County of Denton approve by resolution any conveyance of real property by the Hospital Board, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the City Council of the City of Denton hereby authorizes the Denton County-City of Denton, Texas Hospital Board to execute an easement to Ensearch Corporation for the purpose of constructing and maintaining pipelines and appurtenances, as described in that easement attached hereto. PASSED AND APPROVED this the ~/$~ day of ~, 1986. ATTEST: CHARLOTTE~ ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRAADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS BY ~ ~'). rn/~X ~ N >ct DoCument 1333L RESOLUTION WHEREAS, the City Council of the City of Denton, Texas supports the Community Development Block Grant Program, and WHEREAS, the City of Denton, Texas is presently a recipient of Entitlement Community Development Block Grant funding and has utilized such funding for the benefit of citizens of Denton for a number of years, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the City Council of the City of Denton wishes to express its opposition to the deferral of Five Hundred Million Dollars ($500,000,000) from the fiscal year 1986 appropriation of Three Bzllion One Hundred Twenty-four Million Eight Hundred Thousand Dollars ($3,124,800,000) for the Community Development Block Grant Program and urges Congress to overturn this deferral. SECTION II. The City Secretary is hereby directed to send a copy of this resolution to the President of the United States, to the President of the Senate and Speaker of the House of Representatives of the United States Congress, to the Secretary of Labor, and to each member of the Texas delegation to the Congress, with the request that it be entered in the Congressional Record as a memorial to the Congress of the United States of America. SECTION III. That this resolution shall be effective immediately upon its passage and approval. PASSED AND APPROVED this-- ~day of-- ~ 1986. ATTEST: C}{AI{LOTT~ ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1337L RESOLUTION WHEREAS, in spite of the dedication and best efforts of our law enforcement community, we find that the crime rate continues to rise and that our Texas businesses and law abiding citizens continue to needlessly suffer, and WHEREAS, the problems caused by crime and criminal acts being visited upon citizens of Denton and citizens throughout Texas is unacceptable and must be rectified, and WHEREAS, the citizenry requires that governments at all levels take whatever action and appropriate whatever sums are necessary to properly fulfill said above-referenced first function of government, and WHEREAS, the law enforcement community and the law abiding citizens of Texas require that more attention be focused on crime, solutions identified to address our crime problems, and actions implemented to solve said crime problems, and WHEREAS, cities throughout Texas are presently working in a cooperative endeavor to identify those solutions which may be implemented unilaterally by the cities and those which require state legislative action, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON. SECTION That the City Council of the City of Denton hereby encourages the development of a strong well-rounded anti-crime package to be presented to the 70th Session of the Texas Legislature to convene in January, 1987. SECTION II. That the City Council finds and determines that said anti-crime legislation is the singular most important issue affecting the lives, property and safety of the citizens of Texas which will be dealt with in said legislative session. SECTION III. The City Secretary is hereby directed to send a copy of this resolution to Governor Mark White, Lt. Governor Bill Hobby, Speaker of the House Gib Lewis, Criminal Justice Committee Chairman Kent Caperton, said Committee's Vice Chairman, Bob McFarland, said Committee's Members Senator Ray Farabee, Senator Bob Glasgow, Senator Ted Lyon, Senator H. Tatt Santiesteban, Senator Craig Washington and to State Representative Jim Horn and State Representative Ben Campbell. SECTION IV. That this resolution shall take effective i~edtately upon its passage and approval. PASSED MD APPROVED this /f day of , 1986. · ~EW~T, MAYOR CITY OF DENTON, TEXAS ATTEST: CHARLOTTE ALLEN, CITY SECRETAKY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM DEBRAADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 Doc ument Nex ,', 1355L RESOLUTION WHEREAS, Clordie Branch is desirous of donating the sum of Twelve Thousand Dollars ($12,000.00) to the City of Denton for the express purpose of aiding and contributing to the construc- tion of a community recreational facility to be located at the intersection of Morse, Newton and Wilson Streets for the benefit of the citizens of Denton; and WHEREAS, the City Council is desirous of accepting such gift and acknowledges that said sum of money shall be used in accordance with the express wishes of Mr. Branch, NOW, THEREFORE BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the Cxty Council of the City of Denton hereby accepts the donation of Twelve Thousand Dollars ($12,000.00) by Mr. Clordie Branch and hereby agrees that said sum of money shall be appropriated solely for the purposes of constructing a community recreational facility at the intersection of Morse, Wilson and Newton Streets, said property being more particularly described as follows: Ail that certain lot, tract or parcel of land out of the Jonathan Brock Survey, Abstract No. 55, Denton County, Texas, BEGINNING at the southeast corner of a tract of land conveyed to J. Homer Kerley, which beginning point is 161.5 varas east of the southwest corner of the Jonathan Brock Survey, THENCE west with the south boundary line of the Jonathan Brock Survey, 100 varas to the southeast corner of a 1-acre tract known as the Jerry Jackson Tract; THENCE north with the east boundary lzne of the Jackson Tract, 89.8 varas to corner, THENCE west with the north boundary line of the Jackson Tract 61.5 varas to a corner in the west boundary line of the Jonathan Brock Survey; THENCE north with the west boundary line of the Jonathan Brock Survey, 135.7 varas to a corner in the north boundary line of a tract conveyed to Pemberton and wife to J. Homer Kerley, THENCE east with the north boundary line of said tract 153 varas to the northeast corner of said tract, THENCE south with the east boundary line of said tract conveyed by Pemberton to J. Homer Kerley 229.5 varas to the place of beginning. SECTION II. The sum of Twelve Thousand Dollars ($12,000.00) shall be placed in Account No. 809-000-6776. SECTION III. The City Council hereby expresses its appreciation to Mr. Branch and the City Secretary is hereby directed to mail a copy of this resolution to Mr. Branch and Councilmember Mark Chew. SECTION IV. That this resolution shall become effective t~ediately upon its passage and approval. ATTEST: CHARLOTTE 'ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRAADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 i353L RESOLUTION WHEREAS, on Friday, April 18, 1986, the Sesquicentennial Committee is sponsoring a dance to be held on Oak Street (north side of the square) between the intersections of Elm Street and Locust Street, and WHEREAS, all abutting property owners of the street have given their permission to the temporary closing of said street, and WHEREAS, the Sesquicentennial dance is open to the general public of of the City and County of Denton, and WHEREAS, in order to provide adequate space for the said dance and in order to protect the safety of citizens who attend, the City Council of the City of Denton deems it is necessary to temporarily close a portion of Oak Street between Elm Street and Locust Street from the hours of 7 30 P.M. until 12 00 A.M. on April 18, 1986; NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That Oak Street between Elm Street and Locust Street shall be temporarily closed as a street or public thoroughfare of any kind or character whatever on April 18, 1986 from 7:30 P.M. until 12:00 A.M. for the purpose of holding a Sesquicentennial dance. SECTION II. That the portion of the above described streets shall revert back to the City for normal traffic activity immediately from and after 12.00 A.M. on April 18, 1986. SECTION III. That this resolution shall take effect and be in full force and effect from and after the date of its passage and approval. PASSED AND APPROVED this the ~day of March, 1986. ATTEST: CF~KRLDTTE ' ALL~EN, CITY S ECR~ CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRAADAMI DBAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1363L RESOLUTION WHEREAS, the North Texas Fair Association and their Board of Directors have determined, after much deliberation, that the existing fairgrounds are inadequate to serve the community's needs, and that the construction of a multipurpose exposition facility is necessary and desirable, and WHEREA~, the City Council is of the opinion that the construction of such a multipurpose exposition center would benefit the community and increase the economic development of the City of Denton, Texas, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES. SECTION I. That the City Council hereby supports the concept of the relocation of the existing fairgrounds and the construction of a multipurpose exposition center proposed by the North Texas Fair Association and supports the efforts of the Fair Association in this regard. SECTION II. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ~//~tday of March, 1986. ~KIC~ARD O. ~TEWART, MAYOR 'CIT~ OF DENTON, TEXAS ATTEST: CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRAADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS RESOLUTION BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS The Mayor is hereby authorized and directed to execute on behalf of the City of Denton, Texas, a Pipe Line License Agreement dated March 1, 1986, between the City of Denton and the Missouri-Kansas-Texas Railroad Company, relating to the construction, reconstruction, use, maintenance, repair and installation of one twenty-four inch (24") sanitary sewer pipe line at Mile Post K-725.07, Denton County, Texas. PASSED ~D APPROVED thi~ the ~day o~ ~, ~986. ATTEST: CH~kRLOTTE ikLLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRAADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PIPE LINE LICENSE THIS AGREEMENT No made th~, 1st day of March . 19 86 between the MISSOURI-KANSAS-TEXAS RAILROAD COMPANY, beremafter called 'Licensor', and CITY OF DENTON. TEXAS hereinafter called "Licensee' WITNESSETH ARTICLI I. 1. Term: This agreement shall take affect the data hereof, and unlass sooner termL- sated aa provided herein, shall continue In force so loss aa usad for the purpose herein see out for · period of ten (10) years, or until terminated by either party givtn$ the other party not less than thl~y (30) dayst advance notice tn writtn$ of an intention to terminate the same, the agreement to terminate upon the expiration of such term or notice, whichever occurs first. Licensee ts haraby given a renewal option at a pr[ce and term to be negotiated no sooner than 120 days or lass ehan 30 days prior to the expiration of this term. In the event the --~unt of renegotiated rantal is not agreed to in ~rittng by both parties, prior to the expiration of the term of this license, this license shall automati- cally terminate ~ithout notice, effective the last day of the expiring term 2 Consideratloe ami Description. In constderanon of ONE THOUSAND THREE HUNDRED NINETY AND NO/100 ............................................ ($ 1.390.00 ) DOLLARS receipt of which ts hereby acknowledged, and of the covenants of Licensee as heremafter set forth, Licensor hereby grants a hcense and permission to L~censee to construct, reconstruct, use. mamtam, operate, repair and mstall by borxnR method, one .pipe hnes(s) encased m a career pipe not exceeding twenty-four (. 24 .') Inches m dmmeter, to be used for carrying sanitary' sewer across or along L~censor's property at or near Denton m the County of Denton and State of Texas For convemence, the sa~d pipe hne ts heremafter referred to as ~Crossmg" The Iocauon of said Crossing ts more part,cularly described as follows Said twenty-four (24") Inch sanitary sewer pipe line crosses said Railroad Company's premises at an angle of 87 degrees, 30 minutes, more or less, measured to the right, tangent to curve, from the centerllne of said Railroad Company's Denton Subdivision main track at Mile Post K-725.07, being main trac~ valuation chaining station 1743 plus 23 ~, distant 192 5 feet, more or less, measured southerl~ along the centerl~ne of said mal~ trae~ ~om the south headwall of ~rzdge No. K-725, chaining station 1745 plus 16 1' ~axd pipe line is not within the llmxts of a public crossing. ARTICLE !1 Licensee undertakes and ag .s I Specifications To install said Crossing according to the specifications of the Amerzcan Railway Engzneerzng Assoczatlon Part 5 Pipehnes The Crossing shall be laid and maintained at the sole cost of Licensee, and in a manner and with material satisfactory to Licensor s Chief End, inset ,w. lth its t o~p.a,t least five and one-half (5z,6') feet beneath the base of the rail under the track, and at least five and one half(5 1/2) feet below the surface of the ground e~.sev/aere, so it will not interfere with the safe operation of said railroad or cause daw,a_ge to Licensor~s property. Said pipe line shall be encased in a 1. arger pipe where it passes under any railroad track, and for at 1.east twenty~five (25t) i"eet on each side of :he center line of any such track. 2 Present Occupants To make appropriate arrangements with any person or legal entity occupying the premises affected hereby pursuant to a lease or other permission granted by Licensor, so that Licensee's said Crossing will not unreasonably interfere with the use of the subJect property, or create undue hardship on the person or legal entity occupying the premtses 3 Liability Licens~~sha~~n~tbehablef~ranydamaget~saidCr~ssmg~rth~c~ntentsthere~f~h~ws~eversuchdamage shall be caused, whether by the negligence of Licensor, its agents, employees, or otherwise L~censee assumes the risk of, and shall protect, indemnify and hold harmless Licensor from and against all habd~ty for or on account of injury to or death of any and all persons or damage to property, including hvcstock killed or ~njured, resulting from or incident to theconstruction maintenance use operation, relocation, reconstruction or existence of said Crossmgon Licensor s premises or the removal thereof from said premises, or to the restoration of or failure to restore said premises to their prior or other condition as herein provided, whether such injury, death or damage shall be caused or contributed to by the negligence of L~censor, its agents, employees or otherwise, and Licensee will protect, indemnify and hold harmless Licensor and any others legally usmg its right of way, from all clmms, demands, suits or actions growmg out of any such loss, injury or demands mcludlng m~cst~gation costs, court costs and attorneys fees resulting or in any manner arising from thc risks herein assumed by Licensee L~censec further agrees to immediately mvesttgatc any such claims, demands or suits and shall defend settle, and/or otherwise d~spose of thc same at its sole cost and expense In the event Licensee settles any such claims demands or suits it shall obtam a release which includes Licensor L~censee shall not have or make against L!,censor any claim or demand for or on account of any damage Licensee mav suffer or sustain because of any failure of Licensor s title to the right of way and lands occupied by said Crossing or an~ part thereof 4 Waiver To waive all right to question the validity of this License or any of the terms or prowslons hereof or the r~ght or pov, er of Licensor to execute and enforce the same ARTICLE Iil It is mutually agreed by and between the parties, as follows I (a) Repairs and Relocation Licensee will at all times maintain the Crossing in a safe and secure manner, and ~n a condition satisfactory to Licensor Licensor may request Licenseeto changethelocation of the Crossmg oranypart thereof, or to make reasonable repairs as in the judgement of Licensor shall be deemed necessary to avoid interference with or danger in the use or operation of Licensor's railroad, or any of its present or future appurtenances, or telegraph, telephone signal et other lines on Lscensor s right of way, and in the event it is found necessary for Licensor to use its entire right of way or any portion of*t occu p,ed b~, the Crossing Licensee shall at its sole expense, and within thirty (30) days after notice so to do (or upon shorter notice tn case of emergency) remove said Crossing, or as much of the Crossing as is located upon that portion of the right of way so required by Licensor (b) If Licensee shall fad to perform any of its obligations contamed in this agreement to the maintenance of safe condmons m and about said Crossing or as to the protection of wires from electrical interference on Licensor's property or to make any necessary repairs, or to relocate said Crossing, then Licensor may cause such condition to be made safe or change of location to be made or repairs to be made, or Crossing to be removed from Licensor's property, Licensor acting as the agent of Licensee and may perform such work as Is necessary m the judgement of Licensor, and Licensee shall on demand, promptly reimburse Licensor the whole cost thereof, plus ten (10%) per cent thereon as a charge for supervision, accountmg, and use of tools or L~censor may terminate this License by giving tO Licensee not less than ten (10) days' advance written notice of its intent~on so to do 2 Termination. Licensor may terminate this Lacense upon ten (10) days' written notice if Licensee fails to keep any of L~censee's covenants herein contained, or if the right of way ts required for other purposes by Licensor, and no reimbursement shall be made for Licensee's expenses incurred in the removal of this crossing or the consideration paid for this License No termmat mn or expiration shall affect the rights and liabilities, if any, of the parties hereto then existing 3 Restoration Upon the termination of this agreement, whether in accordance with the provisions of Paragraph I of Article I or Paragraph 2 or 4 of Article Ill or otherwise. Licensee shall promptly remove sa~d Crossing from Licensor s right of way, and restore said right of way to its prior condmon, or to a condition satisfactory to Licensor If Licensee shall fail to remove said Crossing within thirty (30) days after the termination of this agreement, Licensor may remove the same, and charge the expense therefor to the Licensee on the basis provided in Paragraph I(b) of Article Iii 4 Miscellaneous (a) This Lt~.¢nse and all of the provisions herein contameo shall be binding upon the parties hereto heir he~'s, executors, administrators, successors and assigns, and Licensee agrees to supply notice In writing to Licensor of any ~,amechanges L~censeeagreesnottoasslgnthmLlcenseoranymteresttherein, wlthouttheconsent ofLicensorinwmtmg andanv and every such attempted assignment without such prior written consent shall be void and of no effect In the event ol any assignment, L~censge shall at all times remain fully responsible and hable for the payment of the rental, ~fa ny, herein speed,ed and for the comphanc~ of all of its other obhgatlons under the terms, provmions, and covenants of this L~cense (b) In the,event rent is pa~d annually, Licensor expressly reserves the right to ~ncrease the above rental rate on an~ ~ early anmversary date of this hcense by g~vmg Licensee thirty (30) days wmtten notice L~censor may increase the rental bs the percentage that the Consumer Pmce Index has increased published by the Department of Labor since the last rental increase period, or the last anniversary date hereof (c) The personal pronouns used herein as referring to L~censee shall be understood so to refer to L~censee whether L~censee be a natural person, a partnership, or a corporation, or any combination thereof (d) Any notice hereto reqmred to be given by Licensor to Licensee shall be deemed properly given if served upon or dehvered ,to Licensee or his authorized agent, or d posted on or if mailed, postpaid, addressed to L~censee at hm last known place of bus~ness (e) No oral promises, oral agreements, or oral warranties shall be deemed a part of this L~cense nor shall any alteration amendment, supplement, or waiver of any of the prov~mons of this license be binding upon e~ther party hereto unle~ the same be supplemented, altered, changed or amended by an instrument in wmtmg s~gned by L~censor and Ltcense~ (f) Thru License does not become binding upon L~censor untd executed by Licensor's vice-president IN WITNESS WHEREOF, the parties hereto have executed th~s agreement as of the day and year f~rst abo~e wmtten MISSOURI-KANSAS-TEXAS RAILROAD COMPAN~ By Vice-Pres~dent CITY OF DENTON, TEXA~ Add~ess 215 E McK~nney St Denton, Tex~ 76201 F,le T-18753-B -3- CITY OF DENTON 8dl Audit No 1-1-6-7-46 Munzczpal Buzldzng 215 B. McKinney St. Month s Acct Denton, TX 76201 RE&ID# 1H39-86 MAKE CHECK PAYABLE TO MISSOURI,KANSAS-TEXAS RAILROAD COMPANY DATE 1-16-86 REMIT TO TREASURER 700 Katy Budding, Dallas, Texas 75202 FILE T-18753 CONSIDERATION due under terms and condxtxons of Pipe Line L~cense, effectzve March 1, 1986, covering one 24-znch sanitary sewer p~pe lxne at Mile Post ; K-725.07 near Denton, TX ..................................... $1,39(.00 RESOLUTION WHEREAS, the Director of the Personnel/Employee Relations Department for the City of Denton has presented a proposed policy regarding employee rules and regulations for the Council's consideration, and WHEREAS, the City Council desires to adopt such policy as an official policy regarding employment with the City, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS, THAT SECTION I. The following policy, attached hereto and made a part hereof, is hereby adopted as an official policy of the City of Denton, Texas. Overtime (Reference No. 106.04) SECTION II. The foregoing policy is attached hereto and made a part hereof and shall be filed in the official records of the City of Denton with the City Secretary. SECTION III. The previous policy relating to Overtime (Reference No. 106.04), adopted by Resolution of this Council on February 6, 1986 is hereby rescinded. SECTION IV. This Resolution shall become effective immediately upon its passage and approval. /~d ~ PASSED AND APPROVED this the ay of 1986. ATTEST: O~'%E' ALL'MN, CITY O~DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS CITY OF DENTON FAGE__LOF POLIOYIADMINISTRATIVB PROGeDURB/ADMIN~STRAT~VE DIRECTIVE REFERENCE FE~SONNEL/EMPLOYgE RgLATIONS NUMBER~06 04 SECTION EFFECTIVE DATE SUBJECT WAGE AND SALARY PLAN 11/19/85 REPLACES POLICY STATEMENT The City of Denton requires employees to work overtime when necessary and as requeste~ by the supervisor Overtime is defined as authorized time worked which exceeds 40 hours per work week Overtime for Fire Civil Service employees will be calculated based on the maximum number of hours for the declared work period Employees who work overtime without authorization from their immediate supervisor will be subject to disciplinary action Overtime on any Job shall be allocated as evenly as possible among all employees qualified to do the Job Supervisors shall make every effort to schedule overtime as far in advance as possible Supervisors shall be held responsible for ensuring that overtime is assigned only when absolutely necessary Overtime, for non-exempt employees only, may be paid, or, at the option of the employer and employee, it ma~ be taken as compensator2 time, subject to the requirements of the Fair Labor Standards Act, 29 U S C 201 et seq , as the samm ma~ be amende~ from time to time Some seasonal and temporary positions may be eligible for overtime The Personnel Director is responsible for maintaining the exempt/non-exempt status of all City positions OVERTIME PAY' A Subject to Section B, non-exempt employees will be paid at the rate of one and one-half times their regular rate of pa,V for authorized overtime Overtime will be paid for all additional time worked to the nearest quarter hour B Effective April 15, 1986, non-exempt employees may be eligible to accumulate 80 hours of unused compensatory time The supervisor has the discretion to provide the option for an employee to choose to use compensatory time at the rate of time and one-half in lieu of paia overtime prior to the performance of work If compensatory time exceeds 80 hours, the City shall pay overtime compensation until the compensatory time totals to 80 hours or less C Regular part-time employees will not receive overtime pay until the number of hours actually worked exceeds 40 hours per work week r REFERENCE TITLE OV~.T.F[V[~ NUMBER 106 04 Sick leave is not considered actual time worked and is not included in computin~ hours for overtime purposes Holidays and vacation leave are considered actual time worked £or overtime eligibility Exempt employees are not eligible flor overtime pa~ These employees will sometimes be required to work more than the normal 40-hour week without compensation due to the nature of their Job duties Super- vieorB of exempt positions will determine occasional discretionary time off, based on work load, flor hours worked in excess of 40 hours per week Discretionary time is defined aB flexible time off which is approved by the inmediate supervisor and does not equal or exceed the number of extra hours worked If a non-exempt or Civil Service employee leaves the City due to resignation, retirement, discharge or death, he shall be paid for his accumulated compensatory time Such compensatory time will be paid at the rate of pay the employee is earnin~ at the day of termination or the average rate of pay for the last three years of employment, whichever is greater A regular full-time employee may have a part-time lob in another ~epartment if approved by the department director and Personnel Director. The hours worked in this capacity shall not be counted toward overtime if the part-time work is in a different capacity than the employee's regular lob and occurs on an occasional or sporadic AD~INISTP, ATI¥~ Prior to working an~ overtime, employees must check with their supervisors to make sure overtime is or will be authorized Work perTot~ned by an employee other than noru~l workins hours will not be considered payable overtime unless authorized by the appropriate supervisor in writing (For example work during meal times, after normal workl~ hours, or work taken home ) Exempt employees in lob famll~ M/1-3 w~ll receive paid overtime at a rate of one and one-half times their regular rate of pay only in emergency situations An emergency situation is defined aB a disruption or loss of an essential service that relates to water, electricity, health or safety PAGE .~ OF ,~ POLICY/ADMINISTRATIVB PRO(~BDURU/ADMINISTRATXVB DIRRCTIVR (Continued) r REFERENCE TITLE OVi~[~T T[~ NUMBEI~06 OJ~ The City of Denton has deolared a 2S-dadf work period under the 207 provision of the Fair Labor Standards Act for Denton Fire Civil Service employees. Under this exemption, hours worked over 212 in the 28-day work period will be considered overtime and will be paid at one and one-half times the regular rate in exldition, we have deolared a 28-day work period for police officers The law enforcement employees, as required by the Fair Labor Standards Act .and 29 CFR 553, will be paid overtime at one and one-half times the regular rate for hours worked in excess of 171 each 28-day work period However, in accordance with the laws of the State of Texas, pa~in~ overtime entitlements may be sranted on a basis exceedip~ the requirements of the Fair Labor Standards Act Effective April 15, 1986, safety employees may accumulate up to 80 hours of unused compensatory time If approved by the supervisor, these employees will be permitted to take compensatory time at time and one-half in lieu of paid overtime for hours worked in excess of forty per week to the extent permitted by the provisions of the Fair Labor Standards Act If compensatory time exceeds 80 hours, the City shall pay overtime compensation until the compensatory time totals to 80 hours less In addition, the time between 160 hours per 28 day work period and the 171 maximum hours per work period allowed by the Fair Labor Standards Act will not count toward the compensatory time maximum of 80 hours Sections 1 throush 9 of Article 1269P, Vernon's Civil Statutes (hours of labor and vacations of fire fighters and police officers in certain cities) outlines the specific laws concernin~ overtime of Civil Service employees Vernon's Civil Statutes, Article 1269P, is available for review at the City of Denton Public Library and the departments of Fire, Police, and Personnel/Employee Relations 0258g 03/11/86 RESOLUTION WHEREAS, the Director of the Personnel/Employee Relations Department for the City of Denton has presented a proposed policy regarding employee rules and regulations for the Council' s consideration, and WHEREAS, the City Council desires to adopt such policy as an official policy regarding employment with the City, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON THAT: SECTION I. The following policy, attached hereto and made a part hereof, is hereby adopted as an official policy of the City of Denton, Texas: Longevity Pay (Reference No. 106.07) SECTION II. The foregoing policy is attached hereto and made a part hereof and shall be filed in the official records of the City of Denton with the City Secretary. SECTION III. The Employee Rules and Regulations of 1976 adopted by Resolution of the City Council on February 1, 1977, and the Longevity Pay Policy adopted November 5, 1985, are hereby rescinded to the extent they conflict with the foregoing policy and administrative procedures and directives issued under the authority of the City Manager implementing the policy hereby adopted. SECTION IV. This Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the/~day of ~__~~_~, 1986. O. VTEWA Z MAYOR -; CITy OF DENVrON, TEXAS ATTEST: OTT~ ALLEN; OTTY OF~OENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS CITY OF DENTON .AGE POLIGY/ADMINIBTRATIVE PROOEDURB/ADUlNIBTRATIV~ DIRg~TIVB REFERENCE SECTION NUMBER P~R-qONMI{L / EMPLOY'ER REY.A~TONg 106.07 EFFECTIVE DATE SUBJECT LON0~EVITY PAY 11/05/85 REPLACES TITLE LOI,10,1{VI'I}Y PAY POLICY STATEMENT Longevity pay is provided to encourage retention of employees by recognizing the value of long term service with the City These payments are flor £ull- time regular employees and are made according to the following schedule [ Non-Civil Service Employees A An employee must be employed on or be£ore F~y 31st and be employed the date the check is issued to receive longevity pay in that yeer B Accrual is at the rate of $~ 00 per month £or each full month of uninterrupted service. (Example. ~8 months of service woul~ result in a pa~ent of $192 00. ) C. Payment is to be reade in a lump sum each yeer during the month of December D. Employees required to retire due to mandatory nge and before longevity checks ere issued will be entitled to the total longevity pay less $#.00 per month for each month the employee retired prior to longevity check distribution Civil Service Employees A. Eligibility cow~ences after one year of service B Accrual is at the rate of $~ O0 per month ~or each consecutive year of service. C Payment is made on a menthly basis and is included on the regular paycheck 02~s 12/13/85 NeXt, DiodUment 1406L RESOLUTION WHEREAS, the City o£ Denton owns property available for lease at the Denton Municipal Airport, and WHEREAS, Fox-S1 L~m~ted, a Texas corporation, desires to lease property at the Denton Municipal Airport and to use the same for hangar construction, hangar rental and related aeronautical purposes, and WHE,REAS, the City of Denton desires to lease property upon the Airport for such purposes, and WHEREAS, the Airport Adwsory Board has reviewed and recommended approval o£ the attached proposed lease agreement, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the Airport Lease Agreement (Commercial Operator) between the City of Denton and Fox-S1 Limited, attached hereto and ~ncorporated herein by reference, is hereby approved. SECTION II. The Mayor is hereby authorized to execute the attached lease agreement on behalf of the City. SECTION III. That this Resolution shall be effective immediately upon its passage and approval PASSED AND APPROVED thls the /~' day of ~, 1986 / qh RD OJSTEWtm , MAYOR 'CITY OF DE~TON, TEXAS ATTEST' CH~%~LOTT~;iL'LEN, crrY CI~Q0 OF D~TON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS AIRPORT LEASE AGREEMENT COMMERCIAL OPERATOR THE STATE OF TEXAS ~ KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON ~ IS made and executed this ]~ day of ~ease , 19~.~, at Denton, Texas, by an~tween the City'of Denton, a Munlczpal Corporation, hereinafter referred to as "Lessor", and Fox-S1 Lxm~ted, a corporation of The State of Texas, hawng ~ts prznclpal of£~ces at Rt 1, Box 102, Denton, Texas 76205, hereinafter referred to as "Lessee". WITNESSETH WHEREAS, Lessor now owns, controls and operates the Municipal Azrport (Airport) in the City o£ Denton, County of Denton, State of Texas, and WHEREAS, Lessee desires to lease certain premises on said airport and construct and maintain an aircraft hangar and related aviation £acllltles thereon, and NOW, THEREFORE, in consideration of the premises and the mutual covenants contained in th~s Agreement, the parties agree as follows: I. CONDITIONS OF AGREEMENT NOTWITHSTANDING ANY LANGUAGE TO THE CONTRARY HEREINAFTER CONTAINED, THE LANGUAGE IN PARAGRAPHS A THROUGH D OF THIS SECTION SHALL BE BINDING. A. Principles of Operations The right to conduct aeronautical activities for furnishing services to the public is granted the lessee subject to Lessee agreeing, 1. To furnish said services on a fair, equal and not unjustly discriminatory bas~s to all users thereof, and 2 To charge fair, reasonable and not unjustly discriminatory prices for each unit or service, provided, that the Lessee may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. B Non-Discrimination The Lessee, for himself, his personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree as a covenant running with the land that 1 No person on the grounds of race, religion, color, sex, or national orlg~n shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination ~n the use of said facilities. 2 In the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, religion, color, sex, or national origin shall be excluded from participation ~n, denied the benefits of, or otherwise be subjected to discrimination. 3. The Lessee, shall use the premises in compliance with all other requirements imposed by or pursuant to T~tle 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Off~ce of the Secretary, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation-Effectual of Title VI of the Civil Rights Act of 1964, and as said Regulatxons may be amended. That in the event of breach of any of the above non-discriminatory covenants, Lessor shall have the right to terminate the Lease and to reenter and repossess said land and the facilities thereon, and hold the same as if said Lease had never been made or Issued. This provision does not become effective until the procedures of 49 CFR Part 21 are followed and completed Including expiration of appeal rights. C. Right of Individuals to Maintain Aircraft It is clearly understood by the Lessee that no right or pr~wlege has been granted which would operate to prevent any LEASE AGREEMENT/FOX-51 LIMITED/PAGE 2 person, firm or corporation operating aircraft on the airport from performing any services on ~ts own a~rcraft with its own regular employees (including, but not l~m~ted to, maintenance and repair) that it may choose to perform. D. Non-Exclusive Right It is understood and agreed that nothing here~n contained shall be construed to grant or authorize the granting of an exclusive r~ght w~thln the meaning of Section 1349 of Title 43, U.S.C.A. E Public Areas 1. Lessor reserves the right to further develop or improve the landing area of the a~rport as it sees f~t, regardless of the desires or wews of the Lessee, and without ~nterference or h~ndrance 2. Lessor shall be obligated to maintain and keep in repair the landing area of the axrport and all publicly owned facilities of the a~rport, together with the right to direct and control all activities of Lessee ~n this regard. 3. During time o£ war or national emergency, Lessor shall have the r~ght to lease the landing area or any part thereof to the Un,ted States Government for military or naval use, and, if such lease is executed, the provisions of this instrument insofar as they are inconsistent with the provisions of the lease to the Government, shall be suspended 4. Lessor reserves the right to take any action ~t considers necessary to protect the aerial approaches of the a~rport against obstruction, together with the r~ght to prevent Lessee from erecting, or permitting to be erected, any building or other structure on or adjacent to the airport which, in the opinion of the Lessor, would limit the usefulness or safety of the airport or constitute a hazard to aircraft or to aircraft navigation. S. This Lease shall be subordinate to the provisions of any existing or future agreement between Lessor and the Un~ted States or agency thereof, relative to the operation or maintenance of the Airport LEASE AGRBEMBNT/FOX-51 LIMITED/PAGE 3 II. LEASED PREMISES Lessor, for and in consideration of the covenants and agreements herein contained, to be kept by Lessee, does hereby demise and lease unto Lessee, and Lessee does hereby hire and take from Lessor, the following described land situated Denton County, Texas, as described as follows A. Land - Property A. A 1S0 foot by 220 foot tract of land, being approximately 33,000 square feet, or 0.76 acres, drawn and outlined on Attachment A, having the following metes and bounds. COMMENCING at the northwest corner of a tract of land as conveyed to P. F. Breen by deed recorded in VOlume 127, Page 185 of the Deed Records of Denton County, Texas said point lying in the South right-of-way line of FM Road 1S1S, THENCE west along the south r~ght-of-way line of FM Road 1S1S a distance of 3S0 feet to a point, THENCE north along the west right-of-way line of FM Road 1S1S a distance of 1,000 feet to a point, THENCE west perpendicular to said right of way l~ne of FM iSIS a distance of 870 feet, more or less, to a point on the east edge of the pavement of the north taxlway, THENCE north 13° SO' 41" west along the east edge of pavement of said north taxlway a distance of 230 feet to a point for a corner, THENCE north 76° 09' 19" east perpendicular to said east edge of pavement a distance of 280 feet to the point of beginning; THENCE north 13° SO' 41" west 280 feet east of and parallel to said east edge of pavement a distance of 220 feet to a point for a corner, THENCE north 76~ 09' 19" east perpendicular to said east edge of pavement a distance of 1S0 feet to a point for corner, THENCE south 13° SO' 41" east 430 feet east of and parallel to said east edge of pavement a distance of 220 feet to a point for a corner, LEASE AGREEMENT/FOX-Si LIMITED/PAGE THENCE south 76° 09' 19" west perpendicular to said east edge of pavement a distance of 150 feet to the place of beginning and containing 33,000 square feet of land, more or less, as shown on Exhlbit "A", attached hereto and incorporated herein by reference. Together with the right of ingress and egress to sa~d property, and the right, ~n common with others so authorized, of passage upon the Airport property generally, subject to reasonable regulations by the Czty of Denton, and such rights shall extend to Lessee's employees, passengers, patrons and invites. For the purposes of this Agreement, the term "Premises" shall mean all property located within the metes and bounds described above including lease hold ~mprovements constructed by the Lessee, but not including certain easements or property owned and/or controlled by the Lessor. B Land - Property B' A tract of land consisting of 3.15 acres, or 137,357 square feet, as depicted on Exhibit B, attached hereto and incorporated herein for reference, and having the following metes and bounds. CObiblENCING at the northwest corner of a tract of land as conveyed to P.F. Breen by deed recorded in Votume 127, Page 185 of the Deed Records of Denton County, Texas said point lying ~n the South right-of-way line of FM Road 1515; THENCE west along the south right-of-way l~ne of FM Road 1515 a d~stance of 350 feet to a point, THENCE north along the west right-of-way l~ne of FM Road 1515 a distance of 1,000 feet to a point, THENCE west perpendicular to said r~ght-of-way line of FM 1515 a distance of 870 feet, more or less, to a point on the east edge of the pavement of the north taxlway, THENCE north 13 degrees 50' 41" west along the east edge of pavement of said north taxlway a distance of 230 feet to a point for a corner, THENCE north 76 degrees 09' 19" east perpendicular to said east edge of pavement a distance of 280 feet to a point for a corner; LEASE AGREEMENT/FOX-SI LIMITED/PAGE 5 THENCE north 13 degrees $0' 41" west 280 feet east of and parallel to said east edge of pavement a d~stance of 220 feet to a point for a corner, THENCE north 76 degrees 09~ 19" east perpendicular to said east edge of pavement a distance of 1S0 feet to the point of beginning; THENCE north 76 degrees 09' 19" east perpendicular to said east edge of pavement a d~stance of 279 feet to a point for a corner, THENCE south 19 degrees 07' 54" east for a distance of 336.4315 feet to a point for a corner, THENCE south 54 degrees 09' 50.9" west for a distance of 280.4015 feet to a point for a corner, THENCE south 76 degrees 09~ 19" west perpendicular to sa~d edge of pavement a d~stance of 140 feet to a point for a corner, THENCE north 15 degrees $0' 41" west 340 east o£ and parallel to sa~d east edge of pavement a distance of 220 feet to a point for a corner, THENCE north 76 degrees 09' 19" east perpendicular to sa~d edge of pavement a distance of 90 feet to a point for a corner, THENCE north 13 degrees 50' 41" west 430 east of and parallel to sa~d edge of pavement a d~stance of 220 feet to the place of beginning and containing 137,357 S square feet of land, more or less. For and ~n consideration of the sum of F~ve Hundred {$500.00) Dollars, receipt of which is hereby acknowledged, Lessor leases to Lessee the above described Property B for a period of five (S) years commencing on the date of execution of this lease. It is expressly understood and agreed that Property B IS leased to Lessee for the purpose of development by Lessee Said development shall be contiguous w~th Lessee's ex~stlng property and shall be comprised of at least twenty thousand (20,000) square feet per year (development ~n excess of 20,000 square feet in one year may be carried over into the following consecutive year). Upon commencement of development of property within Property B (the date of f~nal approval of plans and the issuance of a building permit by Lessor ~s deemed here~n to mean the date of commencement of development), sa~d development LEASE AGREEMENT/FOX-51 LIMITED/PAGE 6 properties shall immediately be considered as additions to Property A and shall be subject to the same terms and conditions of property within Property A, including but not limited to. land rental rates as computed on a cents per square foot per year basis, term of lease, consumer price adjustments, if any, and date of commencement, as if said additions were and had been within Property A from the original date of execution of this lease. Should Lessee not develop at least twenty thousand (20,000) square feet of Property B per year, including carry over from the previous year, the balance of undeveloped property up to 20,000 square feet shall, at the end of each year, automatically be considered as an addition to Property A as if said property had been developed. Property of less than one half acre or 21,780 square feet remaining undeveloped shall, at the end of five (S) years, automatically be considered as Pro- perty A. Developable property of more than one half acre or 21,780 square feet may, at the end of five (S) years, be returned to Lessor, provided, however, that Lessee shall provide adequate taxlway and roadway access to such property Property which Lessee and Lessor mutually agree as undevelopable may be removed from the above requirements at the end of the five (S) year period. Lessee shall notify Lessor of its intent to develop property within Property B by written notice to the City Manager or his designee. Such notice shall be at least 30 days prior to com- mencement of development and shall include, at a minimum, a draw- lng and description of the size and location of the property and the improvements thereon. Construction plans and specifications shall be submitted to Lessor in accordance with Article VIII of this lease. C. Improvements Provided BM Lessor None, as there are no improvements upon the leased premises. For the purpose of this agreement, the term "Lessor improvements" shall mean those things on the leased premises belonging to, constructed by, or to be constructed by the Lessor, which enhances or increases, or will enhance or increase, the value or quality of the leased land or property Unless otherwise noted herein, all Lessor improvements are and w~ll remain the property of the Lessor. All Lessor improvements must be described in detail above, or above referenced and attached to this agreement in an exhibit approved by the Lessor LEASE AGREEMENT/FOX-S1 LIMITED/PAGE 7 III. TERM The term of this Agreement shall be for a period of Twenty- five (25) years, commencing on the 1st day of April, 1986, and continuing through the 31st day of March, 2012, unless earlier terminated under the provisions of the Agreement. Lessee shall have the first right of refusal to renegotlate this lease for two additional five (S) year periods at the end of the primary term of twenty-five (25) years at a renegotlated rental and terms mutually agreed upon by the Lessor and Lessee without regard for or considering the then cost of living index. Lessee's election to renegotlate this Lease shall be in wrat~ng addressed to the City Manager at lease one hundred e~ghty (180) days before the expiration of the primary term of twenty-f~ve (25) years. IV. PAYMENTS~ RENTALS AND FEES Lessee covenants and agrees to pay to Lessor, as considera- tion for this lease, payments, rentals and fees as follows A. Land Rental' The Land Rental for Property A shall commence with the sum of Two Thousand Three Hundred Ten and NO/100 Dollars ($2,510.00) per year, payable in twelve (12) equal monthly installments ~n the sum of One Hundred Ninety-Two and S0/100 Dollars ($192.S0) in advance, on or before the first day of each and every month dunng the term of this agreement. Land rental shall be adjusted under the terms and conditions of this lease as described herein. B. Lessor Improvement Rentals None, as there are no improvements upon the leased premises. C. Payment~ Penalt¥~ Adjustments All payments due Lessor from Lessee shall be delivered to the Airport Manager, unless otherwise designated in writing by the Lessor. Payments which are more than 15 days past due shall be assessed a penalty of one-half (1/2) of one percent per day, compounded dally, for each day or fraction thereof which the payment or fee is more than 1S days past due. The yearly rental for land and improvements herein leased shall be readjusted at the end of each five (S) year period during the term of this lease on the basis of the proportion that the then current LEASE AGREEMENT/FOX-S1 LIMITED/PAGE 8 United States Consumer Price Index, All Urban Consumer (CPI-U) for Dallas/Fort Worth, Texas, as compiled by the U S Department of Labor, Bureau of Labor Statistics bears to the February, 1986 index which was 347.0 (1967 ~ 100). The land rental amount is now based upon 07 ($0.07) cents per square foot per year for the land herein leased These four rental adjustments, if any shall occur on the following dates. April 1, 1991 April 1, 2001 April 1, 1996 April 1, 2006 V. RIGHTS AND OBLIGATIONS OF LESSBE A. Use of Leased Premises Lessee is granted the non-exclusive privilege to engage in or provide the following: 1. Hangar Lease and Rental The rental or lease o£ hangars and hangar space and related facilities upon the leased premises. 2. Office Space Lease or Rental. The rental or lease of office space in or adjoining Lessee's hangars. 5. Aircraft Storage and Tie-down To provide parking, storage and tie-down service, for both Lessee's and itinerant aircraft upon or within the leased premises Lessee, his tenants and sublessees shall not be authorized to conduct any services not specifically listed in this agreement The use of the lease premises of Lessee, his tenants or sublessees shall be limited to only those private, commercial, retail or industrial activities having to do with or related to airports and aviation. No person, business or corporation may operate a commercial, retail or industrial business upon the premises of Lessee or upon the Airport without a lease or license from Lessor authorizing such commercial, retail or industrial activity. B Standards Lessee shall meet or exceed the following standards 1. Address. Lessee shall file with the Airport Manager an~ep current its mailing address, telephone LEASE AGREEMENT/POX-SI LIMITED/PAGE 9 number(s) and contacts where he can be reached in an emergency. 2. List. Lessee shall f~le with the Airport Manager and ~ current a list of its tenants and sublessees. 3 Conduct. Lessees shall contractually require its employers and sublessees (and sublessee's invites) to abide by the terms of th~s agreement. Lessee shall promptly enforce its contractual rights in the event of a default of such covenants. 4 Utllltles~ Taxes and Fees Lessee shall meet all expenses and payments in connection with the use of the Premises and the rights and privileges herein granted, including the timely payment of utilities, taxes, permit fees, license fees and assessments lawfully levied or assessed. S. Laws. Lessee shall comply with all current and future federal, state and local laws, rules and regulations which may apply to the conduct of bus~ness contemplated, including rules, regulations and ordinances promulgated by Lessor, and Lessee shall keep in effect and post in a prominent place all necessary and/or required licenses or permits 6. Maintenance of Property. Lessee shall be responsible for the maintenance, repair and upkeep of all property, buildings, structures and improvements, including the mowing or elimination of grass and other vegetation on the Premises, and shall keep said Premises neat, clean and in respectable condition, free from any objectionable matter or thing 7. Unauthorized Use of Premises. Lessee may not use any of the leased land or premises for the operation of a motel, hotel, restaurant, private club or bar, apartment house, or for industrial, commercial or retail purposes, except as authorized herein 8. Dwellings. It is expressly understood and agreed that no permanent dwelling or domicile may be built, moved to or established on or w~th~n the leased premises nor may the Lessee, his tenants, invites, or guests be permitted to reside or remain as a resident on or within the leased premises or other airport premises LEASE AGREEMENT/FOX-Si LIMITED/PAGE 10 9. quit Possession. Lessee shall quit possessaon of all premises leased herein at the end of the primary term of this lease or any renewal or extension thereof, and deliver up the premises to Lessor an as good condatlon as existed when possession was taken by Lessee, reasonable wear and tear excepted. 10. Hold Harmless. Lessee shall andemnlfy and hold harmless the Lessor from and against all loss and damages, ~ncludlng death, personal injury, loss of property or other damages, arising or resulting from the operation of Lessee's busaness an and upon the leased premises. 11. Chemicals. Lessee agrees to properly store, collect and dispose of all chemicals and chemical resadues, to properly store, confane, collect and dispose of all paint, including paint spray an the atmosphere, and paint products, and to comply with all Local, State and Federal regulations governing the storage, handling or d~sposal of such chemicals and paants D. Signs During the term of this Agreement, Lessee shall have the raght, at ars own expense, to place in or on the lease Premises sagns ldentafylng lessee Said signs shall be of a size, shape and design, and at a locataon or locations, approved by the Lessor and in conformance w~th any overall darectlonal graphics or s~gn program establashed by Lessor on the Airport Lessor's approval shall not be withheld unreasonably. Said signs shall be maintained an good repaar throughout the term of thas agreement. Notwithstanding any other provaslon of this agreement, said signs shall remaan the property of Lessee. Lessee shall remove, at its expense, all lettering, signs and placards so erected on the premases at the expiration of the term of thas Agreement or extensions thereof. VI. COVENANTS BY LESSOR Lessor hereby agrees as follows. A Peaceful Enjoyment. That on payment of rent, fees, and performance of the covenants and agreements on the part of Lessee to be performed hereunder, Lessee shall peaceably hold and enjoy the leased premises and all raghts and prlvaleges herein granted; LEASE AGREEMENT/FOX-Si LIMITED/PAGB 11 B Compliance. Lessor warrants and represents that in the establishment, construction and operation of said Denton Municipal Airport, that Lessor has heretofore and at this time is complying with all existing rules, regulations, and criteria distributed by the Federal Aviation Administration, or any other governmental authority relating to and including, but not limited to, noise abatement, air rights and easements over adjoining and contiguous areas, over-flight in landing or takeoff, to the end that Lessee will not be legally liable for any action trespass or similar cause of action by virtue of any aerial operations over adooln~ng property in the course of normal takeoff and landing procedures from said Denton Municipal Airport, Lessor further warrants and represents that at all times during the term hereof, or any renewal or extension of same, that ~t will continue to comply with the foregoing. VII. SPECIAL CONDITIONS It is expressly understood and agreed by and between Lessor and Lessee that this lease agreement is subject to the following special terms and conditions A Runways and Taxlways. That because of the present sixty thousand (60,000) pound continuous use weight bearing capacity of the runway and taxlways of the Airport, Lessee herein agrees to limit all aeronautical activity including landing, takeoff and taxiing, to aircraft having an actual weight, including the weight of its fuel, of s~xty thousand {60,000) pounds or less, until such time that the runway and designated taxlways on the Airport have been improved to handle aircraft of such excessive weights. It xs further agreed that, based on qualified engineering studies, the weight restrictions and provisions of this clause may be adjusted, up or down, and that the Lessee agrees to abide by any such changes or revisions as such studies may dictate. "Aeronautical Activity" referred to in this clause shall include that activity of the Lessee or its agents or subcontractors, and its customers and lnvltees, but shall not include those activities which it neither controls nor solicits, such as an unsolicited or unscheduled or emergency landing. Negligent disregard of the provisions of this section shall be sufficient to cause the immediate termination of this entire Agreement and subject the Lessee to be liable for any damages to the Airport that might result VIII. LEASEHOLD IMPROVEMENTS A. Required Improvements' As part of the consideration for the privilege herein LEASE AGREEMENT/FOX-Si LIMITED/PAGE 12 granted, Lessee is required to and hereby agrees to construct or otherwise make improvements to the premises, as specl£1ed herein, but not limited to, the following 1. One aircraft hangar not less than 80 x 80 feet in size 2. Related alrcra£t ramps and taxlways 3. Paved vehicle parking area of a size adequate to service the needs of the Lessee or its tenants. Lessee shall provide Lessor with tentative plans for the development of the entire premises herein leased together with a tentative time table or schedule for said development. Should said development not occur within the specific time limits mutually agreed upon by and between Lessor and Lessee, Lessor shall have to option to cancel the lease on all non-developed portions of said lease after a thirty (30) day written notice to Lessee to cure such a default. 1. Time limits. Lessee agrees that it shall within one hundred eighty (180) calendar days from the date of this Agreement, submit to the Lessor, for approval, detailed plans and specifications for the initial proposed leasehold improvements. Lessor agrees that it shall either approve the plans and specifications as submitted, or transmit proposed revisions to Lessee, within Forty-five (45) calendar days of receipt of the plans and specifications from Lessee. In the event that Lessor requires revisions of the original plans and specifications, Lessee shall have forty-five (45) calendar days from the date of receipt of the proposed revisions to resubmit the plans and specifications for Lessor's approval. Such approval shall not be withheld unreasonably Construction shall commence within one hundred eighty (180) calendar days of Lessee's receipt of Lessor's final approval of the plans and specifications, and shall be scheduled for completion not later than one hundred eighty (180) days after commencement of construction 2. Plans. Before commencing the construction of any improvements, Lessee shall submit a. Documentation, specifications, or design work, to be approved by the Lessor, which shall establish that the improvements to be built or constructed upon the lease premises are in conformance with the LBASB AGRBBMENT/FOX-S1 LIMITBD/PAGE 15 overall size, shape, color, quality and design, In appearance and structure, of the program established by the Lessor on the Airport. b. All information required of the City of Denton Subdivision and Land Development Regulations {outline of requirements are on file in the Airport Manager's office). c. The estimated cost of such constructton No construction may commence until Lessor, acting by its City Council, has approved the plans and specifications and the location of the improvements, the estimated costs of such construction, and the agreed estimated life of the building or structure. Approval by the City Council shall not be unreasonably withheld. Should the Council £all to deny Lessee's plans and specifications w~thln sixty days of submission thereof to the Council, such plans and specifications shall be deemed approved. Documentary evidence of the actual cost of construction of public areas and/or facilities shall be delivered by Lessee to Lessor's Ctty Manager from time to time as such costs are paid by Lessee, and Lessor's Ctty Manager ts hereby authorized to endorse upon a copy of this lease filed with the City Secretary of Lessor such actual amounts as he shall have found to have been paid by him upon sa~d contract shall be conclusive upon all parties for all purposes of th~s agreement. B Additional Construction or Improvements Lessee is hereby authorized to construct upon the land herein leased, at its own cost and expense, buildings, hangars, and structures, that Lessor and Lessee mutually agree are necessary for use in connection wtth the operations authorized by th~s lease, provided however, before commencing the construction of any improvements upon the premises, Lessee shall submxt plans and specifications as speclfted tn Article VIII Paragraph A (Additional Requirements). C. Ownership of Improvements All buildings and Improvements constructed upon the premises by Lessee shall remain the property of Lessee unless said property becomes the property of Lessor under the following conditions, terms and provisions. 1 Removal of Buildings. No building or permanent fixture may be removed from the premises LEASE AGREEMENT/FOX-51 LIMITED/PAGE 14 2. Assumption. Ail buildings and improvements of whatever nature remaining upon the leased premises at the end of the primary term, or any extension thereof, of this lease shall automatically become the property of Lessor absolutely in fee without any cost to Lessor. $. Building Life. It is agreed that the life of the building to be constructed by Lessee on the property herein leased is twenty-five ~25) years. 4. Cancellation. Should this lease be cancelled for any reason before the end of the twenty-five (25) year term, it is especially understood and agreed that Lessor reserves the right to purchase all buildings, structures and improvements then existing upon the ~remlses by tendering to Lessee one twenty-fifth 1/2Sth) of the undepreclated value of such building for each year remaining on the agreed life of such building. The undepreclated value of all improvements is to be determined by having such ~mprovements appraised by three appraisers, one appointed by Lessor, one appointed by Lessee and one appointed by the two appraisers IX. SUBROGATION OF MORTGAGEE Any person, corporation or institution that lends money to Lessee for construction of any hangar, structure, building or improvement and retains a security interest in said hangar, structure, building or improvement shall, upon default of Lessee's obligations to said mortgagee, have the right to enter upon said leased premises and operate or manage said hangar, structure, building or improvement according to the terms of this Agreement, for a period not to exceed the term of the mortgage with Lessee, or until the loan is paid in full, whichever comes first, but in no event longer than the term of this lease. It is expressly understood and agreed that the right to the mortgagee referred to herein is limited and restricted to those improvements constructed with funds borrowed from mortgagee. X. RIGHT OF EASEMENT Lessor shall have the right to establish easements, at no cost to Lessee, upon the leased ground space for the purpose of providing utility services to, from or across the airport property or for the construction of public facilities on the Airport. However, any such easements shall not interfere w~th Lessee's use of the leased premises and Lessor shall restore the LEASE AGREEMENT/FOX-SI LIMITED/PAGE 1S property to zts orzglnal condltxon upon the Installation of any utility services on, In, over or under any such easement or the conclusion of such construction. XI. ASSIGNMENT OF LEASE Lessee expressly covenants that it w~ll not assign this lease, convey more than forty-nine percent (49%) of ~ts stock, deemed herein to mean the controllzng ~nterest ~n ~ts bus~ness, nor sublet, assign, transfer, nor l~cense the whole or any part o£ the said premises for any purpose, except for rental of hangar space or tie-down space, w~thout the written consent of Lessor. Lessor agrees that it will not unreasonably withhold ~ts approval of the sale or sublease of the facilities for activities dzrectly related to Lessee's act~vlt~es or operation. The provlszons of th~s lease shall remain b~ndlng upon the assignees, if any, of Lessee. XII. INSURANCE A. Required Insurance. Lessee shall maintain continuously ~n effect at all times during the term of this agreement, at Lessee's expense, the following insurance coverages. 1. Comprehensive General Liability covering the leased premises, the Lessee or its company, its personnel and ~ts operations on the airport 2. A~rcraft Llab~l~ty to cover all flight operations of Lessee. 3. Liability coverage for errors and omissions on the part of the Lessee or ~ts officials. 4. F~re and extended coverage for replacement value for all facll~tzes used by the Lessee either as a part of this agreement or erected by the lessee subsequent to this agreement. 5. L~ab~l~ty l~m~ts shall be in the following mznxmum amounts Personal ~n3ury: $ 500,000 per person $1,000,000 per occurrence Property damage: $2,000,000 per occurrence 6. Ail pollcles shall name the C~ty of Denton as an additional named znsured and prowde for a m~nlmum of LEASE AGREEMENT/FOX-S1 LIMITED/PAGE 16 thirty (30) days written notice to the City prior to the effective date of any cancellation or lapse of such policies. 7. Ail policies must be approved by the Lessor 8. The Lessor shall be provided with a copy of all such policies. XIII. CANCELLATION BY LESSOR In the event that Lessee shall file a voluntary petition in bankruptcy or proceedings in bankruptcy shall be instituted against it and Lessee thereafter is adjudicated bankrupt pursuant to such proceedings, or any court shall take ~urlsdlctlon of Lessee and 1ts assets pursuant to proceedings brought under the provisions of any Federal reorganization act, or Lessee shall be divested of its estate here~n by other operation of law, or Lessee shall fall to perform, keep and observe any of the terms, covenants, or conditions herein contained, or on its part to be performed, the Lessor may give Lessee written notice to correct such condition or cure such default and, if any condition or default shall continue for thirty (30) days after the receipt of such notice by Lessee, then Lessor may, terminate this lease by a written notice to Lessee. In the event of default, Lessor has the r~ght to purchase any or all structures on the leased premises under the prowslons of Section VIII Paragraph C (Cancellation) hereof. XIV. CANCELLATION BY LESSEE Lessee may cancel this Agreement, ~n whole or part, and terminate all or any of its obligations hereunder at any time, by thirty (30) days written notice, upon or after the happening of any one of the following events (1) issuance by any court of competent ~urlsdlctlon of a permanent in]unction in any way preventing or restraining the use of said a~rport or any part thereof for a~rport purposes, (2) the breach by Lessor of any of the covenants or agreements contained herein and the failure of Lessor to remedy such breach for a per~od of n~nety (90) days after receipt of a written notice of the existence of such breach, (3) the inability of lessee to use sa~d premises and facilities continuing for a longer period than ninety (90) days due to any law or any order, rule or regulation of any appropriate governmental authority having ~ur~sd~ctlon over the operations of Lessor or due to war, earthquake or other casualty, or (4) the assumption or recapture by the Un~ted States Government or any authorized agency thereof the LEASE AGREEMENT/FOX-SI LIMITED/PAGE 17 maintenance and operation of said airport and facilities or any substantial part or parts thereof. Upon the happening of any of the four events listed in the preceding paragraph, such that the leased premises cannot be used for aviation purposes, then Lessee may cancel this lease as aforesaid, or may elect to continue this lease under its terms except however that the use of the leased premises shall not be limited to aviation purposes, their use being only limited by such laws and ordinances as may be applicable at that time XV. MISCELLANEOUS PROVISIONS A. Entire A~reement. This Agreement constitutes the entire understanding between the parties and as of its effective date supersedes all prior or independent Agreements between the parties covering the subject matter hereof. Any change or modification hereof shall be in writing signed by both parties. B. Blndln~ Effect. All the covenants, stipulations and agreements herein shall extend to, bind and inure to the benefit of the legal representatives, successors and assigns of the respective parties hereto. C Severablllt¥. If a provision hereof shall be finally declared void or illegal by any court or administrative agency having jurisdiction, the entire Agreement shall not be void, but the remaining provisions shall continue in effect as nearly as possible in accordance with the original intent of the parties. D. Notice. Any notice given by one party to the other in connection with this Agreement shall be in writing and shall be sent by registered mall, return receipt requested, with postage and registration fees prepaid. 1. If to Lessor, addressed to City Manager City of Denton Denton, Texas 76201 2. If to Lessee, addressed to Mr. F.D. Strlckler Fox-S1 Limited Route 1, Box 102 Denton, Texas 76201 LEASE AGREEMENT/FOX-SI LIMIThD/PAGE 18 Notices shall be deemed to have been received on the date of receipt as shown on the return receipt E. Headings. The headings used ~n th~s Agreement are intended for convenience of reference only and do not define or limit the scope or meaning of any provision of th[s Agreement. F. Governln~ Law. This Agreement is to be construed in accordance with the laws of the State o£ Texas IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. CITY OF DENTON, T~,XAS, LESSOR ATTEST C~-~L~TT~ALLEN, CrTY~SE~RE~Y c rJ oF TON, TEXAS APPROVBD AS TO LEGAL FORM' DBBRA ADAMI DRAYOVITCH, CITY ATTORNBY CITY OF DBNTON, TMXAS FOX-S1 LIMITBD FD~S~BR~,RESIDENT LBASB AGREBMENT/FOX-51 LIMITED/PAGE 19 THE STATE OF TEXAS ~ COUNTY OF DENTON ~ On this __~Z~__day of /~;t~_~t , 1986, before me, the undersigned Notary Public, personally appeared F D. Strlckler, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person who executed the within instrument as President of Fox-S1 Limited, on behalf of the corporation therein named and acknowledged to me that the corporation executed lt. WITNESS my hand and official seal. NOTKRY-PUBLI~ S'rATE OF My Commission expires: LEASE AGREEMBNT/FOX-S1 LIMITED/PAGE 20 FOX 5\ 220 SCALE I"-' I00" ~ N ~ ATTACHImL~T "A" TO A]:P,?OR? LI~ASE AGREE~ItT ]SETWF, i']N TH~. C]:T¥ OF DE~ITON AND FOX-5]. Li[~]:TED i]×~CU?~D ON ]-986 FOX 5~ 1400L RESOLUTION WHEREAS, the Council of the C~ty of Denton, Texas proposes to make certain improvements upon the Denton Municipal A~rport, and WHEREAS, the National Enwronmental Policy Act of 1970 and applicable regulations promulgated by the Federal Awat~on Administration require that a public heanng be held, w~th not~ce thereof, for the purpose of recelwng citizen ~nput concerning any environmental ~mpact which may be caused by the proposed ~mprovements; NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the Manager of the Denton Municipal A~rport ~s hereby authorized and directed to designate a t~me and place for a public hearing concerning any enwronmental ~mpact which may be caused by proposed a~rport Improvements and to cause not~ce of the same to be published twice ~n the Denton Record Chronicle, at least thirty (30) days prior and f~fteen (1S) days prior to said public hearing. SECTION II. That th~s resolution shall become effective ~mmed~ately upon ~ts passage and approval. PASSRD AND APPROVED th~s the /b~ day of April, 1986 O. CITI ATTEST' CI~A~LOT~ ALLEN, CITY ~BCPyI~rARY CIX~J OF~ENTON, TBXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1404L RESOLUTION WHEREAS, a "Water for the Future of Denton County Committee" has been organized to formulate a coordinated plan to provide water and wastewater services to the citizens of Denton County, and, WHEREAS, such Committee represents Denton County, and the cities of Denton, Dallas, Lewlsvllle, Sanger, the Colony, Highland Village, Ponder, Bartonvllle, Little Elm, Aubrey, Lake C~t~es Municipal Utllxty Authority, Flower Mound, Argyle, and others, and, WHEREAS, the Committee has concluded that the f~rst step in determining an overall water/wastewater plan xs to conduct an engineering study to evaluate the present status, future requirements and possible alternatives, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the City Council of the C~ty of Denton hereby supports this coordinated water/wastewater planning and pledges to contribute to the joint funding of such engxneerlng study xn an amount not to exceed $13,000 so long as such study xs conducted as a cooperative venture with and in a joint manner among the herexn referenced participants xncludlng Denton County. SECTION II. That this resolutxon shall become effectxve lmmedxately upon xts passage and approval. PASSED AND APPROVED this the ]~o day of April, 1986 ATTEST. C~)~RLO~B'-ALLEN/ CITY% SEC~TARY C~.~Y OF~DENTON, TEXAS ~ APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1373L RESOLUTION WHEREAS, the quality of water in many reservoirs in the North Texas region is threatened by unprecedented growth in the drainage areas or watershed of such reservoirs, and WHEREAS, the North Central Texas Council of Governments is pledged to the protection of the region's drinking water supply reservoirs to ensure that water quality does not deteriorate as development occurs, and to attempt to improve the water quality to the point of fullest public enjoyment of this crucial resource-clean water, and WHEREAS, the City of Denton has been working with the North Central Texas Council of Governments in an effort to protect drinking water, and WHEREAS, the Cities of Arlington, Dallas, Denton and Fort Worth, the North Texas Municipal Water District, the Tarrant County Water Control and Improvement District No. 1 and the Trinity River Authority have developed the Policy Position which was endorsed by NCTCOG's Water Resources Council and Adopted by NCTCOG's Executive Board, and WHEREAS, such policy position will serve to to guide future local activities~ increase public awareness about water quality problems, the development of cooperative watershed management plans involving all local governments within each reservoir watershed, designate regional agencies to manage wastewater treatment and emphasize pollution prevention, and WHEREAS, such policies are as follows: 1. Reservoir water quality must be protected. 2. Citizens must be convinced of the vital need, and local governments empowered, to protect lake water quality. 3. Prevention of water pollution must be emphasized, since prevention is much more cost-effective than pollution correction or water treatment. 4. Regional agencies should be designated by the state to manage wastewater treatment in reservoir watersheds. 5. Alternative wastewater treatment processes providing for the conservation and reclamation of water should be considered. 6. Wastewater treatment levels must be sufficiently stringent to protect lake quality, including nutrient and toxic controls where necessary. 7. InterJurisdictional watershed management plans should be prepared. 8. Illegal dumping and unpermitted landfill operations must be stopped. 9. Comprehensive stormwater management programs that include control of significant nonpoint sources of pollution should be developed by cities and counties in reservoir water sheds. 10. Septic tanks should be used only ~n rural areas under strict local government regulation. 11. A coordinated monitoring, analyszs and reporting system should be implemented for all reservoirs and their watersheds. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON. SECTION I. That the City Council of the City of Denton is in full support of the above policy position on protection of water supply reservoirs as adopted by the North Central Texas Council of Governments. SECTION II. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the /$~ day of ~, 1986. ATTEST: C~LOTT~ALLEN; CITY SEORET~Y C~ OF D~TON, TEXAS ~ APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 1397L RESOLUTION WHEREAS, Denton County is the fourth fastest growing county ~n the country; and WHEREAS, Denton County and ~ts cities need to develop a systematic approach that w~ll set priorities and ~nd~cate when and which transportation ~mprovements are needed, and WHEREAS, ~t ~s felt that the Denton County Commissioners Court should ~mplement a program to meet our future r~ght of way needs due to our phenomenal growth factor, and WHEREAS, the C~ty Council of the City of Denton w~shes to express support for the concepts set forth ~n the preliminary county-wide transportation plan, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the C~ty Council hereby urges that the Commissioners Court of Denton County approve the preliminary County W~de Transportation Plan and implement ~ts program of transportation ~mprovements for Denton County extending over the next two decades. SECTION II. That th~s resolution shall become effective ~mmedlately upon ~ts passage and approval. PASSED AND APPROVED th~s the /~ day of _~, 1986. ATTEST APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1381L RESOLUTION WHEREAS, on Saturday, June 21, 1986 and Sunday, June 22, 1986, the Greater Denton Arts Council is sponsoring a Sesqui- centennial Arts and Crafts Fair on H~ckory Street from the east side of Bell Avenue to the east s~de of the Railroad tracts, and WHEREAS, all abutting property owners of the street have g~ven their permission to the temporary closing of sa~d street, and WHEREAS, the Sesquicentennial Arts and Crafts Fair ~s open to the general pubhc of of the C~ty and County of Denton, and ~HEREAS, ~n order to prowde adequate space for the sa~d Sesquicentennial Arts and Crafts Fair and ~n order to protect the safety of citizens who attend, the C~ty Council of the C~ty of Denton deems ~t ~s necessary to temporarily close a port~on of H~ckory Street from the east s~de of Bell Avenue to the east s~de of the Railroad tracts Saturday, June 21, 1986 from the hours of 10:00 a.m. to 8:00 p.m. and Sunday, June 22, 1986 from the hours of 10'00 a.m. to 7.00 p.m., NO~, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS: SECTION I. That H~ckory Street from the east s~de of Bell Avenue to the east s~de of the Railroad tracts shall be temporarily closed as a street or public thoroughfare of any k~nd or character what- ever on Saturday, June 21, 1986 from the hours of 10.00 a.m. to 8 00 p.m. and Sunday, June 22, 1986 from the hours of 10 00 a.m. to 7.00 p.m. for the purpose of holding the Sesquicentennial Arts and Crafts Fair. SECTION II. That the port~on of the above described streets shall revert back to the C~ty for normal traffic activity ~mmed~ately from and after 7.00 p.m. on June 22, 1986. S~CTION III. That th~s resolution shall take effect and be ~n full force and effect from and after the date of ~ts passage and approval. ~F D~TON, TEXAS ATTEST: Y OF~NTO~ TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1365L RESOLUTION WHEREAS, on Saturday, June 21, 1986, the merchants and professionals located within the Central Business District of Denton are sponsoring a "County Seat Saturday", a Sesquicentennial celebration to be held on the 100 Block of North Elm Street, 100 Block of West Oak Street, 100 Block of North Locust Street and 100 Block of West Hickory Street, comprising the "Courthouse Square"; and WHEREAS, all abutting merchants and professionals surrounding the area have given their permission to the temporary closing of said streets, and WHEREAS, County Seat Saturday is open to the general public of the City and County of Denton, and WHEREAS, in order to provide adequate space for County Seat Saturday, a Sesquicentennial celebration, and in order to protect the safety of citizens who attend, the City Council of the City of Denton deems it is necessary to temporarily close the 100 Block of North Elm Street, 100 Block of West Oak Street, 100 Block of North Locust Street and 100 Block of West Hickory Street, compris- ing the "Courthouse Square", from the hours of 6 00 A.M. until 8:00 P.M. on June 21, 1986, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the 100 Block of North Elm Street, 100 Block of West Oak Street, 100 Block of North Locust Street and 100 Block of West Hickory Street, comprising the "Courthouse Square", shall be temporarily closed as public streets or thoroughfares of any kind or character whatever on June 21, 1986 from 6 O0 A.M. until 8:00 P.M. for the purpose of holding "County Seat Saturday". SECTION II. That the portion of the above described streets shall revert back to the City for normal traffic activity immediately from and after 8:00 P.M. on June 21, 1986. SECTION III. That this resolution shall take effect and be in full force and effect from and after the date of its passage and approval. PASSED AND APPROVED this the /~ day of April, 1986. F D~TON, TEXAS ATTEST. C~L~LOT~E ALLEN, ~CITY ~E~R~TARY C T~ OF~ENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1401L NOTE THIS RESOLUTION HAS BEEN AMENDED BY R88-009 A COPY OF WHICH IS ATTACHED RESOLUTION WHEREAS, certain real property upon the Denton Municipal Airport was leased to Jay D. Rodgers and Bruce Brown, a Texas partnership, by lease agreement dated April 2, 1985, and WHEREAS, the City of Denton and the lessees desire to amend the lease agreement to remove the eastern boundary of the leased property from a drainage ditch and to ldentify a roadway easement adjacent to and east of the leased premises, and WHBRBAS, the Airport Advisory Board for the City of Denton has recommended approval of the proposed axrport lease amendment; and WHERBAS, the City Council o£ the City of Denton, Texas, believes ~t to be ~n the ~nterest of efficient airport operations to approve such lease amendment, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. The attached amendment to the airport lease agreement between the C~ty of Denton and Jay D. Rodgers and Bruce Brown dated April 2, 1985 and also attached hereto, is hereby approved. SECTION II. The Mayor ~s hereby authorized to execute the attached lease amendment on behalf of the C~ty and the C~ty Secretary is hereby directed to affix this resolution, with the executed lease amendment attached, to the original a~rport lease agreement dated April 2, 1985, inscribing on the original agreement the fact it has been amended and the effectxve date of such amendment. SECTION III. That th~s resolution shall become effective ~mmed~ately upon its passage and approval. PASSED AND APPROVED this the /5~ day of _~, 1986 /,~(I(~D O ~'STEWA~?, MAYOR --~ OF D,, TON, TEXAS ATTEST: C~LOT~'ALLEN / 'CITY ~SEC~'~TARY OF ENTON, TEXAS q APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS THE STATE OF TEXAS § AMENDMENT TO AIRPORT LEASE AGREEMENT BETWEEN THE CITY OF DENTON COUNTY OF DENTON § AND JAY D. RODGERS AND BRUCE BROWN WHEREAS, certain real property upon the Denton Municipal Airport was leased to Jay D. Rodgers and Bruce Brown, a Texas partnership, by lease agreement dated April 2, 1985, and WHEREAS, the City of Denton and the lessees desire to amend the lease agreement to remove the eastern boundary of the leased property from a drainage ditch and to identify a roadway easement ad3acent to and east of the leased premises, now, therefore, WITNESSBTH The City of Denton, Texas, hereinafter referred to as "Lessor" and Jay D. Rodgers and Bruce Brown, a Texas partnership, hereinafter referred to as "Lessee", for and in consideration of the rents, covenants and conditions contained herein, do hereby mutually agree that the airport agreement between Lessor and Lessee dated April 2, 1985, is hereby amended as follows. 1. Paragraph A, LAND, of Section II, LEASED PREMISES, is amended to read as fo~s: A. LAND. A tract of land, being approximately 164,390 square feet, or 3.774 acres, drawn and outlined on Attachment A2, incorporated herein by reference, having the following metes and bounds SEE ATTACHMENTS B1, C1 and D1 incorporated herein by reference. ATTACHMENT El, also incorporated herein by reference, depicts Tract 2B as revised by this lease amendment relocating the eastern boundary thereof to remove the leased premises from a drainage ditch and identifying a roadway easement ad3acent to and east of the premises leased herein Together with the right of ingress and egress to said property, and the right, in common with others so authorized, of passage upon the Airport property generally, sub3ect to reason- able regulations by the City of Denton, and such rights shall extend to Lessee's employees, passengers, patrons and lnvltees For the purposes of this Agreement, the term "Premises" shall mean all property located within the metes and bounds described above including leasehold improvements constructed by the Lessee, but not including certain easements or property owned and/or controlled by the Lessor. The leased premises have been divided into three (3) tracts Tracts 1 and 2A being designated as Phase I, consisting of 95,660 square feet or 2 196 acres, and Tract 2B (Revised) being designated as Phase II and consisting of 68,730 square feet or 1.578 acres, all as more specifically described in Attachments Al, BI, C1, D1 and El, incorporated herein by reference. 2. Paragraph A, LAND RENTAL, of Section IV, PAYMENTS~ RENTALS AND FEES, is amended to read as follows A. LAND RENTAL: Prior to the approval of Lessee's plans and specifications for the initial leasehold improvements on Phase I of the leased premises ("initial Phase I improvements"), either as submitted or with revisions, in accordance with the provisions of Article VIII A(1) "Initial Plans" hereof, rental shall be due in monthly ~nstallments in the sum of One Hundred Dollars ($100.00) in advance on the first day of each month until Phase I plans are approved. Upon the approval of plans for ~nltlal Phase I ~mprovements, rent shall immediately begin to accrue at the higher rate specified below. Rent at the higher rate shall be prorated based upon the number of days remaining in the month in which plans were approved. Such prorated rental shall be due within ten (10) days of the approval of plans Prorated rental shall be in addition to the One Hundred Dollars ($100.00) monthly rental previously paid for that month. After approval of the plans for Lessee's initial Phase I ~mprovements, but before approval of the plans for initial Phase II improvements, rental shall be due and payable in the sum of Slx Thousand Slx Hundred Ninety-Six and 20/100 Dollars ($6,696.20) per year, payable in twelve (12) equal monthly installments in the sum of Five Hundred Fifty-eight and 02/100 Dollars ($5S8.02), in advance, on or before the f~rst day of each and every month until such t~me as plans for Phase II are approved. Upon approval of the plans for ~n~t~al Phase II Improvements, additional rental shall be due and payable in the sum of Four Thousand Eight Hundred Eleven and 10/I00 Dollars ($4,811.10) per year, payable in twelve (12) equal monthly installments in the sum of Four Hundred and 93/100 Dollars ($400 93), for a total annual payment of Eleven Thousand Five Hundred Seven and 30/100 Dollars ($11,507.30) payable in twelve AMENDMENT TO AIRPORT LEASE AGREBMBNT--JAY D RODGBRS AND BRUCE BROWN/PAGB 2 (12) equal monthly ~nstallments of N,ne Hundred F,fty-e~ght and 94/100 Dollars ($958.94). Notw~thstandxng the £orego~ng, the lease rental ~s to be reduced by the product of seven cents ($0.07) per square foot t~mes the number of square feet comprising all easements established in accordance w~th Article II(c). 5. Paragraph C, PAYMENT~ PENALTY ADJUSTMENTS, of Section IV, PAYMENTS~ RENTALS AND FEES ~s hereby amended by tnserttng the March, 1985 Consumer Price Index (CPI-U) of 355 6 xn the blank prowded for that purpose. IN WITNESS WHEREOF, the part~es have executed th~s atrport lease amendment th~s day of , 1986. PASSED AND APPROVED th~s the /~ day of _~, 1986 CITY OF DENTON, TEXAS, LESSOR ATTEST: CH]~RLOT/~'XLLEN; C'ITY S~CRE~RY ~I.~Y OFB~NTON, TEXAS ~,~ APPROVED AS TO LEGAL FORM' DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS JAY D. RODGERS, LESSEE AMENDMENT TO AIRPORT LEASE AGREEMENT--JAY D. RODGERS AND BRUCE BROWN/PAGE 3 BRUCE BROWN, LESSEE THE STATE OF TEXAS COUNTY OF DENTON Subscribed and sworn to before me this day of , 1985 by Jay D. Rodgers. NOTARY PUBLIC, STATE OF TEXAs My Commission expires' THE STATE OF TEXAS COUNTY OF DENTON Subscribed and sworn to before me this day of , 1985 by Bruce Brown NOTARY PUBLIC, STATE OF TEXAS My CommiSsion expires AMENDMENT TO AIRPORT LEASE AGREEMENT==$AY D. RODGERS AND BRUCE BROWN/PAGE 4 ATTACHMENT "Al" mO CITY OF DENTON AIRPORT LEASE AMENDMEN~- JITH JAY D RODGERS AND BRUCE BROWN, EXECUTED ON , 1986 \ N I" = I00' PO ~r Z-A O~ ~ ~ // ~ DESCRIPTION ,.,,,,o.~ .~ co,.,.o., .ps ~o 4oo, SURVEY SKETCH SHOWING OD,. TWO LEASE TRACTS DENTON AIRPARK DENTON COUNTY, TEXAS O~aWN 8Y u ~ 8 COLEMAN ~ ASSOCIATE' ~~ REVISEO I)~ 12 85 P 0 BOX 686 2)2 '8 '1~)~ ~s s5 DENTON, TEXAS 76202 o.~w,.~ 85496 817- 565-8215 LEASE TRACT 1 All that certain tract or parcel of land situated in Denton County, Texas and bsin~ a part of the Denton A~rport more particularly described as follows~ COMMENCING at an iron rod set at a turn in a Bravel road and being North 37 DeKrees 08 Mxnutes O0 Seconds West a d~stance of 1940 8 feet from a fence corner zn the South lzne of F.M. 1515 at the recognized Northwest Corner of the tract described 1n the Deed to P.F Breen recorded in volume 127 page 183 of the Deed Records Of Denton County,Texas; the said iron rod belng 750 feet from, measured Perpendicular to, the centerline of the main runway, THENCE North 750 feet from and parallel with the said centerlxne, a distance of 280.0 feet to the PLACE OF BEGINNING and being the Southwest Corner of the herein descrlbed tract; THENCE North continuxn~ 750 feet from and parallel wmth the saxd centarline a distance of 290 feet to an iron rod set for the North- west Corner of the heremn described tract, THENCE East a distance of 175.0 feet to a Point for the Northeast Corner of the herein described tract, THENCE South 925 feet from and parallel with the centerline of the said runway a dzstance of 290.0 feet to a Doknt for the Southeast Corner of the herein described tract, THENCE West a distance of 175.0 feet to the PLACE OF BEGINNING and enclosing 1.165 acres (50,750 square feet) of land. These Field Notes, with accompanyinK sketch, were Prepared from a survey ,made on the ground under my direction and supervlszon. Wtlllam M. Coleman R.P.S. No. 4001 Date ATTACHMENT "Bi" TO CITY OF DENTON AIRPORT LEASE AMENDMENT WITH JAY D RODGERS AND BRUCE BROWN, EXECUTED ON , 1986 LEASE TRACT 2 A All that certain tract or parcel of land situated xn Denton County, Texas and being a cart of the Denton Airport more psrtlcularly described as followsz BEGINNING for the Southwest Corner of the tract being described herein~ at an iron rod set at a turn in a Kravel road and bezng North 37 Degrees 08 Minutes 00Seconds West a distance of 1940.8 feet from a fence corner in the South line of F.M 1515 at the recoanized Northwest Corner of the tract described in the Deed from P.F. Breen recorded in volume 127 page 183 of the Deed Records of Denton County, Texas, the said iron rod being 750 feet from, measured Perpendicular to,the centerline of the main runway; THENCE North ?$0 feet from am parallel w~th the said centerlkne a distance of 280.0 feet to a Point for the Northwest Corner of the herein described tract; THENCE East a distance of 175.0 feet to a point for the Northeast Corner of the herein described tract, THENCE South 925 fee~ from and parallel with the centerline of saxd runway a distance of 233.25 feet to a point for the Southeast Corner of the herein described tract and being in the West line of the said road 25 feet Northerly from the occupied centerllne thereof; THENCE South 75 DeKrees 02 Minutes 30 Seconds West wzth the West lzne of the said road a distance of 181.14 feet to the PLACE OF BEGINNING and enclosin~ 1.031 acres ( a4,910 square feet ) of land. These Field Notes, wzth accompanying sketch, were prepared from a survey made on the ~round under mF direction and supervzs~on. Wm. M. Goleman R.P.S. No. 4001 Date ATTACHMENT "Ci" TO CITY OF DENTON AIRPORT LEASE AI~ENDMENT WITH JAY D RODGERS AND BRUCE BROWN, EXECUTED ON , 1986 Lease Tract 2 B ( Revised ) All that certain tract or parcel of land situated in Denton County, Texas and being a part of the Denton Airport more pnr~lcu]arly described as follows COMMFNCING at an iron rod set at a turn zn ~ gr~vol road and belng North 37 Degrees 08 M~nutcs O0 %econds Wc~t ~ distance of 19z, 0 8 feet from a fence corner ~n the South l~no o~ I M 1515 a~ tho recognized Nortln~e~t Corner of the tract described in thc Deed to P ~ Broen ~eco~ded In Volume 127 Page 183 of the Deed Records of Denton County, Texas, the sa~d iron rod being 750 feet from, measured perpcnd%cular to, ~ho colorline of the main runway, THENCE North 75 Degrees 02 Minutes 30 Seconds ~ast with the West line of said road a distance of 181 ]4 g(~e~ lo thn P[AC~ O] B]GINNING and being the Southwest Corner of teh heremn described tract, THENCE North 925 feet from and parallel w~th the ~unway centerl~ne a distance of 523 25 feet to an ~ron rod sat for the No, thinest Corner of the herein described tract, THENCE East a distance of 30 68 foot to an ~]on tod set for the Northeast Corner of the herein doscr%bcd tract, THENCE South 24 Degrees 00 Minutes 45 Seconds Fast a d~stance of 503 87 feet to an ~ron rod set for the Southeast Corner of the herein described tract, ~n the West line of the said gravel road, 25 feet Northezly fzom the occupied centerllne therof, THENCE South 75 Degrees 02 Minutes 30 Seconds Wnst w~th the West line of the said road a distance of 243 99 feet to the P~AC] OF BLGINNING and enclosing 1 573 acres ( 68,730 7 square feet ) of ]and These Field Notes, w~th accompanying sketch, ~cze prepared from a survsy made on the ground under my dl~oc[lon gild supervision I~ll~a,~ M Coleman II I' S No 4001 Date Job# 85762 ATTACHMENT "Di" TO CITY OF DENTON AIRPORT LEASE AMENDMENT WITH JAY D RODGERS AND BRUCE BROWN, EXECUTED ON 1986 ATTACtRIENT "El" TO CITY OF DENTON AIRPORT LEASE . .ENDMENT WITH JAY D RODGERS AND BRUCE BROWN DATED , 1986 TRACT 2B REVISED DENTON AIRPARK DENTON COUNTY , TEXAS DRAWN BY ~'~ COLEMAN & ASSOCIAr! SCAL[ ~ =~-C~ SURVEYING R[V,SEO I) P 0 BOX 686 2} ]3) DENTON, TEXAS 7620 DRAWING 8~7~. 817- 565-8215 1039L AIRPORT LEASE AGREEMENT COMMERCIAL OPERATOR THE STATE OF TEXAS § KNOW ALL MEN BY THESE PRESENTS COUNTY OF DENTON § 1985, aC Denton, Texas, by and between the City Municipal Corporation, hereinafter referred to as "Lessor", and Jay D. Rodgers and Bruce Brown, a Texas Partnership, having its principal offices at 900 Austin Street, Denton, Texas, hereinafter referred to as "Lessee". WITNESSETH W~{EREAS, Lessor now owns, controls and operates the Municipal Airpor~ (Airport) in the City of Denton, County of Denton, State of Texas; and WHEREAS, Lessee desires to lease certain premises on said airport and construct and maintain an aircraft hangar and related aviation facilities thereon; and NOW, THEREFORE, in consideration of the premises and the mutual covenants contained in this Agreement, the parties agree as follows: I. CONDITIONS OF AGREEMENT NOTWITHSTANDING ANY LANGUAGE TO THE CONTRARY HEREINAFTER CONTAINED, THE LANGUAGE IN PARAGRAPHS A THROUGH D OF THIS SECTION SHALL BE BINDING. A..Principles of Operations The right to conduct aeronautical activities for furnishing services to the public is granted the Lessee subject =o Lessee agreeing: 1. To furnish said services on a fair, equal and not unjustly discriminatory basis to all users thereof, and 2. To charge fair, reasonable and not unjustly discrimina- tory prices for each unit or service; provided, that the lessee may be allowed to make reasonable and nondiscrim- inatory discounts, rebates, or other similar types of price reductions to volume purchasers. PAGE 1 B. Non-Discrimination The Lessee, for himself, his personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree as a covenant running with the land that: 1. No person on the grounds of race, religion, color, sex, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, 2. In the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, religion, color, sex, or natzonal origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, 3. The Lessee, shall use the premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Trans- portation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation-Effectual of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. That in the event of breach of any of the above non- discriminatory covenants~ Lessor shall have the right to terminate the Lease and to re-enter and repossess saLd land and the facilities thereon, and hold the same as if said Lease had never been made or issued. This provision does not become effective until the procedures of 49 CFR Part 21 are followed and completed including expiration of appeal rights. C. Right of Individuals to Maintain Aircraft It is clearly understood by the Lessee that no right or privilege has been granted which would operate to prevent any person, firm or corporation operating aircraft on the airport from performing any services on its own aircraft with its own regular employees (including, but not limited to, maintenance and repair) that it may choose to perform. D. Non-Exclusive Right It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an PAGE 2 exclusive right within the meaning of Section 1349 of Title 43, U.S.C.A. E. Public Areas 1. Lessor reserves the right to further develop or improve the landing area of the airport as it sees fit, regardless of the desires or views of the Lessee, and without Interference or hindrance. 2. Lessor shall be obligated to maintain and keep in repair the landing area of the airport and all publicly owned facilities of the airport, together with the right to direct and control all activities of Lessee in this regard. 3. During time of war or national emergency, Lessor shall have the right to lease the landing area or any part thereof to the United States Government for military or naval use, and, if such lease is executed, the provisions of this instrument insofar as they are inconsistent with the provisions of the lease to the Government, shall be suspended. 4. Lessor reserves the right to take any action it considers necessary to protect the aerial approaches of the airport against obstruction, together with the right to prevent Lessee from erecting, or permitting to be erected, any building or other structure on or adjacent to the airport which, in the opinion of the Lessor, would limit the usefulness or safety of the airport or constitute a hazard to aircraft or to aircraft navigation. 5. This Lease shall be subordinate to the provisions of any existing or future agreement between Lessor and the United States or agency thereof, relative to the operation or maintenance of the Airport. II. LEASED PREMISES Lessor, for and in considerations of the covenants and agree- ments herein contained, to be kept by Lessee, does hereby demise PAGE 3 and lease unto Lessee, and Lessee does hereby hire and take from Lessor, the following described land situated in Denton County, Texas. A. LAND: A tract of land, being approximately 180,640 square feet, or 4.147 acres, drawn and outlined on Attachment A, incorporated herein by reference, having the following metes and bounds' SEE ATTACHMENTS B, C and D incorporated herein by reference. Together with the right of ingress and egress to said pro- perty, and the right, in common with others so authorized, of passage upon the Airport property generally, subject to reasonable regulations by the City of Denton, and such rights shall extend to Lessee's employees, passengers, patrons and znvttees. For the purposes of this Agreement, the term "Premises" shall mean all property located within the metes and bounds described above including leasehold improvements constructed by the Lessee, but not including certain easements or property owned and/or con- trolled by the Lessor. The leased premises have been divided into three (3) tracts: Tracts 1 and 2A being designated as Phase I, consisting of 95,660 square feet or 2.196 acres, and Tract 2B being designated as Phase II and consisting of 84,980 square feet or 1.95 acres, all as more specifically described in Attachments A, B, C and D, incorporated herein by reference. B. IMPROVEMENTS PROVIDED BY LESSOR. NONE: There will be no improvements provided by Lessor, except as set forth in Article II D "Access to Utilities" below. For the purpose of this agreemeng, the term "Lessor improve- ments'' shall mean those things on the leased premises belonging to, constructed by, or to be constructed by the Lessor, which enhances or increases, or will enhance or increase, the value or quality of the leased land or property. Unless otherwise noted herein, all Lessor improvements are and will remain the property of the Lessor. All Lessor improvements must be described in detail above, or above PAGE 4 referenced and attached to this agreement in an exhibit approved by the Lessor. C. EASEMENTS Lessor and Lessee by mutual agreement may establish on the leased premises easements for public access on roads and taxiways D. ACCESS TO UTILITIES Lessor represents that there are water, and 3-phase elec- tricity lines within three hundred feet (300') of the leased premises available to "tap-in" by Lessee, and that the same are sufficient for usual and customary service on the leased premises. III. TERM The term of $his Agreement shall be for a period of twenty-five (25) years, commencing on the 1st day of May, 1985, and continuing through the 30th day of April, 2010, unless earlier terminated under the provisions of the Agreement. Lessee shall have the first right of refusal to renegotiate this lease for three (3) additional five year periods at rentals and terms mutually agreed upon by the Lessor and Lessee without regard for or considering the then co~t of living index. Lessee's election to renegotiate this Lease shall be in writing addressed to the City Manager at least one hundred eighty (180) days before the expiration of the primary term of twenty-five (25) years and at least 180 days before the expiration of each additional renegotiated period. The rental and terms to be negotiated shall be reasonable and consistent with the =hen value, rentals and terms of similar property on the Airport. Lessee's first right of refusal to renegotiate this lease shall expire upon the end of the last day of the primary term of twenty-five years and the last day of each additional renegotiated period. IV. PAYMENTSt RENTALS AND FEES Lessee convenants and agrees to pay to Lessor, as consider- ation for this lease, the following payments, rentals and fees. A. LAND RENTAL Prior to the approval of Lessee's plans and specifications PAGE 5 for the initial leasehold improvements on Phase I of the leased premises ("initial Phase I improvements"), either as submitted or with revisions, in accordance with the provisions of Article VIII A(1) "Initial Plans" hereof, rental shall be due in monthly install- ments in the sum of One Hundred Dollars ($100.00) in advance on the first day of each month until Phase I plans are approved. Upon the approval of plans for initial Phase I improvements, rent shall ~m- mediately begin to accrue at the higher rate specified below. Rent at the higher rate shall be prorated based upon the number of days remaining in the month in which plans were approved. Such prorated rental shall be due within ten (10) days of the approval of plans Prorated rental shall be in addition to the One Hundred Dollars ($100.00) monthly rental previously paid for that month. After approval of the plans for Lessee's initial Phase I lmprovements, but before approval of the plans for initial Phase II improvements, rental shall be due and payable in the sum of S~x Thousand Six Hundred Ninety-Six and 20/100 Dollars ($6,696.20) per year, payable in twelve (12) equal monthly installments in the sum of Five Hundred Fifty-Eight and 02/100 Dollars ($558.02), in advance, on or before the first day of each and every month until such time as plans for Phase II are approved. Upon approval of the plans for initial Phase II improvements, additional rental shall be due and payable in the sum of Five Thousand Nine Hundred Forty-Eight and 60/i00 Dollars ($5,948.60) per year, payable in twelve (12) equal monthly installments in the sum of Four Hundred Ninety-Five and 72/100 Dollars ($495.72), for a total annual payment of Twelve Thousand Six Hundred Forty-four and 80/100 Dollars ($12,644.80) pay- able in twelve (12) equal monthly installments of One Thousand Fifty-three and 74/100 Dollars ($1,053.74). Notwithstanding the foregoing, the lease rental is to be reduced by the product of seven cents ($.07) per square foot times the number of square feet com- prising all easements established in accordance with Article II(c). PAGE 6 B. LESSOR IMPROVEMENTS RENTALS NONE: There are no Lessor improvements on the leased premises. C. PAYMENT~ PENALTY~ ADJUSTMENTS. All payments due Lessor from Lessee shall be delivered to the Airport Manager, unless otherwise designated in writing by the Lessor. Payments which are more than 15 days past due shall be assessed a penalty of one-half (1/2) of one percent per day, compounded daily, for each day or fraction thereof which the payment or fee is more than 15 days past due. The yearly rental for land and improvements herein leased shall be readjusted at the end of each five (5) year period during the term of this lease on the basis of the proportion that the then current United States Consumer Price Index, All Urban Consumer (CPI-U) for Dallas/Fort Worth, Texas, as compiled by the U.S. Department of Labor, Bureau of Labor Statistics bears to the March, 1985 index which was ~ ~ (1967 - 100). The original land rental amount (after approval of Phase II improvement plans) is based upon seven cents ($.07) per square foot for the land herein leased. However, in ao event shall any of three adjustment increases or decreases exceed fifty percent (50%) of the original rental, in the case of the first adjustment, or the previous adjustment, in the case of subsequent adjustments, each time. These four (4) rental adjustments, if any, shall occur on the following dates: May 1, 1990 May 1, 2000 May 1, 1995 May 1, 2005 V. RIGHTS AND OBLIGATIONS OF LESSEE A. USE OF LEASED PREMISES Lessee is granted the non-exclusive privilege to engage in or provide the following: PAGE 7 1. Han~ar Leases and Rental. The rental or lease of hangars and hangar space and related facilities upon the leased premises. 2. Office Space Lease or Rental. The rental or lease of office space in or ad]olning Lessee's hangars. 3. Aircraft Storage ~n Tie Down. To provide parking, storage and tie service, for both Lessee's and itinerant aircraft upon or within the leased premises. Lessee, his tenants and sublessees shall not be authorized to conduct any services not specifically listed in this agree- ment. The use of the lease premises of Lessee, his tenants or sublessees shall be limited to only those private, commercial, retail or industrial activities having to do with or related to airports and aviation. No person, business or corporation may operate a commercial, retail or industrial business upon the pre- mises of Lessee or upon the Airport without a lease or license from Lessor authorizing such commercial, retail or industrial activity The Lessor shall not unreasonably withhold authorization to conduct aeronautical or related services. B. STANDARDS Lessee shall meet or exceed the following standards 1. Address. Lessee shall file with the Airport Manager and eep~urrent its mailing address, telephone number(s) and contacts where he can be reached in an emergency. 2. List. Lessee shall file with the Airport Manager and e~ current a list of its tenants and sublessees's. 3. Conduct. Lessee shall contractually require its ~rS and sublessees (and sublessee's invitees) to abide by the terms of this agreement. Lessee shall promptly enforce its contractual rights in the event of a default of such covenants. Taxes end Fees 4. Utilities . Lessee shall meet all expenses and payment6 n~nection with the use of the Premises and the rights and privileges herein granted, including the timely payment of utilities, taxes, permit fees, license fees and assessments lawfully levied or assessed. 5. Laws. Lessee shall comply with all current and future ]3~ral~ state and local laws, rules and regulations which may apply to the conduct of business contemplated, including rules~ regulations and ordinances promulgated by Lessor~ and Lessee shall keep in effect and post in a prominent place all necessary and/or required licenses or permits. PAGE 8 6. Maintenance of Property. Lessee shall be responsible for the maintenance, repair and upkeep of all property, buildings, structures and improvements, including the mowing or elimination of grass and other vegetation on the Premises, and shall keep said Premises neat, clean and in respectable condition, free from any objectionable matter or thing. 7. Unauthorized use of premises. Lessee may not use any of the leased land or premises for the operation of a motel, hotel, restaurant, private club or bar, apartment house, or for industrial, commercial or retail purposes, except as authorized herein. S. Dwellings. It is expressly understood and agreed that no permanent dwelling or domicile may be built, moved to or established on or within the leased premises nor may the lessee, his tenants, invitees, or guests be permitted to reside or remain as a resident on or within the leased premises or other airport premises. 9. quit Possession. Lessee shall quit possession of all premises leased herein at the end of the primary term of this lease or any renewal or extension thereof, and deliver up the premises to Lessor in as good condition as existed when possession was taken by Lessee, reason- able wear and tear excepted. 10. Hold Harmless. Lessee shall indemnify and hold harmless =he Lessor from and against all loss and damages, including death, personal injury, loss of property or other damages, arising or resulting from the operation of Lessee's business in and upon the leased premises. 11. Chemicals. Lessee agrees to properly store, collect and dispose of all chemicals and chemical residues, to properly store, confine, collect and dispose of all paint, including paint spray in the atmosphere, and paint products; and to comply with all Local, State and Federal regulations governing the storage, handling or disposal of such chemicals and paints. D. SIGNS During the term of this Agreement, Lessee shall have the right, at its own expense, to place in or on the lease Premises signs identifying lessee. Said signs shall be of a size, shape and design~ and at a location or locations, approved by the Lessor and in conformance with any overall directional graphics or sign program established by Lessor on the Airport. Lessor's approval shall not be withheld unreasonably. Said signs shall be maintained in good repair throughout the term of this agreement. Notwith- standing any other provision of this agreement, said signs shall remain the property of Lessee. Lessee shall remove, at its PAGE 9 expense, all lettering, signs and placards so erected on the premises at the expiration of the term of this Agreement or extensions thereof. VI. COVENANTS BY LESSOR Lessor hereby agrees as follows. A. Peaceful Enjoyment. That on payment of rent, fees, and performance of the covenants and agreements on the part of Lessee to be performed hereunder, Lessee shall peaceably hold and enjoy the leased premises and all rights and privileges herein granted, B. Compliance. Lessor warrants and represents that in the establishment, construction and operation of said Denton Municipal Airport, that Lessor has heretofore and at this time is complying with a.ll existing rules, regulations, and criteria distributed by the Federal Aviation Administration, or any other governmental authority relating to and including, but not limited to, noise abatement, air rights and easements over adjoining and contiguous areas, over-flight in landing or takeoff, to the end that Lessee will not be legally liable for any action of trespass or similar cause of action by virtue of any aerial operations over adjoining property in the course of normal take-off and landing procedures from said Denton Municipal Airport; Lessor further warrants and represents that at all times during the term hereof, or any renewal or extension of same, that it will continue to comply with the foregoing. VII. SPECIAL CONDITIONS It is expressly understood and agreed by and between Lessor and Lessee that this lease agreement is subject to the followin8 special terms and conditions: A. Runways and Taxiways. That because of the present sixty thousand (60,000) pound continuous use weight bearing capacity of the runway and taxiways of the Airport, Lessee herein agrees to limit all aeronautical activity including landing, take-off and PAGE 10 taxiing, to aircraft having an actual weight, including the weight of its fuel, of sixty thousand (60,000) pounds or less, until such time that the runway and designated taxiways on the Airport have been improved to handle aircraft of such excessive weights. It is further agreed that, based on qualified engineering studies, the weight restrictions and provisions of this clause may be adjusted, up or down, and that the Lessee agrees to abide by any such changes or revisions as such studies may dictate. "Aeronautical Activity" referred to in this clause shall include that activity of the Lessee or its agents or subcontractors, and its customers and tnvitees, but shall not include those activities over which it has no solicitory part or control, such as an unsolicited or unscheduled or emergency landing. A pattern of negligent dis- regard of the provisions of this section shall be sufficient cause the immediate ter~lnation of this entire Agreement and subject the Lessee to be liable for any damages to the Airport that might result. VIII. LEASEHOLD IMPROVEMENTS A. REQUIRED IMPROVEMENTS: As part of tile consideration for the privilege here~n granted, Lessee is required to and hereby agrees to construct or ot~erwise make improvements to the premises, as specified herein, but not limited to, the following: 1. Three aircraft hangars not less than 50 X 60 feet in size ("initial Phase I improvements"). 2. Related aircraft ramps and taxiways. 3. Related vehicle roadways (gravel). Lessee shall provide Lessor with tentative plans for the development of the entire premises herein leased together with a tentative time table or schedule for said development. Should said development not occur within the specific time limits mutually agreed upon by and between Lessor and Lessee, Lessor shall have to option to cancel the lease on all non-developed PAGE 11 portions of said lease after a thirty (30) day written notice to Lessee to cure such a default. 1. Initial Plans. Lessee agrees that it shall, within ninety (90) calendar days from the date of this Agreement, submit to the Lessor, for approval, detailed plans and specificatzons for the above listed initial Phase I proposed leasehold zmprovements. Lessor agrees that it shall either approve the plans and specifica- tions as submitted, or transmzt proposed revisions to Lessee, within forty-five (45) calendar days of receipt of the plans and specifl- cations from Lessee. In the event that Lessor requires revisions of the original plans and specifications, Lessee shall have forty- five (45) calendar days from the date of receipt of the proposed revisions to resubmit the plans and speczfications for Lessor's approval. Such approval shall not be withheld unreasonably. Con- struction shall commence wzthin one hundred-ei§nty (180) calendar days of Lessee's receipt of Lessor's final approval of the plans and specifications, and shall be scheduled for completzon not later than three hundred-sixty (360) calendar days after commencement of construction. 2. Phase II Plans. Lessee agrees that it shall, within three hundred-sixty (360) calendar days from the date of this Agreement, submit to the Lessor, for approval, detailed plans and speciflca- ttons for the initial Phase II proposed leasehold improvements. Lessor agrees that it shall either approve the plans and specifica- tions as submitted, or transmit proposed revisions to Lessee, within forty-five (45) calendar days of receipt of the plans and specifi- cations from Lessee. In the event that Lessor requires revisions of the original plans and specifications, Lessee shall have forty- f~ve (45) calendar days from the date of receipt of the proposed revisions to resubmit the plans and specifications for Lessor's approval. Such approval shall not be withheld unreasonably. Con- struction shall commence within ninety (90) calendar days of PAGE 12 Lessee's receipt of Lessor's final approval of the plans and speci- fications, and shall be scheduled for completion not later than three hundred-sixty (360) calendar days after commencement of construction. B. ADDITIONAL REQUIREMENTS. Before commencing the construction of any improvements upon the premises, Lessee shall submit 1. Documentacion, specifications, or design work, to be approved by the Lessor, which shall establish that the improvements to be built or constructed upon the lease premises are in conformance with the overall size, shape, color, quality and design, in appearance and structure, of the program established by the Lessor on the Airport. 2. Ail plans and specifications showing the location upon the premises of the proposed construction, 3. The estimated cos= of such construction. No construction may commence until Lessor, acting by its City Council, has approved the plans and specifications and the location of the improvements, the estimated costs of such construction, and the agreed estimated life of the building or structure. Approval by =he City Council shall not be unreasonably withheld, should the Council fail to deny Lessee's plans and speczfications within sixty (60) days of submission thereof to the Council, such plans and specifications shall be deemed approved. Documentary evidence of the actual cos= of construction on public areas only (such as taxi- ways) shall be delivered by Lessee to Lessor's City Manager from time to time as such costs are paid by Lessee, and Lessor's City Manager is hereby authorized to endorse upon a copy of this lease filed with the City Secretary of Lessor such actual amounts as he shall have found to have been paid by Lessee, and the findings of the City Manager when endorsed by him upon said contract shall be conclusive upon all parties for all purposes of this agreement. C. ADDITIONAL CONSTRUCTION OR IMPROVEMENTS Lessee is hereby authorized to construct upon the land herein leased, at its own cost and expense, buildings, hangars, PAGE 13 and structures, that Lessor and Lessee mutually agree are neces- sary for use in connection with the operations authorized by this lease, provided however, before commencing the construction of any improvements upon the premises, Lessee shall submit plans and specifications as specified in Article VII (B) above. D. OWNERSHIP OF IMPROVEMENTS: All buildings and improvements constructed upon the premises by Lessee shall remain the property of Lessee unless said property becomes the property of Lessor under the following conditions, terms and provisions: 1. Removal of Buildin~s. No building or permanent fixture may be removed from the premises. 2. Assumption. Ail buildings and improvements of whatever nature remaining upon the leased premises at the end of the primary term, or any extension thereof, of this lease shall automatically become the property of Lessor absolutely in fee without any cost to Lessor. 3. Buildin~ Life. It is agreed that the life of the building to be constructed by Lessee on the property herein leased is twenty-five (25) years. 4. Cancellation. Should this lease be cancelled for any reason before the end of the twenty-five (25) year term, it is especially understood and agreed that Lessor reserves the right to purchase all buildings, structures and improvements then existing upon the premises by tendering to Lessee one-twenty-fifth (1/25) of the undepreciated value of such building for each year remaining on the agreed life of such building. The undepreciated value of all improvements is to be determined by having such improvements appraised by three appraisers, one appointed by Lessor, one appointed by Lessee and one appointed by the two appraisers. IX. SUBROGATION OF MORTGAGEE Any person, corporation or institution that lends money to Lessee for construction of any hangar, structure, building or improvement and retains a security interest in said hangar, structure, building or improvement shall, upon default of Lessee' obligations to said mortgagee, have the right to enter upon said leased premises and operate or manage said hangar, structure, building or improvement according to the terms of this Agreement, for a period not to exceed the term of the mortgage with Lessee, PAGE 14 or until the loan is paid in full, whichever comes first, but in no event longer than the term of this lease. It is expressly understood and agreed that the right of the mortgagee referred to herein is limited and restricted to those improvements constructed with funds borrowed from mortgagee. X. RIGHT OF EASEMENT Lessor shall have the right to establish easements, at no cost to Lessee, upon the leased ground space for the purpose of pro- viding underground utility services to, from or across the airport property or for the construction of public facilities on the Airport. However, any such easements shall not interfere with Lessee's use of the leased premises and Lessor shall restore the property to its original condition upon the installation of any utility services on, in, over or under any such easement or the conclusion of such construction. Construction in or at the easement shall be completed within a reasonable time. XI. ASSIGNMENT OF LEASE Lessee expressly covenants that it will not assign th~s lease, convey more than ten percent (10%) of the interest in its business, through the sale of stock or otherwise, transfer, license, nor sublet the whole or any part of the said premises for any purpose, except for rental of hangar space or tie-down space, without the written consent of Lessor. Lessor agrees that it will not unreasonably withhold its approval of such sale, sublease, transfer, license, or assignment of the facilities for airport related purposes; provided however, that no such assignment, sublease, transfer, license, sale or otherwise shall be approved if the rental, fees or payments, received or charged are in excess of the rental or fees paid by Lessee to Lessor under the terms of this Lease, for such portion of the premises proposed to be assigned, subleased, transfered, licensed, or otherwise. The pro- visions of this lease shall remain binding upon the assignees, if any, of Lessee. PAGE 15 XII. INSURANCE A. Required Insurance. Lessee shall maintain continuously in effect at all times during the term of this agreement, at Lessee's expense, the following insurance coverages. 1. Comprehensive General Liability covering the leased premises, the Lessee or i~s company, its personnel and its operations on the airport. 2. Aircraft Liability to cover all flight operations of lessee. 3. Liability coverage for errors and ommissions on the part of the Lessee or its officials. 4. Fire and extended coverage for replacement value for all facilities used by the Lessee either as a part of this agreement or erected by the lessee subsequent to this agreement. 5. Liability insurance limits shall be in the following minimum amounts: Personal injury: $500,000 per person/ $1,000,000 per occurrence Property damage: $2,000,000 per occurrence. 6. All policies shall name the City of Denton as an additional named insured and provide for a minimum of thirty (30) days written notice to the City prior to the effective date of any cancellation or lapse of such policies. 7. All policies must be approved by the Lessor. g. The Lessor shall be provided with a copy of all such policies. XIII. CANCELLATION BY LESSOR In the event that Lessee shall file a voluntary petition in bankruptcy or proceedings in bankruptcy shall be instituted agains~ i~ and Lessee thereafter is adjudicated bankrupt pursuant to such proceedings, or any court shall take Jurisdiction of Lessee and its assets pursuant to proceedings brought under =he provisions of any Federal reorganization act, or Lessee shall be divested of its estate herein by other operation of law, or Lessee shall fail to perform, keep and observe any of the terms, covenants, or conditions herein contained, or on its part to be performed, the Lessor may give Lessee written notice to correct such condition or cure such default and, if any condition or PAGE 16 default shall continue for thirty (30) days after the receipt of such notice by Lessee, then Lessor may, terminate this lease by a written notice to Lessee. In the event of default, Lessor has the right to purchase any or all structures on the leased premises under the provisions of Section VIII Paragraph D (Cancellation) hereof. XIV. ~ANCELLATION BY LESSEE Lessee may cancel this Agreement, in whole or part, and terminate all or any of its obligations hereunder at any time, by thirty (30) days written notice, upon or after the happening of any one of the following events: (1) issuance by any court of competent Jurisdiction of a permanent injunction in any way preventing or restraining the use of said airport or any part thereof for airport purposes, (2) the breach by Lessor of any of the covenants or agreements contained herein and the failure of Lessor to remedy such breach for a period of ninety (90) days after receipt of a written notice of the existence of such breach; (3) the inability of lessee to use said premises and facilities continuing for a longer period than ninety (90) days due to any law or any order, rule or regulation of any appropriate governmental authority having Jurisdiction over the operations of Lessor or due to war, earthquake or other casualty, or (4) the assumption or recapture by the United States Government or any authorized agency thereof the maintenance and operation of said airport and facilities or any substantial part or parts thereof. Upon the happening of any of the four events listed in the preceding paragraph, such that the leased premises cannot be used for aviation purposes, then Lessee may cancel this lease as aforesaid, or may elect to continue this lease under its terms except however that the use of the leased premises shall not be limited to aviation purposes, their use being only limited by such laws and ordinances as may be applicable at that time. PAGE 17 XV. MISCELLANEOUS PROVISIONS A. Entire A~reement. This Agreement constitutes the entire understanding between the parties and as of its effective date supersedes all prior or independent Agreements between the parties covering the subject matter hereof. Any change or modification hereof shall be in writing signed by both parties. B. Blndin~ Effect. All the covenants, stipulations and agreements herein shall extend to, bind and inure to the benefit of the legal representatives, successors and assigns of the respective parties hereto. C. Severabilit~. If a provision hereof shall be finally declared void or illegal by any court or administrative agency having Jurisdiction, the entire A~reement shall not be void, but the remaining provisions shall continue in effect as nearly as possible in accordance with the original intent of the parties. D. ~otice. Any notice given by one party to the other in connection with this A~reement shall be in writing and shall be sent by registered mail, return receipt requested, with postage and registration fees prepaid: 1. If to Lessor, addressed to: City Manager City of Denton Denton, Texas 76101 2. If to Lessee, addressed to: Mr. Jay D. Rodgers Mr. Bruce Brown Rt. 3, Box 600 Rt. 3 Roanoke, Texas 76262 Roanoke, Texas 76262 Notices shall be deemed to have been received on the date of receipt as shown on the return receipt. E. Headin~s. The headings used in this Agreement are intended for convenience of reference only and do not define or limit the scope or meaning of any provision of this Agreement. F. Governin~ Law. This Agreement is to be construed in accordance with the laws of the State of Texas. PAGE 18 IN WITNESS WHEREOF, the parties have executed this Agreement as of ~he day and year first above written. CITY OF DENTON, TEXAS, LESSOR ATTEST: ' BY: ~ CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS d THE STATE OF TEXAS § COUNTY OF DENTON § of 1985 by Jay R. Rodgers. NOT~Y PUBIC ~ STATE OF TEXAS My Co~isSiom expires:~ /~/~ THE STATE OF TEXAS § COUNTY OF DENTON § This instr~ent was acknowledged before me on the~ day of ~___, 1985 by Bruce Brown. MyCo~,issionexpires:.~~ PAGE 19 ACH~ENT A TO CITY ~ ' DENTON ~.rIPOIiT LEASE WITH JAY ] 3lODGERS AND BRUCE BROWN EXIECUTEr 1985 -- ~7~ O' ~ ~ = I00' SEE ATTACNEO METES AND ~OUNO$ DESCRIPTION SURVEY SKETCH SHOWING TWO LEASE TRACTS DENTON AIRPARK DENTON COUNTY, TEXAS ScaLE ~", ~00' COLEMAN & ASSOCIATES .twszo ~) ] SURVEYING a! Is) ~ P 0 BOX 686 ~.~W~NG 8~4~ J DENTON, TEXAS 76202 817- $65-8215 LEASE TRACT All that certain tract or parcel of land situated in Denton County, Texas and being a part of the Denton Axrport more particularly described as followsz COMMENCING at an xron rod sst at a turn North 37 De,tees 08 M~nutes 00 Seconds West a distance of 1940 8 feet from a fence corner in the South line of F.M. 1515 at the recognized Northwest Corner of the tract described in the Deed to P.F, Breen recorded in volume 127 page 183 of the Deed Records of Denton County,Texas; the said iron rod bain§ 750 feet from, measured perpendicular to, the centerllne of the main runway, THENCE North 750 feet from and parallel with the sazd centerline, a distance of 280.0 feet to the PLACE OF BEGINNING and being the Southwest Corner of the herein described tract; THENCE North continuing 750 feet from and parallel with the said centarline a distance of 290 feet to an iron rod set for the North- west Corner of the herein described tract; THENCE East a distance of 175.0 feet to a point for the Northeast Corner of the herein described tract; THENCE South 925 feet from and parallel with the centerlxne of the said runway a distanue of 290.0 feet to a Do~nt for the Southeast Corner of the herein described tract, THENCE West a distance of 175.0 feet to the PLACE OF BEGINNING and enclosing 1.165 acres (50,750 square feet) of land. These Field Notes~ with accompanying sketch, were vrepared from a survey ~made on the ground under my dlrectlon and supervislon. William M. Coleman R.P.$. No. 4001 Date ATTACHMENT "B" TO CITY OF DENTON AIRPORT LEASE WITH JAY D. RODGERS AND BRUCE BROWN, EXECUTED ON , 1985. LEASE TRACT 2 A All that certain tract or parcel of land situated xn Denton County, Texas and being a Dart of the Denton Airport more Dsrtlcularly described as follows. BEGINNING for the Southwest Corner of the tract being described herein~ at an iron rod set at a turn in a ~ravel road and being North 37 Degrees 08 Minutes 00Seconds West a distance of 1940 8 feet from a fence corner in the South line of F.M. 1515 at the recognized Northwest Corner of the tract described in the Deed from P.F. Breen recorded in volume 127 page 183 of the Deed Records of Denton County, Texas, the said iron rod being 750 feet from, measured perpendicular to,the centerline of the maln runway, THENCE North 750 feet from am parallel with the said centerllne a distance of 280.0 feet to a point for the Northwest Corner of the herein described tract; THENCE East a distance of 175.0 feet to a Dolnt for the Northeast Corner of the herexn described tract; THENCE South 925 feet from and parallel with the centerline of said runway a distance of 233.25 feet to a point for the Southeast Corner of the herein described tract and being in the West line of the said road 25 feet Northerly from the occupied centerllne thereof, THENCE South 75 De~rees 02 Minutes 30 Seconds West w~th the West l~ne of the said road a distance of 181.1~ feet to the PLACE OF BEGINNING and encloszng 1.031 acres ( 44,910 square feet ) of land. These Field Notes, w~th accompanying sketch, were prepared from a survey made on the ~round under my d~rectlon and supervls~on Wm. M. Coleman R.P.S. No. 4001 Date ATTACHMENT "C" TO CITY OF DENTON AIRPORT LEASE WITH JAY D. RODGERS AND B~UCE BROWN, EXECUTED ON , 1985. lEASE TRACT Ail that oertazn tract or parcel of land sztauted in Denton County, Texas and being part of the Denton Airport more particularly clcscrlbed a~ follow~ COMbI~NCING at an iron rod sot at a turn ~n a gravel road and bolnR North 37 Degrees 08 Minutes 00 Seconds West a dlstance of 1940.8 feet from a fence cornet in the South lzne of F.M. 1515 at the recoRnzzed Northwest Corner of the t~act described in the Deed to P.E. Breen recorded in volume 127 page 183 of the Deed Records of Denton County,Texas; the sald 1ron rod being 750 feet from, measured perpendicular to, the centerline of tl3e main runway; THENCE North 75 Degrees 02 Minutes 30 Seconds East w~th the West line of the sazd road a distance of 181.14 feet to the PLACE OF BEGINNING and being the South,,est Corner of the herein described tract; THENCE North 925 feet from and parallel wlth the runway centerline a distance of 523.2~ feet to an iron rod set for the Northwest Corner of the herezn descr~bnd tract; THENCE East a distance of 75.0 fnet to an ~ron rod set for the Northeast Col%mr of the hereln descrzbod tract; TIIENCE South 22 Degrees 09 Minutes East a distance of 490 0 feet to an iron rod set for the Southeast Corner of the hereln described tract, in the West l~ne of the said gravel road~ 25 feet Northerly from the occupzed centerl~ne thereof, THENCE South 75 Degrees 02 Minutes 30 Seconds West with the West l~ne of the said road a distance of Z6gg$ feet to the PLACE OF BEGINNING and encloszn§ 1.951 acrns ( 84,980 square feet ) of land. These Field Notes, with accompanying sketch, were prepared from a survey made on the ~ound under my direction and supcrvlslon Nzlllam ~l. Coleman. R.P.S. No. 4001 Date ATTACHMENT "D" TO CITY OF DENTON AIRPORT LEASE WITH JAY D. RODGERS AND BRUCE BROWN, EXECUTED ON , 1985. 1766L RESOLUTION NO~~ A RESOLUTION AUTHORIZING AMENDMENT NO. 1 TO THE AIRPORT COMMERC,IAL LEASE BETWEEN THE CITY OF DENTON AND FOX-51 LIMITED; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, certaln real property upon the Denton Munlc~pal Alrport was leased to Fox-51 L~mlted, a Texas partnership, by lease agreement dated April 1, 1986; and WHEREAS, the C~ty of Denton and the lessee deszre to amend the lease agreement; and WHEREAS, the Airport Advisory Board for the C~ty of Denton has recommended approval of the proposed azrport lease amendment; and WHEREAS, the City Council of the City of Denton, Texas, believes it to be in the ~nterest of efficient a~rport operations to approve such lease amendment; NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON' SECTION I. That attached Amendment No. 1 to the a~rport commercial lease agreement between the City of Denton and Fox-51 L~mlted dated April 1, 1986 and also attached hereto, ~s hereby approved. SECTION II. That Mayor ~s hereby authorized to execute the attached lease amendment on behalf of the City and the C~ty Secretary is hereby d~rected to affix this resolution, w~th the executed lease amendment attached, to the original a~rport lease agreemsnt dated April 1, 1986, lnscrlb~ng on the original agreement the fact it has been amended and the effectlve date of such amendment. SECTION III. That this resolution shall become effective ~mmediately upon ~ts passage and approval. PASSED AND APPROVED thls the~/9(~ day of ~, 1988. ATTEST ~, ~/~)~ J~WALTERS - A~ING C~TY SECRETARY CPTY OF DENTON~ TEXAS APPROVED AS TO LEGAL FORM- DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON~ TEXAS 2091L THE STATE OF TEXAS % FIRST AMENDMENT TO THE COMMERCIAL OPERATOR LEASE ASREEMENT BETWEEN COUNTY OF DENTON % THE CITY OF DENTON AND FOX-S1 LIMITED Thzs lease amendment is made and executed this ~O~day of , 19~_, at Denton, Texas, by and between the City relna--f~er re£erred to as "Lessor", and Fox-Si Limited, a corporation of the State of Texas, having its principal offices at Route 1, Box 102, Denton, Texas 76205, hereinafter referred to as "Lessee". WHEREAS, Lessor owns, operates and controls the Municipal Airport (Airport) in the City of Denton, County of Denton, State of Texas; WHEREAS, Lessor has previously leased certain land at the Airport to Lessee for the purposes of Lessee conducting a business as a commercial operator at the Airport, a copy of the lease agreement is attached as Exhibit C, WHEREAS, due to changed circumstances, the parties mutually desire and agree to renegotlate certain provisions of the lease agreement described above; NOW, THEREFORE, in consideration of the promises and mutual covenants contained in this Agreement, the parties agree to amend the lease as follows WITNESSETH: The Lessor and Lessee for and in consideration of the rents, covenants and conditions contained herein, do hereby mutually agree that the following provisions of the airport lease dated April 1, 1986 are amended: Section II, Land, Paragraphs A ~ B, Section III, Term, Section IV, Pa~ments~ Rentals and Fees, Paragraphs A % C; Section VII, Leasehold Improvements, Paragraph A, Subsec- tion 1; and Section XII, Insurance The amendments, referenced above, are as follows 1. Section II, Paragraph A, Land, is hereby amended to read as follows' A one foot by one foot tract of land, being one square foot, drawn and outlined, as shown on Exhibit A, attached hereto and incorporated herein by reference, having the following metes and bounds. COMMENCING at the northwest corner of a tract of land as conveyed to P. F. Breen by deed recorded in Volume 127, Page 18S of the Deed Records of Denton County, Texas said point lying in the South r~ght-of-way l~ne of FM Road 1S1S; THENCE west along the south right-of-way line of FM Road 1S1S a distance of 3S0 feet to a point; THENCE north along the west right-of-way line of FM Road ISiS a distance of 1,000 feet to a point, THENCE west perpendicular to said right-of-way line of FM 1S1S a distance of 870 feet, more or less, to a point on the east edge of the pavement of the north taxlway, THENCE north 13° SO' 41" west along the east edge of pavement of said north taxlway a distance of 230 feet to a point for a corner; THENCE north 76° 09' 19" east perpendicular to said east edge of pavement a distance of 280 feet to the point of beginning; THENCE north 13° SO' 41" west 280 feet east of and parallel to said east edge of pavement a distance of one foot to a point for a corner; THENCE north 76° 09' 19" east perpendicular to said east edge of pavement a distance of one foot to a point for a corner; THENCE south 13° SO' 41" east 281 feet east of and parallel to said east edge o£ pavement a distance of one foot to a point for a corner, THENCE south 7§° 09' 19" west perpendicular to said east edge of pavement a distance of one foot to the place of beginning and containing one square foot of land, more or less, Together with the right of ingress and egress to sa~d pco- perry; and the right, ~n common with others so authorized, of passage upon the Airport property generally, subject to reason- able regulations by the City o£ Denton, and such rights shall extend to Lessee's employees, passengers, patrons, and lnvltees. AGREEMENT FOR COMMERCIAL OPERATOR/FOX-Si LIMITED/PAGE 2 2. Section II, Paragraph B, Land-Property B, IS hereby amended to read as follows: B. Land - Property B: A tract of land consisting of 3 91 acres, or 170,583.34 square feet, as depicted on Exhibit B, attached hereto and Incor- porated herein for reference, and having the following metes and bounds' COMMENCING at the northwest corner of a tract of land as conveyed to P. F. Breen by deed recorded in Volume 127, Page 185 of the Deed Records of Denton County, Texas said point lying in the South right-of-way line of FM Road 1515; THENCE west along the south right-of-way line o£ FM Road 1515 a distance of 350 feet to a point, THENCE north along the west right-of-way line of FM Road 1515 a distance oi 1,000 feet to a point, THENCE west perpendicular to said right-of-way line of FM 1515 a distance of 870 feets more or less, to a point on the east edge of the pavement o£ the north taxiway; THENCE north 130 50' 41" west along the east edge of pavement of said north taxlway a distance oE 230 feet to a point for a corner; THENCE north 76° 09~ 19' east perpendicular to said east edge of pavement of the north taxlway, a distance of 280 feet to a point for a corner, THENCE north 13° 50~ 41" west 280 feet east of and parallel to said east edge of pavement of the north taxiway, a distance o£ 220 feet to a point for a corner; THENCE north 76o 09~ 19' east perpendicular to said east edge of pavement of the north taxlwa¥, for a distance of 150 feet to the point of beginning; THENCE north 76° 09~ 19" east perpendicular to said east edge of pavement of the north taxi.ay, a distance of 279 feet to a point for a corner; THENCE south 19° 07~ 54" east for a distance of 336.84 feet to a point for a corner; AGREEMENT FOR COMMERCIAL OPERATOR/FOX-S1 LIMITED/PAGE 3 THENCE south 54o 09~ 50.9" west for a distance of 280.57 feet to a point for a corner, THENCE south 76° 09~ 19" west perpendicular to said edge of pavement of the north taxlway~ a distance of 140 feet to a point for a corner; THENCE north 15° 50~ 41" west 340 east of and parallel to said east edge of pavement of the north taxlway, a distance of 220 feet to a point for a corner; THENCE south 76° 09~ 19" west perpendicular to said edge of pavement of the north taxlway, a distance of 59 feet to a point for a corner; THENCE north 13° 50~ 41" west 281 feet east of and parallel to said east edge of pavement of the north taxiway~ a d~stance of one foot to a point for a corner; THENCE north 76° 09~ 19" west perpendicular to said east edge of pavement of the north taxiway~ a distance of one foot to a point for a corner, THENCE north 13° SOI 41" west 280 feet east of and parallel to said east edge of pavement of the north taxlway~ a distance of 219 feet to a point for a corner, THENCE north 76° 09~ 19" east perpendicular to said east edge of pavement of the north taxlway, a d~stance of 150 feet to the place of beginning and containing 170~583.34 square feet of land, more or less. Lessor~ for and in consideration of the covenants and agreements herein contained, to be kept by Lessee, does hereby demise and lease unto Lessee, and Lessee does hereby hire and take from Lessor the above described Property B for a period of ten (10) years commencing on the date of execution of this Lease. It is expressly understood and agreed that Property B ~s leased to Lessee for the purpose of development by Lessee. Said development shall be comprised of an area of at least thirty-four thousand seventy-one ($4,071) square feet every two years (development in excess of 34~071 square feet in any two year period may be carried over Into the follo~1ng consecutive years). Upon commencement of development of property ~lthin Property B (the date of final approval of plans and the issuance of a building permit by Lessor is deemed herein to mean the date of commencement of development), said development properties shall immediately be considered as additions to Property A and shall be subject to the same terms and co~ditions as Property As including but not limited to. land rental rates as computed on a cents~ per square foot~ per year basis, term of lease; consumer price adjustments, if any; and AGREEMENT FOR COMMERCIAL OPERATOR/FOX-S1 LImITED/PAGE 4 date of commencement, as if said additions were and had been w~th~n Property A from the original date of execution of th~s Lease. Should Lessee not develop at least thirty-four thousand seventy-one (34,071) square feet of Property B every two years, including any carry over from the previous year, the balance of the undeveloped property up to 34,071 square feet shall, at the end of each two year period, automatically be considered as an addition to Property A as if said property had been developed. Property which Lessee and Lessor mutually agree ~s undevelopable may be removed from the above requirements at the end of the ten (10) year period. Lessee shall notify Lessor of its intent to develop pro- perty within Property B by written notice to the C~ty Manager or h~s designee. Such notice shall be delivered to the City Manager at least thirty (30) days prior to commencement of development and shall include, at a minimum, a drawing and description of the size and location of the property and the type and number of improvements to be situated thereon. Construction plans and specifications shall be submitted to Lessor in accordance with Article VIII of this Lease. For the purposes of th~s Agreement, the term "Premises" shall mean all property located within the metes and bounds described above in Properties A & B, including leasehold improvements constructed by the Lessee, but not including certain easements or property owned and/or controlled by the Lessor. 3. Section III, TERM, is hereby amended to read as follows III. TERM The primary term of this Agreement shall be for a period of twenty-three (23) years, commencing on the 1st day of March, 1988, and continuing through the last day of February, 2012, unless earlier terminated under the provisions of the Agreement. Lessee shall have the first r~ght to renegot~ate th~s Lease for two (2) additional five (5) year periods at the end of the primary term or any renewal thereof at a rental rate and terms to be mutually agreed upon by the part~es w~thout regard for or considering the, then present, cost of living index. If Lessee elects to renew this Lease, Lessee shall not~fy the C~ty Manager, in wrlting, at least one hundred eighty (180) days before the expiration of the primary term or any renewal thereof. 4. Section IV, PAYMENTS~ RENTALS AND FEES, Paragraph A, Land Rental, ~s hereby amended to read as follows: The land rental for Property A shall commence w~th the sum of seven cents ($0.07) per square foot, per year, payable in advance. AGREEMENT FOR COMMERCIAL OPERATOR/FOX-51 LIMITED/PAGE 5 Land rental shall be adjusted under the terms and conditions of this Lease as described herein. 5. Section IV, Paragraph C, Payment, Penalt~ Adjustments, is hereby amended to read as follows. C. Pa~ment~ Penalt~ Adjustments All payments due Lessor from Lessee shall be delivered to the Airport Manager, unless otherwise designated ~n writing by the Lessor. Payments which are more than 15 days past due shall be assessed a penalty of one-half (1/2) of one percent per day, compounded daily, for each day or fraction thereof which the payment or fee is more than 15 days past due. The yearly rental for land and Improvements herein leased shall be readjusted at the end of each f~ve (5) year period during the term of this Lease on the basis of the proportion that the then current United States Consumer Price Index, All Urban Consumer (CPI-U) for Dallas/Fort Worth, Texas, as compiled by the U.S. Department of Labor, Bureau of Labor Statlstlcs bears to the , 1988 Index which was (1967 = 100). The land rental amount is now based upon 07 ($0.07) cents per square foot, per year, for the land hereln leased. The four (4) rental ad3ustments, if any, shall occur on the following dates: 1, 1993 1, 2003 1, 1998 1, 2008 6. Section VIII, LEASEHOLD IMPROVEMENTS, Paragraph A, Required Improvements, Subsection 1, Time Limits, is hereby amended to read as follows: 1. T~me L~m~ts. Lessee agrees that it shall, w~th~n seven hundred twenty (720) calendar days from the date of this Agree- ment, submit to the Lessor, for approval, detailed plans and speclf~catlons for the lnltlal proposed leasehold improvements Lessor agrees that it shall either approve the plans and speci- fications as submitted, or transmit proposed revisions to Lessee, within forty-five (45) calendar days of receipt of the plans and specifications from Lessee. In the event that Lessor requires revisions of the original plans and specifications, Lessee shall have forty-flve (45) calendar days from the date of receipt of the proposed revisions to resubmlt the plans and specifications for Lessor's approval; such approval shall not be unreasonably w~thheld. Construction shall commence w~th~n one hundred e~ghty (180) calendar days of Lessee's recelpt of Lessor's f~nal approval of the plans and spec~f~catlons, and shall be scheduled for completion not later than one hundred eighty (180) days after commencement of construction. AGREEMENT FOR COMMERCIAL OPERATOR/FOX-51 LIMITED/PAGE 6 7. Section XII, INSURANCE AND INDEMNITy, is hereby amended to read as follows' A. Required Insurance: Lessee, at its expense, shall maintain continuously in effect at all times during the term o£ this agreement the £ollowlng insurance coverages' 1. Comprehensive genera! liability covering the leased premlses~ the Lessee or its company, its personnel, and Its operations on the Airport. 2. Alrcra£t liability to cover all flight operations of Lessee. 3. Fire and extended coverage for replacement value for all facilities used by the Lessee either as a part of this agreement or erected by the Lessee subse- quent to this agreement. 4. Liability insurance limits shall be in the following minimum amounts: Bodily Injury and Property Damage One Million Dollars ($1,000,000) combined single limits on a per occurrence basis. 5. All policies shall name the City of Denton as an additional named insured and provide for a minimum of thirty (30) days written notice to the City prior to the effective date of any cancellation or lapse of such policy. 6. All policies must be approved by the Lessor. 7, The Lessor shall be provided with a copy of all such policies within thirty (30) days of the signing of this Agreement. During the original or extended term o£ this Lease, Lessor herein reserves the right to adjust or increase the liability insurance amounts required of the Lessee, and to require any addi- tional rider, provisions, or certificates of insurance, and Lessee hereby agrees to provide any such insurance requirements as may be required by Lessor; provided howevers that any requirements shall be commensurate with insurance requirements at other public use airports similar to the Denton Municipal Airport, in size and in scope of aviation activities, located in the southwestern region of the United States. Lessee herein agrees to comply with all increased or adjusted insurance requirements that may be AGREEMENT FOR COMMERCIAL OPERATOR/FOX-S1 LIMITED/PAGE 7 required by the Lessor throughout the original or extended term of this Lease, including types of insurance and monetary amounts or limits of insurance, and to comply with said insurance requirements within sixty (§0) days following the receipt of a notice in writing from Lessor stating the increased or adjusted insurance requirements. Lessee shall have the right to maintain in force both types of insurance and amounts of insurance which exceed Lessor's minimum insurance requirements. In the event that State law should be amended to require additional types of insurance and/or insurance amounts which exceed those of like or similar public use airports in the southwestern region of the United States of America, then in such event, Lessor shall have the right to require that Lessee maintain in force types of insurance and/or amount of insurance as specified by State law. Failure of Lessee to comply with the minimum specified amounts or types of Insurance as required by Lessor shall constitute Lessee's default of this Lease. B. INDEMNITY: During all times that this lease is in effect, the parties agree that Lessee is and shall be deemed to be an independent contractor and operator and not an agent or employee of City with respect to its acts or omissions hereunder. For all the purposes hereunder, Lessee is and shall be deemed an independent contractor and it is mutually agreed that nothing contained herein shall be deemed or construed to constitute a partnership or joint venture between the parties hereto. Lessee agrees to indemnify and hold harmless the City and its agents, employees, and representatives from and against all liability for any and all claims, suits, demands, and/or actions arising from or based upon intentional or negligent acts or omissions on the part of Lessee, its agents, representatives, employees, members, patrons, visitors, contractors and subcon- tractors (if any), and/or sublessees, which may arise out of or result from Lessee's occupancy or use of the premises and/or activities conducted in connection with or incidental to this Lease Agreement. Lessee shall also indemnify City against any and all mechanic's and materlalmen's liens or any other types of liens imposed upon the premises demised hereunder arising as a result of Lessee's conduct or activity. This Indemnity Provision extends to any and all such claims, suits, demands, and/or actions regardless of the type of relief sought thereby, and whether such relief is in the form of damages, judgments, and costs and reasonable attorney's fees and expenses, or any other legal or equitable form of remedy. This Indemnity Provision shall apply regardless of the nature of the injury or harm alleged, whether for injury or death to persons or AGREEMENT FOR COMMERCIAL OPERATOR/FOX-Si LIMITED/PAGE 8 damage to property, and whether such claims by alleged at common law, or statutory or constitutional claims, or otherwise. This Indemnity Provision shall apply whether the basis for the claim, suit, demand, and/or action may be attributable in whole or in part to the Lessee, or to any of its agents, representatives, employees, members, patrons, visitors, contractors (If any), and/or sublessees or to anyone directly or ~ndlrectly employed by any of them. Further, City assumes no responsibility or liability for harm, injury, or any damaging events which are directly or indirectly attributable to premise defects or conditions which may now exist or which may hereafter arise upon the premises, any and all such defects being expressly waived by Lessee. Lessee understands and aRrees that this Indemnity Provision shall apply to any and all claims, suits, demands, and/or actions based upon or arising from any such claim asserted by or on behalf of Lessee or any of its members, patrons, visitors, agents, employees, contractors and subcontractors (if any), and/or sublessees. It is expressly understood and agreed that the City shall not be liable or responsible for the negligence of Lessee, its agents, servants, employees and customers. Lessee further agrees that it shall at all times exercise reasonable precautions for the safety of and shall be solely responsible for the safety of its agents, representatives, employees, members, patrons, visitors, contractors and subcontractors (If any), and/or sub- lessees, and other persons, as well as for the protection of supplies and equipment and the property of Lessee or other persons. Lessee further agrees to comply with all applicable provisions of Federal, State and municipal safety laws, regulations, and ordinances. PROVIDED FURTHER, that the Lessee and the City each agree to give the other party prompt and timely notice of any such claim made or suit instituted which in any way, directly or ~ndirectly, contingently or otherwise, affects or might affect the Lessee or the City. Lessee further agrees that this Indemnity Provision shall be considered as an additional remedy to City and not an exclusive remedy. IN WITNESS WHEREOF, the parties have executed this Amendment Agreement as of the ~ day of ~, 19~. CITY OF DENTON, LESSOR AGREEMENT FOR COMMERCIAL OPERATOR/FO×-S1 LIMITED/PAGE 9 ATTEST APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY FOX-SI LIMITED F. D. STRICKLER, PRESIDENI' ATTEST SECRETARY AGREEMENT FOR COMMERCIAL OPERATOR/FOX-S1 LIMITED/PAGE 10 THE STATE OF TEXAS COUNTY OF DENTON Before me, the undersigned authority, in and for said County, Texas, on this date personally appeared F D Str]ckler, known to me to be the person and officer whose name is subcrlbed to the foregoing instrument, and acknowledged to me that the same was the act of the said Fox-51 Limited, a corporation of the State of Texas, and that he executed the same as the act of said corporation for the purposes and consideration therein expressed, and in the capacity therein stated. Given under my hand and seal of office this 18th day of January, 1988. NOTARY PUBLIC, STATE OF TEXAS My Commission expires: 10/13/9] AGREEMENT FOR COMMERCIAL OPERATOR/FOX-51 LIMITED/PAGE 11 iDc~$'~ Sl4G FO~ 5~ SCAt; ~, ~oo' N EXHIBIT "A" FOY, 5~ SCALE. I = I00' ~ N T- EXHIBIT "B" 1411L RESOLUTION WHEREAS, all citizens of the City of Denton, Texas at this time need and will be bene£1ted by the increased availability of prompt motor carrier services and other shipping services to and from the City of Denton and the unincorporated areas adjacent thereto and commercially a part thereof, and WHEREAS, the City of Denton, Texas is eligible to be designated part of the Dallas commercial zone and the Fort Worth commercial zone by the Railroad Commission of the State of Texas, which will serve to permit such increased service, and WHEREAS, being designated part of such commercial zones will be a bene£~t to the public, and WHEREAS, such designation may be obtained upon application of the C,lty of Denton and a presentation of appropriate evidence and testxmony by the citizens of the C~ty of Denton at a hearing to be conducted by the Railroad Commission of the State of Texas NOW, THEREFORE, ' BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON' SECTION I. That the C:ty of Denton hereby proceed to apply to the Railroad Commission of the State of Texas to have the City of Denton and the unincorporated area ad3acent thereto and commercially a part thereof des:gnated as part of the Dallas commercial zone and as part of the Fort Worth commercial zone by the Ra:lroad Commission of the State of Texas. SECTION That th:s resolution shall become effective :mmed~ately upon its passage and approval. PASSED AND APPROVED th~s the /~ day o£ ~~_, 1986 ~CI~l OF ~TO~, TEXAS ATTEST. CH%%LOTT ' LLEN, CITY APPROVED AS TO LEGAL FORM' D~BRA AD~I DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, T~XAS 1403L RESOLUTION WHEREAS, the City of Denton has employees rendering valuable services; and WHBRBAS, the establishment of a deferred compensation plan for such employees w~ll serve the interests of the City of Denton by enabling ~t to provide reasonable retirement security for ~ts employees, by providing ~ncreased flexibility in ~ts personnel management system, and by assisting ~n the attraction and retention of competent personnel, and WHERBAS, the City of Denton has determined that the estab- 1,shment of a deferred compensation plan to be administered by the ICMA Retirement Corporation w~ll serve the above ob3ect~ves, and WHEREAS, the C~ty of Denton desires that the investment of funds held under Its deferred compensation plan be administered by the ICMA Retirement Corporation, as Trustee, with the under- standing that such funds w~ll be held by the ICMA Retirement Trust, a trust established by public employers for the purpose of representing the interests of such employers with respect to the collective investment of funds held under their deferred compensation plans, NOW, THBRBFORB, BE IT RESOLVBD BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the City of Denton adopts the deferred compensation plan, attached hereto as Appendix A, and appoints the ICMA Retirement Corporation to serve as Administrator thereunder. SECTION II. That the Employer hereby executes the ICMA Retirement Trust, attached hereto as Appendix B. SECTION III. That the employer hereby adopts the trust agreement, attached hereto as Appendix C, and appoints the ICMA Retirement Corpo- ration as Trustee thereunder, and d~rects the ICMA Retirement Corporation, as Trustee, to ~nvest all funds held under the deferred compensation plan through the ICMA Retirement Trust as soon as ~s practicable. SECTION IV That the Personnel Director shall be the coordinator for this program and shall receive necessary reports, notices, etc from the ICMA Retirement Corporation as Administrator, and shall cast, on behalf of the Employer, any required votes under the program. Administrative duties to carry out the plan may be assigned to the appropriate departments SECTION V. That this resolution shall become effective immediately upon ~ts passage and approval. PASSED AND APPROVED this the day of , 1986 A~AY~ ~/ ~v v ~rCIT)f OF D~NTON, TEXAS ATTEST' CI]'AI~L'OTTI[ AI~LEN, CITY SLaCRE~RY CIG OF I~ENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 APPENDIX A ("EMPLOYER") DEFERRED COMPENSATION PLAN I INTRODUCTION include any amount axcludable from gross income under th~s The Employer hereby estabhshes the Employers Deferred Plan or any other plan described m sechon 457(b) of the Compensahon Plan hereinafter referred to as the Plan The Plan Internal Revenue Code any amount excludable from gross consmts of the provisions set forth in th~s document income under section 403(b) of the Internal Revenue Code Thepr~marypurposeofthlsPlanlstoprovlderetlrementincome or any other amount excludable from gross income for and other deferred 13eneflts to the Employees of the Employer m federal income tax purposes Includ~ble Compensation shall accordance w~th th~ prows~ons of section 457 of the Internal be determined w~thout regard to any commumty property Revenue Code of 1954 aa amended laws Thrs Plan shall be an agreement solely between the Employer 2 (}7 Jolnder Agreement An agreement entered into between an and parhclpatmg Employees Employee and the Employer including any amendments or mod~flcahons thereof Such agreement shall fix the amount II DEFINITIONS of Deferred Compensahon specify a preference among the ~nvestment alternatives designated by the Employer 2 01 Account The lbookkeeplng account maintained for each designate the Employees Beneficiary or Beneflcmr,ee and Participant reflecting the cumulative amount of the incorporate the terms conditrons and provisions of the Plan Parhc pant s Deferred Compensation including any income gems losses l or Increases or decreases in market value by reference attributable tolthe Employer s Investment of the Participant s 2 08 Normal Compensation The amount of compensation which Deferred Compensation and further reflecting any distribu- would be payable to a Participant by the Employer for a hons to the Participant or the Participant s Beneficiary and taxable year ~f no Jomder Agreement were m effect to defer any fees or expenses charged against such Participant s compensation under th~s Plan Deferred Corn )ensatron 2 09 Normal Retirement Age Age 70 unless the Participant has 2 02 Administrator The person or persons named to carry out elected an alternate Normal Retirement Age by written instrument delivered to the Administrator prior to Separation certain nondl~ :retlonary administrative functions under the Plan as herei ~after described The Empioyer may remove from Serwce A Participant s Normal Retirement Age any person as Administrator upon 60 days advance notice ~n determines (a) the latest t~me when benefits may commence writing to su(h person in whmh case the Employer shall under th~s Plan (unless the Participant conhnues employ- ment after Normal Retirement Age) and (b) the per~od during name another )arson or persons to act as Administrator The which a Parbclpant rrlay utilize the catch-up [lmltahon of Administrator may resign upon 60 days advance not,ce m Sechon 5 02 hereunder Once a Participant has to any extent wrltmgtothel~mployer m which thecasethe Employershall utilized the catch-up limitation of Section 5 02 h~s Normal name anotherlperaon or persons to act as Adm~mstrator Retirement Age may not be changed 2 03 Beneficiary The person or persons designated by the A Participant s alternate Normal Rehrement Age may not Participant inlhls Jolnder Agreement who shall receive any be earlier than the earheet date that the Participant will benefits payal~le hereunder in the event of the Participant s become ehglble to retire and receive unreduced rehrement benefits under the Employer s basic rebrement plan covering death I the Participant and may not be later than the date the 2 04 Deferred Con~penaetlon The ~mount of Normal Compensa- tion otherwise payable to, the Participant which the Participant attains age 70 if a Participant continues Participant a~qd the Employer mutually agree to defer employment after atta~mng age 70 not hawng prewously hereu rider an~' amount credited to a Parhcipant s Aeeou nt by elected an alternate Normal Retirement Age the Participant s reason of a transfer under Seqtion 6 03 or any other amount alternate Normal Retirement Age shall not be later than the which the Employer agree~to credit to a Participants mandatory retirement age ~f any established by the Employer or the age at which the Participant actually Account! separates from service if the Employer has no mandatory 2 05 Employee Any individual wi o provides services for the retlremect age if the Participant will not become eligible to Employer whether as an ampi )yee of the Employer or as an receive benefds under a basic rehrement plan maintained by independent contractor and w lo has been designated by the the Employer the Parhc~pant s alternate Normal Rehrement Employer as ~ligible to partlcl ate ~n the Plan Age may not be earlier than attainment of age 55 and may not 2 06 Includible Co~11pensatlon Th amount of an Employee s be later than attarnment of age 70 compensahonI from the Empl( ,r for a taxable year that ~s 2 10 Participant Any Employee who hasjo~ned the Plan pursuant attributable to services perforr ~ed for the Employer and that to the requrrements of Arbcie IV Is includ~ble ~n the Employee = gross income for the taxable year for federal income tax urposes such term does not 2 11 Plan Year The calendar year 2 12 Retirement The hrst date upon which both of the following plan) For pu,poses of this Section 5 ~)2 a Participant s shall have occurred w~th respect to a Parhclpant Separahon I nclud~ble Compensahon for the current taxable year shall be from Service and attainment of Normal Retirement Age deemed to include any Deferred Compensation for the 2 13 Separation from Service Severance of the Participant s taxable year m excess of the amount permitted under the employment w~th the Employer A Participant shall be Normal Limitation and theParhc~pantslncludlbleCompen- deemed to have severed his employment w~th the Employer set,on for any prior taxable year shall be deemed to exclude for purposes of thru Plan when m accordance w~th the any amount that could have been deferred under the Normal established practices of the Employer the employment L~mltatlon for such prior taxable year relationship ~s considered to have actually terminated In the 5 03 Section 403(b) Annuities For purposes of Sections 5 01 and case of a Participant who is an independent contractor of the 5 02 amounts contributed by the Employer on behalf of a Employer Separation from Service shall be deemed to have Participant for the purchase of an annu*ty contract described occurred when the Partm~pants contract under which ~n section 403(b) of the Internal Revenue Code shall be serwces are performed has completely expired and treated as d such amounts constduted Deferred Compensa- terminated there ~s no foreseeable posslb~hty that the tlon under this Plan for the taxable year in which the Employer will renewthe contract or enter Into anewcontract contribution was made and shall thereby reduce the for the Participant s services and ~t ~s not anticipated that the max lmu m amount that may be deferred for such taxable year Participant will become an Employee of the Employer VI INVESTMENTS AND ACCOUNT VALUES III ADMINISTRATION 6 01 Investment of Deferred Compensation All ~nvestments of 3 01 Duties of Employer The Employer shall have the authority to Participants Deferred Compensation made by the Employer ~ncludmg all property and r~ghta purchased w~th such make all discretionary decisions affechng the r~ghts or amountsandalllncomeattrlbutablethereto shaJIbethesole benefits of Participants which may be required ~n the admm~strahon of thru Plan property of the Employer and shall not be held in trust for Part~crpants or as collateral cecur~ty for the fuJflllment of the 3 02 Duties of Administrator The Administrator as agent for the Employer s obhgahons under the Plan Such property shall Employer shah perform nond;screhonary admlmstratlve be sublect to the claims of general creditors of the Employer functions in connection with the Plan including the and no Parhclpant or Beneficiary shall have any vested maintenance of Parhclpants Accounts the prows~on of interest or secured or preferred poslt~on w~th respect tosuch periodic reports of the status of each Account and the property or have any ctalm against the Employer except as a disbursement of benefits on behalf of the Employer ~n general creditor accordance w~th the prows~ons of th~s Plan 6 02 Crediting ofAccounts TheParhc~pent sAccount shall reflect the amount and value of the investments or other property IV PARTICIPATION IN THE PLAN obtained by the Employer through the investment of the Part~c~paot s Deferred Compencet~on it ~s anticipated that 4 01 Initial Participation An Employee may become a Participant the Employer s Investments with respect to a Participant will by entering into a Jolnder Agreement prior to the beginning conform to the investment preference specified in the of the calendar month m which the Jomder Agreement ~s to become effective to defer compensahon not yet earned Participant s Joinder Agreement but nothing herein shall be construed to require the Employer to make any parbcular 4 02 Amendment of Joinder Agreement A Participant may amend ~nvestment of a Parbcipant e Deferred Compensation Each an executed Jo~nder Agreement to change the amount of Participant shall receive periodic reports not Jess frequently compensahon not yet earned which Is to be deferred than annually showing the then-current value of his (~ncludlng the reduchon of such future deferrals to zero) or to Account change his investment preference (subject to such restr~c tlons as may res ult from the nature or terms of any Investment 6 03 Acceptance of Transfers Pursuant to an appropriate written made by the Employer) Such amendment shall become agreement the Employer may accept and credit to a effective as of the beginning of the calendar month Participants Account amounts transferred from another commencing after the date the amendment is executed A employer within the same State representing amounts held Participant may at any time amend h~s Jo~nder Agreement to by such other employer under an ehglble State deterred change the designated Benehmary and such amendment compensation plan descrlbedlnsectmn 457 of the internal shall becomeeffectlvelmmed~ately Revenue Code Any such transferred amount shall not be treated as a deferral subject to the hm~tahons of Arhc~e V V LIMITATIONS ON DEFERRALS prowded however that the actual amount of any deferral 5 01 Normal Limitation Except as prowded m Sechon 5 02 the under the plan from which the transfer ~s made shall be taken into account in computing the catch up hmltatlon under maximum amount of Deferred Compensation for any Participant for any taxable year shall not exceed the lesser of Section 5 02 $7 50000 or 33 1/3 percent of the Parhc~pants Includ~ble 604 Employer Liability InnoeventshalltheEmployer sllablhtyto Compensation for the taxable year This hmltatlon will paybenefltstoaPartic~pantunderArtlcleVlexceedthevalue ordinarily be equivalent to the lesser of $7 500 00 or 25 of the amounts credited to the Participants Account the percent of the Participant s Normal Compensation Employer shall not be hable for losses arising from 5 02 Catch up Limitation For each of the last three (3) taxable depreciation or shrinkage in the value of any Investments years of a Participant ending before h~s attainment of Normal acquired under thru Plan Retirement Age the maximum amount of Deferred Compensation shall be the lesser of (1) $15 000 or (2} the VII BENEFITS sum of (~) the Normal L~m~tat~on for the taxable year and (H) that porbon of the Normal L~m~tahon for each of the prior 7 01 Retirement Benefits and Election on Separation from taxable years of the Parhc~pant commencing after 1978 Service Except as otherwise provided ~n th~s Article VII the during which the Plan was ~n existence and the Parhc~pant distribution of a Participants Account shah commence was ehg~ble to participate ~n the Plan (or ~n any other plan during the second calendar month after the close of the Plan established under sechon 457 of the internal Revenue Code Year of the Participant s Retirement and the distribution of by an employer within the same State as the Employer) less such Retirement benehts shall be made in accordance with the amount of Deferred Compensation for each such prior one of the payment options described in Sechon 7 02 taxable year (including amounts deferred under such other Notwithstanding the foregoing the Parhc~pant may irrevo- ~ably elect within 60 days following ~eparatlon from Service Sechons 7 01 or 7 06 a death beneht eq ual to the value of the to have the d~st~lbutlon of benefitscommeneeon adateother Parhclpant s Account shall be payable to the Beneficiary than that described in the preceding sentence which ~s at commencing no later than 60 days after the close of the Plan least 60 days After the date such election is delivered in Year in which the Participant would have attained Normal writing to the ~mployer and forwarded to the Administrator Rehrement Age Such death beneht shall be pa~d m a lump but not later th~n 60 days after the close of the Plan Year of sum unless the Beneficiary elects a different payment option the Parhclpant ii Retirement w~thm 90 days of the Parbc~pant s death A Beneficiary who ? 02 Payment Option8 As prowded ~n Secbons 7 01 7 05 and 7 06 may elect a payment option pursuant to the prows~ons of the preceding sentence shall be treated as ~f he were a Pa rhc~pant a Participant may elect to have the value of h~s Account for purposes of determining the payment opbons available dmtr~buted ~n accordance with one of the following payment under Sechon 7 02 prowded however that the payment opbons prowded that such option ~s consistent with the option chosen by the Beneficiary must provide for payments hm~tabons set forth In Section 7 03 to the Beneficiary over a per~od no longer than the hfe (a) Equal Monthly quarterly semi-annual or annual expectancy of the Beneficiary ~f the Beneficiary is the payments in an amount chosen by the Participant Participant s spouse and must provide for payments over a continuing uT II his Account ~s exhausted per~od not m excess of fifteen (15) years ~f the Beneficiary ~s (b) One lure@ sum payment not the Participant s spouse 7 ~6 Disability In the event a Participant becomes d~sabled before (c) Approx~nlately equal monthly quarterly semi-annual the commencement of Retirement benehts under 5echon or annual payments calculated to continue for a period 7 01 the Participant may elect to commence benehts under certain chosen by the Participant one of the payment ophons described m Sechon 7 02 on the (d) Payments equal to payments made by the issuer of a last day of the month following a determination of dlsab~hty retirement annuity policy acquired by the Employer by the Employer The Participant s request for such determination must be made w~th~n a reasonable hme after (e) Any other payment opbon elected by the Parbc~pant the ~mpa~rment which constdutes the d~sab~hty occurs A and agreed tO by the Employer Parbc~pant shall be considered disabled for purposes of th~s A Participant s election of e payment opbon must be made at Plan ~f he ~s unable to engage m any substantial gainful least 30 days b~fore the payment of benefits ~s to commence achwty by reason of any medically determinable physical or If a Parhclpant falls to make a timely election of a payment mental ~mpalrment which can be expected to result m death option benefitsshall be paid monthly under option (c)above or be of long-continued and indefinite duration The for a period of five years d~sab~l~ty of any Parbclpant shall be determined ~n accordance wdh umform principles consistently applied and 7 03 Limitation on Options No payment ophon may be selected upon the basis of such medical evidence as the Employer by the Participant under Section 7 02 unless the present value deems necessary and desirable of the payment~ to the Participant determined as of the date benehts commence exceeds 50 percent of the value of the 7 07 Unforeseeable Emergencies In the event an unforeseeable Participant s Account as of the date benefits commence emergency occurs a Participant may apply to the Employer Present value determinations under this Section shall be to receive that part of the value of his account that ~s made by the Admlmstrator in accordance with the expected reasonably needed to sahsfy the emergency need If such an return mulhplea set forth in section 1 72-9 of the Federal apphcatlon is approved by the Employer the Parhc~pant shall Income Tax Regulations (or any successor provision to such be paid only such amount as the Employer deems necessary to meet the emergency need but payment shall not be made regulations) to the extent that the hnanc~al hardship may be reheved 7 04 Post-retirement Death Benefits Should the Participant die through cessation of deferral under the Plan insurance or after he has begun to receive benefits under a payment other reimbursement or hquldatlon of other assets to the ophon the remaining payments dany under the payment extentsuchhqu~datlonwouldnot~tselfcausesevereflnanc~al ophon shall b~ payable to the Parhc~pants Beneficiary hardship An unforeseeable emergency shall be deemed to commencing within 60 days after the Admlmstrator receives ~nvolve only circumstances of severe financial hardsh~pto the proof of the Parhclpant s death unless t he Seneflclary elects Parhclpant resulting from a sudden and unexpected Hiness or payment unde~ a different payment option at least 30 days accident of the Parhc~pant or of a dependent (as dehned m prior to the dat~ that the flrst payment becomes payable to sechon 152(a) of the Internal Revenue Code) of the the Beneficiary In no event shall the Employer or Parhclpant loss of the Participant s property due to casualty Administrator be liable to the Beneflclaryfor the amount of or other s~m~lar and extraordinary unforeseeable c~rcum any payment made in the name of the Participant before the stances ans~ng as a result of events beyond the control of the Administrator receives proof of death of the Participant Participant The need to send a Parhc~pant s child to college Notwithstanding the foregoing payments to a Beneficiary or to purchase a new home shall not be considered shall not extend over aper~odlonger than (~) the Benehc~arys unforeseeable emergencies The determmahon as to life expectancy If the Beneficiary is the Participant s spouse whether such an unforeseeable emergency exists shall be or (H) fdteen ~(15) years ~f the Beneficiary m not the based on the mer~ts of each md~wdualcase Par m~pant s spouse If no Beneficiary is designated In the Jomder Agreement or ~f the designated Beneficiary does not surwvethe Participant for a per~od offlfteen (15)days then VIII NON-ASSIGNABILITY the commuted ivalue of any remaining payments under the No Participant or Beneficiary shall have any right to commute payment option shall be paid m a lump sum to the estate of sell assign pledge transfer or otherwise convey or encumber the the Parhc~pant If the designated Benehc~ary surwves the r~ght to receive any payments hereunder which payments and Participant for a period of fifteen (15) days but does not rights are expressly declared to be non assignable and non continue to hve for the remaimng per~od of payments under transferable the payment option (as modified ~f necessary m conformity IX RELATIONSHIP TO OTHER PLANS AND EMPLOYMENT w~th the third sentence of this secbon) then the commuted AGREEMENTS value of any remaining payments under the payment option shall be paid m a lump sum to the estate of the Senehclary Th~s Plan serves m addition to any other retirement pension or beneht plan or system presently ~n exmtence or hereinafter 7 05 Pre-retirement Death Benefits Should the Participant d~e estabhshed for the benefd of the Employers employees and before he has begun to receive he benefits provided by partlc~pahon hereunder shall not affect benefits receivable under any such plan or system Nothing contained in this Plan shall be per~od the Employer notifies the Administrator in writing that It deemed to conshtute an employment contract or agreement disapproves such amendment In which case such amendment between any Participant and the Employer or to give any shall not become effective In the event of such disapproval the Participant the r~ght to be retained m the employ of the Employer Administrator shall be under no obhgatlon to continue acting as Nor shall anything hereto be construed to modify the terms of any Adm~mstrator hereunder employment contract or agreement between a Partm~pant and the No amendment or termlnahon of the Plan shall d~vest any Employer Participant of any r~ghts with respect to compensation deferred before the date of the amendment or termination X AMENDMENT OR TERMINATION OF PLAN Xl APPLICABLE LAW The Employer may at any t~me amend this Plan provided that ~t This Plan shall be construed under the laws of the state where transmits such amendment m writing to the Administrator at least the Employer is located and ~s established with the intent that it 30 days prior to t he effechve date of the amendment The consent meet the requirements of an 'eligible State deferred compensation of the Administrator shall not be required m order for such plan under sechon 457 of the Internal Revenue Code of 1954 as amendment to become effective but the Admmmtrator shall be amended The provisions of th~s Plan shall be interpreted wherever under no obhgahon to conhnueachng as Administrator hereunder possible In conformity with the requirements of that section ~f it disapproves of such amendment The Employer may at any time terminate this Plan The Administrator may at any hme propose an amendment to Xll GENDER AND NUMBER the Plan by an instrument m writing transm~ttedtothe Employer at The masculine pronoun whenever used hereto shall mcludethe least 30 days before the effechve date of the amendment Such fem~mnepronoun and thesmgularshallmcludetheplura~ except amendment shall become effechve unless w~thm such 30-day where the context requires otherwise APPENDIX B DECLARATION OF TRUST of ICMA RETIREMENT TRUST ARTICLE II Creation and Purpose of the Trust, Ownership of Trust ARTICLE I Name an? Definitions Property SECTION 1 1 Name 'The Name of the Trust created hereby ~s the SECTION 2 1 Creahon The Retirement Trust ~s created and ICMA Retirement Trust I estabhshed by the execution of th;s Declaration of Trust by the Trustees SECTION 1 2 Deflm{ions Wherever they are used herein the and the participating Public Employers following terms shall have the following respective meanings SECTION 2 2 Purpose The purpose of the Retirement Trust ~s to (a) By-Laws The By-Laws referred to in Section 4 1 hereof as prowde for the commingled investment of funds held by the Pubhc amended from tittle to t~me Employers in connection w~th their Deferred Compensahon Plans The Trust Property shall be mvested in the Portfolios in Guaranteed (b) Deferred Compensation Plan A deferred compensation plan Investment Contracts and m other ~nvestments recommended by the established and m~mtalned by a Public Employer for the purpose Investment Adwser under the supervision of the Board of Trustees of providing rehrement li3come and other deferred benefits to ~ts employees ~n accordance w~th the prows~ons of section 457 of SECTION 2 3 Ownership of Trust Property The Trustees shall have the Internal Revenue Code of 1954 as amended legal Otle to the Trust Property The Public Employers shall be the beneficial owners of the Trust Property c Guaranteed Investment Contract A contract entered ~nto by the Retirement Tr~st wdh insurance compames hat prowdes for a guaranteed rate of return on investments made pursuant to ARTICLE III Trustees such contract (d) ICMA The International City Management Association SECTION 3 1 Number and Quahficat~on of Trustees (e) iCMA/RC Trustees Those Trustees elected by the Pubhc (a) The Board of Trustees shall consist of nme Trustees F~ve of Employers who /n accordance with the provisions of Section the Trustees shall be full-time employees of a Pubhc Employer (the Pubhc Employee Trustees) who are authorized by such 3 l(a) hereof are ~lso mere bars of the Board of Directors of ICMA Pu bloc Employer to serve as Trustee The remaining four Trustees or RC shall consist of two persons who at theOmeof election to the f) InvestmentAc~vlser ThelnvestmentAdvlserthatenterslntoa Board of Trustees are members of the Board of Directors of contract w~th the Retirement Trust to provide advice with respec ICMA and two persons who at the time of election are members to investment of {he Trust Property of the Board of Directors of RC (the ICMA/RC Trustees) One of (g) Employer Trust A trust created pursuant to an agreement the Trustees who ~s a director of ICMA and one of the Trustees between RC and e Pubhc Employer for the purpose of Invesbng who is a director of RC shall at the time of elechon be full time and admmls erlqg the funds set aside by such employer in employees of a Public Employer connection with Its deferred compensation agreements with ~ts (b) No person may serve as a Trustee for more than one term m employees any ten-year per~od (h) Portfohos T~le Portfolios of ~nvestments established by the SECTION 3 2 Elect~on and Term Investment Adviser to the Retirement Trust under the superwslon of the Trustees for the purpose of providing (a) Except for the Trustees appointed to fill vacancms pursuant to Section 3 5 hereof the Trustees shall be elected by a vote of a investments for the Trust Property majority of the Pubhc Employers In accordance with the (~) Pubhc Employee Trustees Those Trustees elected by the procedures set forth in the By-Laws Pubhc Employers who m accordance w~th the prows~ons of Sechon 3 l(a) hereof are full time employees of Pubhc {b) At the first elect~on of Trustees three Trustees shall be elected for a term of three years three Trustees shall be elected Employers for a term of two years and three Trustees shall be elected for a (I) Pubhc Employer A unit of state or local government or any term of one year At each subsequent election three Trustees agency or instru~nentahty thereof that has adopted a Deferred shall be elected for a term of three years and until his or her Compensat*on Plan and has executed this Declaratlorl of Trust successor *s elected and quahfled (k) RC The IRternahonal C~ty Management Assoc~ahon SECTION 33 Nominations The Trustees who are full time Retlremen CorpDratlon employees of Pubhc Employers shall serve as the Nominating (I) Retirement Trust The Trust created by th~s Declarahon of Committee for the Public Employee Trustees The Nominating Trust Committee shall choose candidates for Pbbhc Employee Trustees in accordance w~th the procedures set forth in the By Laws (m) Trust Property The amounts held m the Retirement Trust on behalf ot the Pubhc Employers The Trust Property shall~nclude SECTION 34 Reslgnahonand Removal any income resulting from the investment of the amounts so held (a) Any Trustee m ay resign as Trustee (w~thout need for prior or (n) Trustees Tl~e Pubhc Employee Trustees and ICMA/RC subsequent accounting) by anmstrument~nwrltmgs~gnedbythe Trustee and dehvered to the other Trustees and such reslgnahon Trustees elected by the Public Employers to serve as mem bars of the Board of Trdsteeso the Re lrement Trust shall be eftechve upon such dellvery or atalaterdateaccordmg to the ~erms of the instrument Any of the Trustees may be times show that all such Investments are ~ ~part of the Trust removed for cause by a vote of a majority of the Public Property Employers (h) make execute acknowledge and dehver any and all (b) Each Pubhc Employee Trustee shall resign h~s or her poslbon documents of transfer and conveyance and any and all other as Trustee within s~xty days of the date on which he or she ceases instruments that may be necessary or appropriate to carry out the to be a fuH-t~me employee of a Pubhc Employer powers here~n granted SECTION 3 5 Vacancies The term of office of a Trustee shall (i) vote upon any stock bonds or other securlbes give general terminate and a vacancy shall occur m the event of the death or special proxies or powers of attorney w~th or w~thout power of res~gnahon removal adlud~cated incompetence or other incapacity to subsbtuhon exercise any conversion prlwleges subscrlphon performthedutlesoftheofflceofaTrustee Inthecaseofavacancy the rights or other options and make any payments incidental remalmngTrusteesshallappolntsuchpersonastheymthe~rd~scretlon thereto oppose or consent to or otherwise participate m shall see ht (subject to the hmltat~ons set forth ~n this Section) to serve corporate reorganlzahons or other changes affecting corporate for the unexpired porhon of the term of the Trustee who has resigned or securities and delegate discretionary powers and pay any otherwise ceased to be a Trustee The appointment shall be made by a assessments or charges ~n connection therewith and generally written ~nstrument signed by a malorlty of the Trustees The person exercise any of the powers of an owner with respect to stocks appointed must be the same type of Trustee (~ e Pubhc Employee bonds secur~hes or other property held as part of the Trust Trustee or ICMA/RC Trustee) as the person who has ceased to be a Property Trustee An appointment ol a Trustee may be made m antlc~pahon of a (I) enter into contracts or arrangements for goods or services vacancy to occur at a later date by reason of retirement or resignation required In connection with the operahon of the Rebrement prowded that su ch appointment shall not become etfect lye prior to such Trust ~nclud~ng but not bruited to contracts with custodians and retirement or reslgnabon Whenever a vacancy in the number of contracts for the provision of admlmstratlve services Trustees shall occur untd such vacancy ~s fdled as provided in thru (k) borrow or ra~ee money for the purpose of the Rehrement Secbon 3 5 the Trustees m office regardless of their number shall have Trust In such amount and upon such terms and conditions as the all the powers granted to the Trustees and shall d~scharge ail the duties Trustees shalJ deem advisable provided that the aggregate ~mposed upon the Trustees by th~s Declaration A written ~nstrument amount of such borrowings shall not exceed 30% of the value of cerbfymg the exlstenee of such vacancy s~gned by a majority of the the Trust Property NO person lending money to the Trustees Trustees shall be conclusive evidence of the exlstenee of such vacancy shall be bound to see the application of the money lent or to SECTION 3 6 Trustees Serve ir) Representative Capacity By inquire into Its vahdlty expediency or propriety of any such execubng th~s Declarabon each Pubhc Employer agrees t hat the Pubhc borrowing Employee Trustees elected by the Publm Employers are authorized to (I) recur reasonable expenses as required for the operation of the act as agents and representahves of the Pubhc Employers collecbvely Retirement Trust and deduct such expenses from the Trust Property ARTICLE IV Powers of Trustees (m) pay expenses properly allocable to the Trust Property SECTION 4 1 General Powers The Trustees shall have the power to incurred in connection with the Deferred Compensation Plans or conduct the business of the Trust and to carry on Its operations Such the Employer Trusts and deduct such expenses from that portion power shall include but shalt not be hm~ted to the power to of the Trust Property beneficially owned by the Public Employer (a) receive the Trust Property from the Pubhc Employers or from to whom such expenses are properly allocable a Trustee of any Employer Trust (n) pay out of the Trust Property all real and personal property (b) enter into a contract w~th an Investment Adviser providing taxes income taxes and other taxes of any and all kinds which in among other things for the estabhshment and operabon of the the opinion of the Trustees are properly levied or assessed Portfohos selection of the Guaranteed investment Contracts m under existing or future laws upon or in respect of the Trust which the Trust Property may be invested selection of other Propertyandallocateanysuchtaxeetotheapproprlateaccounts mvestmentsfor theTrust Propertyandthepaymentofreasonable (o) adopt amendandrepealtheBy-Laws prowdedthatsuchBy fees to the Investment Adwser and to any sub investment adwser Laws are at all times consistent with the terms of this Declaration retained by the Investment Adwser of Trust (c) review annually the performance of the investment Adwser (p) employ persons to make avadable interests ~n the Rebrement and approve annually the contract w~th such investment Adweer Trust to employers eligible to maintain a deferred compensation plan under secbon 457 of the Internal Revenue Code as (d) ~nvest and reinvest the Trust Property ~n the Portfohos the amended Guaranteed Investment Contracts and In any other investment recommended by the investment Adwser provided that ~f a (q) issue the Annual Report of the Retirement Trust and the Pubhc Employer has d~rected that Its morass be ~nvested m disclosure documents and other I~terature used by the spec~hed Portfohos or m a Guaranteed investment Contract the Retirement Trust Trustees of the Rehrement Trust shall revest such momes m (r) make loans ~ncludmg the purchase of debt obl~gabons accordance w~th such d~rect~ons provided that all such loans shall bear interest at the current (e) keep such port,on of the Trust Property ~n cash or cash market rate balances as the Trustees from hme to hms may deem to be m the (s) contract for and delegate any powers granted hereunder to best interest of the Rehrement Trust created hereby w~thout such officers agents employees auditors and attorneys as the hab~hty for ~nterest thereon Trustees may select provided that the Trustees may not delegate (f) accept and retain for such t~me as they may deem adwsable the powers set forth ~n paragraphs (b) (c) and (o) of th~s Section any securities or other property received or acquired by them as 4 1 and may not delegate any powers if such delegation would Trustees hereunder whether or not such securities or other violate their fiduciary duties property would normally be purchased as investments here (t) provide for the indemnification of the officers and Trustees of under the Rebrement Trust and purchase hduciary ~nsurance (g) cause any securd~es or other property held as part of the (u) maintain books and records including separate aeeountsfor Trust Property to be registered m the name of the Rehrement each Public Employer or Employer Trust and such addlhonal Trust or in the name of a nominee and to hold any investments m separate accounts as are required under and consistent with the bearer form but the books and records of the Trustees shall at all Deterred Compensation Plan of each Pubhc Employer and (v) do all such aats, take all such pro(,~edlngs, and exercise all SECTION 53 Bond n~o Trustee shall be obhgated to g~ve any bond such rights and privileges although not speclhcally mentioned or other security for the performance of any of his or her duhes herein as the Trustees may deem necessary or appropriate to hereunder admm~stertheTrust Propertyandtocarryou thepurposesof he Retirement Trust, ARTICLE VI Annual Report to Shareholders SECTION 42 D~str~bbtlon of Trust Property Dlstrlbuhons of the TheTrusteesshallannuallysubm~ttothePubhcEmployersawr~tten Trust Property shall be r~ade to or on behalf of the Pubhc Employer m report of the transactions of the Retirement Trust including financial accordance w~th the terms of the Deferred Compensation Plans or Employer Trusts The Trustees of the Rehrement Trust shall be fully statements which shall be cerbhed by independent pubhc accountants protected ~n making pa,t~enta m accordance with the directions of the chosen by the Trustees Pubhc Employers or tile Trustees of the Employer Trusts without ascertaining whether such payments are in comphance with the ARTICLE VII Durabon or Amendment of Retirement Trust provisions of the Deferred Compensation Plans or the agreements SECTION 71 WHhdrawai A Pubhc Employer may at anyt~me wdh creating the Employer Trusts draw from th~s Retirement Trust by dehvermg to the Board of Trustees a SECTION 43 Execuhon of Instruments The Trustees may statement to that effect The w~thdraw~ng Public Employer s benehcml unanimously designate ~ny one or more of the Trustees to execute any interest In the Retirement Trust shall be pa~d out to the Pubhc Employer instrument or documentonbehalfofall mcludmgbutnothmltedtothe or to the Trustee of the Employer Trust asappropr~ate s~gmng or endorsement of any check and the s~gmng of any SECTION 72 Durabon The Rebrement Trust shallcontmue unhl apphcabons insurance ~and other contracts and the action of such des~gnatedTrusteeorTrlJsteesshallhavethesameforceandeffectasd terminated by the vote of a majordy of the Pubhc Employers each casting one vote Uponterm~nat~on all of the Trust Property shall be taken by all the Trustees pa~d out to the Pubhc Employers or the Trustees of the Employer Trusts as appropriate ARTICLE V Duty of Care and Liability of Trustees SECTION 73 Amendment The Rehrement Trust may be amended SECTION 51 Duty of Care In exerClslng the powers herelnbefore by the vote ofamajor~tyofthePubhcEmployers eachcastmgonevote granted to the Trustees ,the Trustees shall perform all acts w~thm their authorlty for the excluslYe purpose of provldlng beneflts for the Pubhc SECTION 74 Procedure A resoluhon to terminate or amend the Employers and shall perform such acts with the care skill prudence Retirement Trust or to remove a Trustee shah be submitted to a vote of anddlhgencelntheclrcLlmstancesthen prevalhngthat aprudent person the Pubhc Employers If (a) a majordy of the Trustees sodlrect or (bi a acting m a hke capacity and famlhar wdh such matters would use in the petition requesting a vote signed by not less than 25% of the Pubhc conduct of anenterprlseofahkecharacterandwlth hkeaims Employers Is subm~tted to the Trustees SECTION 52 L~abd~ty The Trustees shall not be hable for any m~stake of judgment orlother action taken m good faith and for any acbon taken or omitted m reliance in good faith upon the books of ARTICLE VIII Miscellaneous account or other record~ of the Retirement Trust upon the oplnlon of SECTION81 GovernmgLaw Except asotherw~serequ~redbystate counsel or upon reports made to the Rebrement Trust by any of ~ts or local law th~s Declarahon of Trust and the Rehrement Trust hereby officers employees or agents or by the Ir~vestment Adwser or any sub- created shall be construed and regulated by the laws of the E)~str~ct of investment adviser aecountants appraisers or other experts or consultants selected w¢~h reasonable care by the Trustees officers or employees of the Retirement Trust The Trustees shall also not be hable SECTION 82 Counterparts Th~s Declaration may be executed by for any loss sustained b~the Trust Property by reason of any investment the Pubhc Employers and Trustees m two or more counterparts each of madelngoodfalthandlhaccordancewlththestandardofcaresetforth whmh sball be deemed an original but all of which together shall in Section 51 conshtute one and the same instrument APPENDIX C TRUST AGREEMENT WITH THE ICMA RETIREMENT CORPORATION AGREEMENT made by and between the Employer named ~n the prowded however that the Employer may d~rect ~nvestment by the attached resolution and the International City Management Association Trustee among available investment alternatives ~n such proportions as Retirement Corporatloh (hereinafter the Trustee or 'Retirement the Employer authorizes ~n conne(tlon w~th its deferred compensahon Corporation ) a nonprofit corporation organized and existing under the agreements with ~ts employees For these purposes these Trust Funds laws of the State of Delaware for the purpose of ~nveshng and otherwise may be commingled w~th Trust Funds set aside by other Employers administering the funds set aside by Employers in connection with pursuant to the terms of the ICMA Retirement Trust Investment powers deferred compensation I Pans established under section 457 of the vested in the Trustee by the Section may be delegated by the Trustee to ~nternal Revenue Code q,f 1954 (the Code ) Th~s Agreement shalltake any bank insurance or trust company or any tnvestment adwsor effect upon acceptance by the Trustee of ~ts appointment by the manager or agent selected by ~t Employer to serve as TrUstee ~n accordance herewith as set forth m the attached resoluhon Section 2 2 Administrative Powers of the Trustee The Trustee shalt WHEREAS the Employer has established a deferred compensation plan have the power ~n ~ts d~screhon under sechon 457 of the Code (the Plan ) {a} To purchase or subscribe for any secur~hes or other WHEREAS in order that there w~ll be sufficient funds available to property and to retain the same m trust discharge the Employefts contractual obligations under the Plan the (b) To sell exchange convey transfer or otherwise dispose of Employer desires to set aside periodically amounts equal to the amount any securlhes or other property held by ~t by private contract or of compensation deferred at pubhc auction No person deahng w~th the Trustee shall be WHEREAS thefundssetaslde togetherwlthanyandallassetsderlved bound to see the apphcahon of the purchase money or tolnqulre from the investment thereof are to be exclusively within the dominion control and ownership of the Employer and subject to the Employer s ~nto the vahdlty expediency or propriety of any such sale or absolute r~ght of withdrawal no employees hawng any ~nterest (c) To vote upon any stocks bonds or other securlhes to g~ve whatsoever therein general or special proxies or powers of attorney with or wHhout NOW THEREFORE th~sAgreementw~tnesseththat {a) the Employer power of subshtuhon to exercise any conversion pr~wieges will pay mon~es to the Trustee to be placed in deferred compensation subscription rights or othe~ options and to make any payments accounts for the Employer (b) the Trustee covenants that ~tw~llhold ~nc~dental thereto to oppose or to consent to or otherwme sa~d sums and any other fundswhlch it may receive hereunder in trust parbc~pate m corporate reorganizations or other changes for the uses and purposes and upon the terms and conditions affecting corporate securlhes and to delegate dlscrehonary herelnafterstated andlc) the parhes hereto agree as follows powers and to pay any assessments or chargesmconnechon ARTICLE I General Duties of the Parties therewith and generally to exercise any of the powers of an Section 1 1 General~utyofthe Employer TheEmployershallmake owner w~th respect tostocks bonds secur~hesorotherproperty regular periodic payr~ents equal to the amounts of its employees held as part of the Trust Funds compensahon which are deferred in accordance with the terms and (d) To cause any securltle¢ or other property held as part of the conditions of the Plan t~ the extent that such amounts are to be invested Trust Funds to be registered in ~ts own name and to hold any investments m bearer form but the books and records of the under the Trust Trustee shall at all t~mes show that all such investments are a part Section 1 2 General IDut~es of the Trustee The Trustee shall hold all of the Trust Funds funds received by ~t hereunder which together w~th the ~ncome therefrom shallconst~tptefheTrust Funds Itshalladmm~stertheTrust (e) To borrow or ra~se money for thepurposeoftheTrust~nsuch Funds collect the incorpe thereof and make payments therefrom all as amount and upon such terms and conditions as the Trustee shall deem adwsable and for any sum so borrowed to issue ~ts hereinafter prowded T~e Trustee shall also hold all Trust Funds which are transferred to ~t as successor Trustee by the Em ployer from existing promissory note as Trustee and to secure the repayment t hereof by pledging all or any part of the Trust Funds No person lending deferred compensat~oh arrangements with ~ts Employees under plans described m section 457 of the Code Such Trust Funds shall be subject money to the Trustee shall be bound to see the apphcahon of the money lent or to inquire rolo its vahdlty expediency or propriety to all of the terms and prows~ons of th~s Agreement of any such borrowing ARTICLE II Powera and Duties of the Trustee in Investment, (f) To keep such porhon of the Trust Funds ~n cash or cash Administration, and D~sbursement of the Trust Funds balances as the Trustee from hme to t~me may deem to be m the best interest of the Trust created hereby wdhout I~ablhty for Sect on 2 1 Investment Powers and Duties of the Trustee The interest thereon Trustee shall have the power to ~nvest and reinvest the principal and income of the Trust FUnds and keep the Trust Funds invested w~thout (g) To accept and retain for such hme as ~t may deem adwsable any securities or other property received or acquired by ~t as distinction between Crlnclpal and income in securities or in other property real or persdnal wherever situated including but not hm~ted Trustee hereunder whether or not such securities or other to stocks common or preferred bonds retirement annuity and propertywould normally be purchased as~nvestment hereunder insurance pohc~es mortgages and other evidences of indebtedness or {h) To make execute a(knowledge and dehver any and all ownership investment compames common or group trust funds or documents of transfer and conveyance and any and all other separate and ddferent types of funds (~nclud~ng equity fixed income) instruments that may be n~cessaryor appropriate tocarry outthe which fulhll requirements of state and local governmental laws powers herein granted (i) To settle compromise or submit to arbitration any claims When an account becomes an account stated such account shall be debts or damages due or owing to or from the Trust Funds to finally settled and the Trustee shall be completely d~scharged and commence or defend su~ts or legal or admmlstrattve proceed,ngs released as ~f such account had been settled and allowed by a judgment and to represent the Trust Funds In all su~ts and legal and ordecreeofacourtofcompetentjur*sdlctlonlnanactlonorproceedmg administrative proceedings in which the Trustee and the Employer were parhes (I) To do all such acts take all such proceedings andexerc~seall The Trustee shall have the r~ght to apply at any time to a court of such r~ghts and prlwleges although not specifically mentioned herein as the Trustee may deem necessary to admm~ster the competent lunsdlctlon for the judicial settlement of its account Trust Funds and to carry out the purposes of th~s Trust ARTICLE VI Resignation and Removal of Trustee Section 2 3 Distributions from the Trust Funds The Employer Section 6 1 Res~gnahon of Trustee The Trustee may resign at any hereby appomts the Trustee as ~ts agent for the purpose of mak*ng bmeby hhngw~ththeEmployerdswrlttenres~gnahon Suchres~gnat~on distributions from the Trust Funds In th~s regard the terms and shall take effect s~xty (60) days from the date of such flhng and upon conditions set forth in the Plan are to guide and control the Trustee s appointment of a successor pursuant to Section 6 3 whichever shall power first occur Section 2 4 Valuation of Trust Funds At least once a year as of Sechon 6 2 Removal of Trustee The Employer may remove the Valuation Dates designated by the Trustee the Trustee shall determine Trustee at any time by delivering to the Trustee a written nohce of its the value of the Trust Funds Assets of the Trust Funds shall be valued at removal and an appomtment of a successor pursuant to Section 6 3 their market values at the close of bus~ness on the Valuation Date or m Such removal shall not take effect pr~or to s~xty (60) days from such the absence of readily ascertamable market values as the Trustee shall delivery unless the Trustee agrees to an earher effective date determme *n accordance with methods consistently followed and uniformly apphed Section 6 3 Appomtment of Successor Trustee The appomtment of a successor to the Trustee shall take effect upon the dehvery to the ARTICLE III For Protechon of Trustee Trustee of (a) an ~nstrument m wrltmg executed by the Employer Section 3 1 Evidence of Action by Employer The Trustee may rely appointing such successor and exoneratmg such successor from uponanycerhflcate notmeordlrechonpurportmgtohavebeens~gned liability for the acts and om*ss~ons of rts predecessor and (b) an on behalf of the Employer wh*ch the Trustee behaves to have been acceptance in writing executed by such successor signed by a duly designated ofhclal of the Employer No corem un marion All of the prows~ons set fo rth herein with respect to the Trustee shall shall be b~ndmg upon any of the Trust Funds or Trustee until they are relate to each successor with the same force and effect as ~f such received by the Trustee successor had been originally named as Trustee hereunder Sechon 3 2 Advice of Counsel The Trustee may consult with any If a successor is not appomted w~th sixty (60) days after the Trustee legal counsel with respect to the construction of th~s Agreement ~ts gives notice of Its resignation pursuant to Section 6 1 the Trustee may dutleshereunder oranyact wh~chltpropoeestotakeoromlt andshall apply to any court of competent Jurlsd~chon for appomtment of a not be hable for any achon taken or omitted ~n good faith pursuant to successor such advice Section 6 4 Transfer of Funds to Successor Upon the resignation or Section 3 3 Miscellaneous The Trustee shall use ordmary care and removal of the Trustee and appointment of a successor and after the reasonable diligence but shall not be hable for any m~stake of Judgment final account of the Trustee has been properly settled the Trustee shall or other achon taken ~n good faith The Trustee shall not be hable for any transfer and dehver any of the Trust Funds revolved to such successor loss sustained by the Trust Funds by reasons of any mvestment made m good faith and In accordance with the provisions of this Agreement ARTICLE VII Duration and Revocation oJ Trust Agreement The Trustees duties and obhgat~ons shall be hm~ted to those Section 7 1 Durahon and Revocahon This Trust shall contmue for expressly imposed upon ~t by th~s Agreement such hms as may be necessary to accomplish the purpose for which It was created but may be terminated or revoked at any hms by the ARTICLE IV Taxes, Expenses and Compensation of Trustee Employer as it relates to any and/or all related partlc~patmg Employees Section 4 1 Taxes The Trusteeshall deduct from andchargeagamst Written notice of such termination or revocation shall be given to the the Trust Funds any taxes on the Trust Funds or the mcome thereof or Trustee by theEmp~oyer Upon termmahon or revocat~on of the Trust which the Trustee is required to pay with respect to the mterest of any all of the assets thereof shall return to and revert to the Employer person therein Term~nahon of th~s Trust shall not however relieve the Employer of the Employers contmu~ng obhgahon to pay deferred compensahon to Sechon 4 2 Expenses The Trustee shall deduct from and charge Employees in accordance with the terms of the Plan agamst the Trust Funds all reasonable expenses ~ncurred by the Trustee in the admlmstrat~on of the Trust Funds mcludmg counsel agency Section72 Amendment TheEmployershallhavether~ghttoamend investment adwsory and other necessary fees th~s Agreement ~n whole and In part but only w~th the Trustee s written consent Any such amendment shall become effechve upon (a) dehvery ARTICLEV SetflementofAccounts TheTrusteeshallkeepaccurate to the Trustee of a written mstrument of amendment and (b) the and detailed accounts of all ~nvestments receipts d~sbursements and endorsement by the Trustee on such mstrument of its consent thereto other transachons hereunder ARTICLE VIII Miscellaneous W~thmnmety(90) daysafterthecloseofeachflscalyear theTrustee Sechon 81 Laws of the District of Columbia to Govern Th~s shall render ~n duphcate to the Employer an account of ~ts acts and transactloee as Trustee hereunder If any part of the Trust Fund shall be Agreement and the Trust hereby created shall be construed and ~nvested through the medium ofanycommon collechveor commingled regulated by the laws of the D~str~ct of Columbia Trust Funds the last annual report of such Trust Funds shatl be Sechon82 Successor Employers The Employer shallmcludeany submitted with and Incorporated In the account person who succeeds the Employer and who thereby becomes subject If w~thm nmety (90) days after the ma~hng of the account or any to the obhgat~ons of the Employer under the Plan amended account the Employer has not hied with the Trustee nohce of Section 8 3 Withdrawals The Employer may at any time and from any objection to any act or transachon of the Trustee the account or hms to time withdraw a portion or all of Trust Funds created by this amended account shall become an account stated If any objechon has Agreement beenflled and~ftheEmployer~ssat~shedthat~tshouldbew~thdrawnor Section 84 Gender and Number The mascuhne mcludes the If the account ~s adjusted to t he Employer s satisfaction the Employer femlmne and the smgular includes the plural unless the context requires ~thall ~n wr~tmg filed w~th the Trustee s~gn~fy approval of the account and another meanmg shah become an account stated 2 1416L RESOLUTION WHhREAS, in December, 1985, the Denton City Council endorsed the final report and recommendations of the Blue Ribbon Committee on Flow Memorial Hospital, and WHEREAS, on January 31, 1986, the City and County were presented w~th an Asset Transfer Agreement to accomplish the Committee's recommendations and s~nce that time, both have endeavored to f~nallze the terms of said Agreement to ensure compliance w~th all applicable constitutional provIsions and statutes and to ensure that the transferee, a newly created non-profit corporation, w~ll continue to operate the hospital on a non-profit bas~s to ensure the continued existence of a community-based, non-profit hospital Institution, and, to that end, have recommended certain revisions to said Agreement, and WHE,REAS, although the C~ty Council has approved the concept of a transfer for the consideration proposed by the Blue Ribbon Committee, the Council is concerned about its legal responsi- bilities and compliance with all applicable laws and ~s of the opinion that to legally accomplish the desired ob3ectlves, any agreement w~th the newly created corporation must first be approved by a court of competent 3ur~sdlct~on at law, or, that such transfer should be accompl*shed through entry ~nto a long-term lease, and WHEREAS, on March 31, 1986, legal counsel to the newly-created corporation presented the City with a revised draft of the Asset Transfer Agreement, and WHEREAS, the C~ty desires to ensure the achievement of the goals of the Committee and the Council in the most expeditious manner possible, and WHEREAS, members of the Commissioners Court of the County of Denton, Texas, 3o~nt owner of Flow Memorial Hospital, have expressed to Counc~lmembers their concern that compliance w~th all legal restrictions and obligations be achieved prior to the approval of a final agreement; and WHEREAS, the C~ty Council ~s cognizant of and w~shes to recognize such concerns, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON: SECTION I. That, ~n order to provide sufficient time for the County Commissioners and their legal counsel to rewew and comment on the present documents, the City's representatives are hereby directed to transmit copies of the existing documents to the County and use their best efforts to work w~th the other parties to the transaction to f~nallze an agreement w~th~n ten (10) days, giving due consideration to the concerns of the County Commissioners and their legal representatives SECTION II. That the City Manager ~s hereby directed to deliver a copy of th~s resolution to the Honorable Buddy Cole, Commissioner Sandy Jacobs, Commissioner Ruth Tansey, Commissioner Lee Walker, and Commissioner B. E. Swltzer SECTION III. That this Resolution shall become effective immediately upon ~ts passage and approval. PASSED AND APPROVED this the sr~ day of April, 1986 RICHARD O. STEW~cRT, MAYOR CITY OF DENTON, TEXAS ATTEST: CHARLOTTE ~kLLE~ CITY SECRETARY/ CITY OF DENTON~TEXAS APPROVED AS TO LEGAL FORM DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS FLOW MEMORIAL HOSPITAL RESOLUTION, PAGE 2 OF 2 0554L RESOLUTION BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the City Council of the City of Denton, Texas, hereby nominates ~--~17l'~ ~I~A/(~ to be a member of the Board of D~rectors of the County Wide Appraisal Dtstr~ct for the County of Denton, Texas, to f~ll the vacancy created by the demtse of Raymond P~tts. SECTION II. Th~s Resolution shall become effective from and after ~ts date of passage. PASSED AND APPROVED th~s the 8th day of April, 1986. ATTEST CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS CERTIFICATE OF CITY SECRETARY THE STATE OP TEXAS coUNTY OF DENTON CITY OF DENTON I, the undersigned, City Secretary of the City of Denton, Texas (the "City"). DO HEREBY CERTIFY that according to the records of the City of which I am custodian, that~ the attached is a true and accurate copy of a resolution as approved by the City of Denton City Council on April 8, 1986 nominating David Finch to be a member of the Board of Directors of the County Wide Appraisal District for the County of Denton, Texas. TO CERTIFY WHICH, w~tness my off~cl~ signature ~nd the seal of sa~d City, this the 9th day of april , 198 / ' C~ty Secretary C~ty of Denton, Texas (City Seal) 0469C IOS4L RESOLUTION WHEREAS, on Friday, May 9, 1986, Calhoun Jr. High PTA is sponsoring an annual Day of the Cougar fundratslng event, to be held on Congress Street between the intersection of Alice Street and Denton Street, and WHEREAS, all abutting property owners of the street have given their permission to the temporary closing of said street, and WHEREAS, the Day of the Cougar fundralslng event ts open to the general public of the City and County of Denton, and WHEREAS, in order to provide adequate space for the said fundralslng event and in order to protect the safety of citizens who attend, the City Council of the Ctty of Denton deems it is necessary to temporarily close a portion of Congress Street between Alice Street and Denton Street from the hours of 3.00 P.M. until 8'00 P.M. on May 9, 1986, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That Congress Street between Alice Street and Denton Street shall be temporarily closed as a street or public thoroughfare of any kind or character whatever on May 9, 1986 from 3.00 P M. until 8.00 P.M. for the purpose of holdtng the Day of the Cougar fundralslng event. SECTION II. That the portion of the above described streets shall revert back to the City for normal traffic activity lmmedtately from and after 8 00 P.M on May 9, 1986. SECTION III. That this resolution shall take effect and be in full force and effect from and after the date of Its passage and approval. PASSED AND APPROVED this the 15th day of April, 1986 CITY~F DENTON, TEXAS ATTEST CHAREOTTE-ALL~EN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS ~C 1415L RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS The Mayor is hereby authorized and directed to execute on behalf of the City of Denton, Texas, a Pipe Line License Agreement dated May 1, 1986, between the City of Denton and the Missouri-Kansas-Texas Railroad Company, relating to the construction, reconstruction, use, maintenance, repair and installation of one buried twenty-four inch (24") casing pipe housing individual conduits, each carrying a 1SKV electrical w~re and communication cables at Mile Post K-725.65, Denton County, Texas. PASSED AND APPROVED this the /.~/~ay of ~ , 1986. ? ~IT¥ O~F DENTON,TEXAS ATTEST CITY OF DENTON~ T~×AS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS POWER LINE LICENSE THIS AGREEMENT No made thru 1st a~y of May .19. 86 between the MISSOURI-KANSAS-TEXAS RAILROAD COMPANY, hereinafter called "L~censor", and CITY OP DENTON, T~AS hereinafter cai]ed 'Licensee~ WITNESSETH ARTICLE I 1. Term' This agreement shall take effect the date hereof, and unless sooner termi- nated as provided herein, shall continue in force so Ions as used for the purpose herein se~ out for a period of ten (10) years, or until terminated by either party giving the other party not less than thirty (30) days* advance notice in writing of an intention to terminate the sa3ne, the agreement to terminate upon the expiration of ouch term or notice, whichever occurs first. Licensee is hereby given a renewal option at a price and term to be negotiated no sooner than 120 days or less than 30 days prior to the expiration of this term. In the event the ~unt of renesotiated rental is not agreed to in writinS by both parties, prior to the expiration of the term of this license, this license shall tally terminate without notice, effective the last day of the ezpirinS term. 2 Consideration end Description. In consideration of ONE THOUSAND FIVE HUNDRED AND NO/100 ......................................... ',- ........................ (~ l,S00 O0 )DOLLARS receIpt of which ~s hereby acknowledged, and of the covenants of Ltcensee as hereinafter set forth, LIcensor hereby grants a hcense and permission to Licensee to construct, reconstruct, use, mamta~n, repair and ~nstall one buried 24-xnch casing pmpe housing mndmv~dual condu~ts, each carrying a 15KV electrical w~re and communxcat~on cahl~ situated on, across or along Licensor's property at or near Dent on . In the County of Dent on and State of Texas For convenience, the said power line with all towers, poles, wires and appurtenances insofar as they relate to satd power line upon sa,d right of way is hereto called "Crossing" The location of sa,d Crossing is more pamcularly described as follows Said twenty-four (24") ~nch bumed casing p~pe crosses sa~d Railroad Company's Premises at an angle of 90 degrees O0 mnutes, more or less, measured southwesterly, tangent to curve, from the centerhne of said Raxlroad Company's Denton Subdivision ma~n track at M~le Post K-725.65, being msan track valuatxon cha~mng station 1715 plus 00, d~stant 715 feet, more or less, measured northerly along the center- l~ne of sa~d ma~n track from the centerhne of Pubhc Cross~ng D 0 T No. 414-688X (County Road - Page Road) at cha. sta 1707 + 87 Sa~d burxed casing p~pe ~s not wxth~n the l~mts of a public crossxng Licensee undertakes and ai~ I SpeCifications All crosmngs shall be constructed, reconstructed used mamtamed, opelated rtpa~red and ~n~taIled m strict accordance with the specfficatmns lot the t~me curren! of the National Eleelmcal Safer) Code--Pa rt 2 "Safetx R u~¢~ for Installation and Maintenance ef Flectrt¢ Supplx and Commumcat~on L~ne~ proxMed Ihs! all maternal and worLm~n~hlr employed in the constructmn recon,truetmn use maintenance operation repairs and mstallat~on of the C ro~mr ~h suble~.t to thc appros al ofL~censor s Ch~efEngmeer In ans e'~ent howe,.er ~a~d Cro~,xmg daeria~ shall clear th,. ra~l, ot of L~censor at least th~rlx (t0) feet and no pole~ shall be placed nearer t ha n fifteen ( 15 ) feet to the ma m track or anx sMc I rdc k ] h~ Cro~smg ox er an)' track shall be as nearlx a~ posssble at right angles If sam Cros~mg ~ burned It shall be placed m a condu~l the top of the eondu~t is at least five and one-half (SL~~) feet beneath base oi rail and f~e and one-half (5~~] feet beneath surface of ground at all poxnts Lxcensor's r~ght of wa~ 2 Present Occupants To make approprmte arrangements w~th anx person or legal ent~t~ occupxmg thc pr~m~,~, afttcted herebs pursuant to a lease or olher permission granted bx I icen~ot ~o Ihat Licenser s ~a~d £ ro~ln.e ~ ill nol unrt lntedere with the use of the subject propert), or create undue hardship on the person or legal emit) occup)mg thc prcnl~c~ 3 Llablllt~ L~censor shall not be hable foranvdamagetosa~dCrossmgorthecontentsthereof howsoever~uchdama~e~ shall be caused, whether b) the neshgence of Licensor its agents, emplo)ees or otherwise L~censecassumestherlsk of andshallprotect mdemmfvandholdharmlessL~censorfromandagamstallhabd~tx rotor on account of mjuD to or death of an) and all persons or damage to propert) mcludmg hx estock killed or mjured re~ultmg from or mcldenl Io the construction maintenance, use operation, relocallon, reconstruction or existence of said Crossing on premmes or the removal thereof from said premises or to the restoration of or fadure to restore said premises to their pmor or other condition as herein provMed whether such lnjur), death or damage shall be caused or contributed to b~ the neghgence of Licensor, Its agents, employees or otherwise and Licensee will protect mdemmf) and hold harmless Licensor and anx other~ legall) using its right of ~ay, from all claims, demands, stats or actions grow mg out of an) such loss injury or demands mcludmg investigation costs, court costs, and atlorney's fees resulting in or in a ny manner arising from the risks berem assumed b~ L~cen~ee Licensee further agrees to Immedtatel3 mvesttgate any such claims demands or smt~ and shall defend settle and or other,s dispose of the same at its sole cost. and expense In the exent L~censee settles ans such claims demands or stats ~t shall obtam release which includes Licensor Licensee shall not have or make against Licensor anv claim or demand for or on account ofanx damage Licensee max ~uffer or su~tam because of anx fadure of L~censor s title to the right of wa) and lands occupied b) said Crossmg or ans part thereof 4 Waiver T~wa~vea~lr~~htt~quest~~nthevahd~ty~fthmLicense~ran~~ftheterms~rpr~vIs~~nshere~f orthemgh! or power of Licensor to execute and enforce the same ARTICLE !11 It la mlltually agreed by and between the part,es, as follows I (a) Repairs and Relocation Licensee will at all times mamtam the Crossing tn a safe and secure manner and m a condition satisfactory to Licensor Licensor mayrequest Licensee to change the location of the Crossing or any part thereof or t o make reasonable repairs as in the judgement of Licensor shall be deemed necessary to avoid mterference w~th or danger in the use or operation of Licensor's railroad, or any of its present or future appurtenances, or telegraph, telephone, signal or other lines on Licensor's right of way, and in the event it ts found necessary for Licensor to use its entire right of wa3, or any portion of it ncc opted b) the Crossmg LIcenseesha~atitss~leexpense'andw~thmthIrty(3~)da~saftern~tices~t~d~(~rup~nsh~rtern~tice mcase of emergency), remove said Crossmg, or as much of the Crossing as is located upon that portion of the right of way so required bx Licensor (b) If Lxegnsee shall fail to perform any of its obligations contained m this agreement to the maintenance of safe cond nons m and about said Crossing or as to the protection of wires from electrical interference on Licensor's property or to ma ke any necessary repairs, or to relocate said Crossing, then Licensor may cause such condition to be made safe, or change of Inca tion to be made, or repairs to be made, or Crossing to be removed from Licensor's property, Licensor acting as the agent of Lscensee and may perfor~n such work as is necessary in the judgement of Licensor and Licensee shall, on demand, promptly reimburse Licensor the whole cost thereof plus ten (10c~) per cent thereon as a charge for supervisson accounting and use of tool~ or L~censor may terminate this License by giving to Licensee not less than ten (10) da~ s advance written not,ce of its intenhon so to do 2 Termination Licensor may terminate th~s License upon ten (10) days' written not,ce If Licensee fails to keep anx of L~censee's covenants herein contamed, or tf the right of aa) ts reqmred for other purposes b~ Licensor, and no reimbursement shall be made for Licensee's expenses incurred in the removal of this crossmg or the conmderatton paid for this License No termmat~on o r expiration shall affect the rights and hablhties if an~ of the parties hereto then existing ~ Restoration Upon the termmat~on of th:~ agreement ~helhe~na~ordan~ew~ththeprox:~onsofParagraphloI Arucle I or Paragraph 2 or ~ of Article Ill, or otherwise Licensee shall promptb, remove said Crossmg from Licensor s mght ol wa3 and restore said right of way to its prmr condition or to a condltson satmfactor~ to Licensor If L~censee shall fad to reruns e said Crossmg within thirty (30) da~,s after the termmat~on of this agreement L~censor max remoxe the same and charge iht expense therefor to the L~censee on the ba~s pros~ded :n Paragraph I(b) of ~,rt~cle II1 4 Mv, cellaneous (a) Thru L~cense and all of the provm~ons herein contained shall be binding upon the partte'~ hereto lhelr heir, execulors admlmstralors successors and assigns and Licensee agrees to suppb, notice In v. rltlng to Licensor ofanx name changes Licensee agrees not to assign lhls License or any interest therein wllhoul the consent of Licensor in '~ riling a nd a and ever~ such atlempted asslgnmenl without such prior ~rttten con~ent shall be void and of no effect In the event of assignment L~een.teeshallatalltlmesremamfullyrespons~bleandhableforthepa',mentoftherental iran) heretnspeclfiedand for the comphanc~ of all of its other obhgatlons under the terms pro~ ~slons and covenants of th~,, L~cen,,e (b) In the event rent is pa~d annually L~censor expressl% re~er'.es the mght to increase theabove rental rate on an'. searh anm',ersar% date of this hcen~e h) gr~mg Llcenseethtrty (~10) da',s v. rltten notice L~cen~or ma', Increase the rental hx lh~ percentage that the Consumer Price Index has increased pubhshed b'~ the Department of Labor since the lasl rent increase period or the last anmversarv date hereof (c) The personal pronouns used hereto as referring to L~¢ensee shall be understood so to refer to Licensee whell~er L~censee be a natural person a partnership or a corporation or an'~ combination thereof (d) An) notice herein required to be g~ven by Licensor to Licensee shall be deemed properh, given tf sersed upon or deh'.eredl to Licensee or his authorized agent or if posted on or if marled postpaid addressed to L~cen~ee at his known place of business (e) No oral promises oral agreements or oral warranties shall be deemed a part of thru License nor shall an) aherat~on amendment supplement, or waiver of any ofthe provisions of thru hcense be binding upon either party hereto unless the same be supplemented, altered changed or amended b,~ an Instrument m v~rltmg s~gned by Llcensorand Licensee (0 This L~cense does not become binding upon Licensor until executed by L~censor's v~ce-presldent IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first abox e w rotten MISSOURI-KANSAS-TEXAS RAILROAD COMPA\3 B) V~ce-Presldent CITY O~ DENTON, TEXAS" Title ~<' Mayor Address 2~15 E MeK~nney St Dentons Texas 76201 Fde T-18753-B 1580L RESOLUTION BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS The Mayor is hereby authorized and directed to execute on behalf of the City of Denton, Texas, a Pipe Line License Agreement dated April 1, 1986, between the City of Denton and the Mlssourl-Kansas-Texas Raxlroad Company, relating to the constrt~ct lon, reconstruction, use, maintenance, operation, repair and installation by boring method, one s~xteen ~nch (16") water p~pe line at Mile Post K-726 82, Denton County, Texas. PASSED AND APPROVED this the ay of , 1986. ATTBST: CHARLOTTE~ ~LLEN ,-- CITY- 8~ETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DBBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS i Form i79 Rev 1; 77 PIPE LINE LICENSE ' T"^ 1st n April Iq 86 THIS AGREEMENT No. ~; ~~~3 made thi ay of between [he MISSOURI-KANSAS-TEXAS RAILROAD COMPANY, hereinafter called "Licensor", and CITY OF DENTON TEXAS hereinafter called "Licensee". ' W ITNESSETH: ARTICLE I. l .Term: This agreement shall take effect the date hereof, and unless sooner terminated as provided herein, shall continue in force so long as used for the purpose herein set outXrdct7C}sitor4rd;lcbtgt~cpi171~if3p5~uft7fiGtntil terminated by either party giving [he other party not less than thirty (30) days' advance nonce to writing of an intention to terminate the same, the agreement to terminate upon the expiration of such notice. 2. Consideration and Description: In consideration of ONE HUNDRED SEVENTY-FIVE AND NO/100-- --------------------^---_--^----------~------------------ ($ 175.00 )DOLLARS receipt of which is hereby acknowledged, and of the covenants of Licensee as hereinafter set forth, Licensor hereby grants a license and permission to Licensee to construct, reconstruct, use, maintain, operate, repair and install by boring method. one pipe lines(s) encased in a carver pipe not exceeding sixteen ( 16 ^) inches in diameter, to be used for carrying water across or along Licensors property at or near Denton .n the County of Denton and' Slate of Texas .For convenience, the said pipe line is hereinafter referred to as "Crossing". The location of said Crossing is more particularly described as follows: Said sixteen (16) inch water pipe line crosses said Railroad , Company's premises at an angle of 56 degrees 00 minutes, more or less, measured to the left westerly, tangent to curve, from the centerline of said Railroad Company's Denton Subdivision main track at Mile Post K-726.82,_being main track valuation chaining station 1650 plus 91, distant 17.5 feet, more or less, measured northwesterly along the centerline of said main track from the centerline of Shady Shores Road (D.O.T. No. 414 689 E) at 1650 + 73. Said pipe line is within the limits of a public crossing. ARTICLE Ii Lletn~e undertakes and agrees I Spedflcetions: To install said Crossmti aceordmg to the specifications of the American Railway Ent~meerlng Assocmtlon Part 5, Ptpehnec The Crossing shall be laid and maintained at the sole cost of Licensee, and in a manner and with material satlsfacto_ry to Licensor's Chief Enameer. with its lop at least five and one-half ($ ½ ~ feet beneath the base of the rafl undcr the track, and at least five and one-half(5-1/2) feet below the outface of the ground elsewhere, as tt will not in,:eFfete with the safe operation of said ra~.lroad or cause de,'~ge Co LicensorIs property, Said pipe line shell be encased in a larger pipe ~d~ere ic passes under an), railroad track, end for at least t~entyofive (25*) feet on each side of the center line of an), such track. 2 Present Oceupants To make approprmie arrant:cmcnt~ v, tth an~ person or legal entity occupying thc prcml~ affected hereby pursuant to a lease or other permission granted by Licensor, so that LIccnsec*s said Crossing will not unreasonahl~ interfere with t~e use of the subject property, or create undue hardship on the person or la,al entity occupying the premises 3 Llabllltyt Licensor ~hall not be hable for anydamage to said C. rosamg or th.a contents thereof, howsoever such damage shall ba caused, whether by the negligence of I.~censor, its a~cota, employees, or other~se Licensee assumes the mk of, and shall protect, indemnify and hold harmless I.,tcensor from and a~alnst all Imbdlty for or on aceount of injury to or death of any and all persons or danmee to property, including livestock kill.ed ,or ~ju~i, reeu.lt mg fro_m_ or incident to the construction, maintenance, use, operation, relo~non, reconstruction or existence o!salo ~ro#mg on i.tcensor s presses, or the removal thereof from mud premkee, or to the restoration of or fadut~ to. restore ~.ld p.rem.mes~to their prior or. other condition (ts barren pro.dad, whether eunh injury, death or damage shall be oaueeo or contnoutad to oy the negl~ence m Lacensor, its agents, employe~ or otberwtce, and Licensee will protect, mdammfy and hold harmless Ltcenror and any others la,ally using its ~ht of Way, from all claims, demands, suits or actions ~rowmg out of any such loss, injury or demands, mcludmg mvestt~atlon costs, court costs, and attorneys' fees resulting or in any manner armlnl~ from. thc risks, be.rem a~umed by Licensee Licensee further agrees to immediately mveetl~ate any such claims, demands, or suits eno shall delenu, settle, and/or otl~erwlse dispose of the same st its sole COSt and expense In the event Licensee settles any such claims, demands, or suits, it shall obtain a release which m¢ludce Licensor Licensee shall not have or make a~alnst Licensor any claim or demand for or on account of any damage Licensee ma~ suffer or sustain because of any failure of Licensor's title to the right o~ way and lands occupied by said Crossing or an), part thereof 4 Waiver: To waive all right to quectlon the vahdlty of this License or any of the terms or provisions hereof, or thc right or power of Licensor to execute and enforce the same ARTICLE 111. It is mutually agreed by and between the parties, as follows i (a) Repairs and Relocation. Licensee will at all times maintain the Crossing in a safe and secure manner, and in a condition satisfactory to Licensor Licensor may request Licensee to change the location of the Crossing, or any part thereof, or to make reasonable repairs as in the judgement of Licensor shall be deemed necessary to avoid interference with or danger in thc usc ' of ItS resent or future a urtenances, or telegraph, telephone, signal or other lines on or operation of Licensor s railroad, or any p PP Licensor's rll~ht of way, and in the event it is found necessary for Licensor to use its entire right m way, or any poruon alit occup by the Crossing, Licensee sheller its sole expense, end within thirty (30) days after notice so to do, (or upon shorter notice in case of emergency), remove said Crossing, or as much of the Crossing as is located upon that portion of the right of way so required by Licensor (b) If Licensee shall fall to perform any of its obligations contained in this agreement to the maintenance of safe conditions in and about said Crossing or as to the protection of wires from electrical interference on Licensor's property or to make any necessary repairs or to relocate said Crosamg, then Licensor may cause ~uch condition to be made safe, .or change o..flocatlon to be made, or repairs to be made, or Crosemg to be removed from Licensor s property, I.Icensor acting as the agent oil. censee, and may perform such work as is necessary in the judgement of Licensor, and Licensee shall, on demand, promptly reimburse Licensor the whole cost thereof, plus ten (10~) per cent thereon as a charge for supervision, accounting, and use of tools, or Licensor may termloate this License by giving to Licensee not less than ten (10) days' advance written notice of its intention so to do 2 Termination: Licensor may terminate this License upon ten (10) days' written notice if Licensee fails to keep any of Licensee's covenants herein contained, or if the right of way is required for other purposes by Licensor, and no reimbursement shall be made for Licensee's expenses incurred in the removal of this crossing or the consideration paid for this L~cense No termination or expiration shall affect the rights and hablhtles, if any, of the parties hereto then existing -2- 3. Rtxtontbn: Upon the termination of this agreement, whether in accordance with the provisions of Pangreph I of ,O:;icle 1, or Pangreph 2 or 4 of Article 111, or otherwise, Litxnss shall promptly remove said Crossing from Licensor's right of wac, and restore said right of way to its prior condition, or to a rnndition satisfecton• to Licensor. If Littnsee shall fail to remove wid Crossing within thirty (30) days after the termination of this agreement, Licensor may remove the same, and charge the expense therefor to the Littnsee on the basis provided in Pangreph 1(b) of Article 111. 4. Miscellaneous: (e) This Littnse and ell of the provisions Aercin contained shall be binding upon the parties hereto, their heirs, executors, administrators, successors end assigns, end Licensee agrees to supply notitt in writing to Littnsor of env name changes. Littnsee agrees not to assign this Liccnsc or any interest therein, without the consent of Licensor in writing, and any end every such attempted assignment without such prior written consent shall be void end of no effect. In the event of env assignment, Licensee shall at all times remain fully responsible and liable for the payment of the rental, ifany, herein specified and for the compliance of all of its other obligations under the terms, provisions, and covenants of this Littnse. (b) In the event rent is paid annually, Licensor expressly reserves the right to increase the above rental rate on any yearly anniversary date of this license by giving Licensee thirty (30)days' written notice. Licensor may increase the rentalbv the percentage that the Consumer Price ]ndex has increased, published by the Department of Labor, since the last rental increase period, or the last anniversary date hereof. (c) The personal pronouns used herein as referring to Li«nsee shall be understood so to refer to Licensee whether Licensee be a natural person, a partnership, or a corporation, or any combination thereof. (d) Any notitt herein required to be given by Lixxnsor to Litxnsee shall be deemed properly given if served upon ar delivered to Licensee or his authorized agent, or if posted on or if mailed, postpaid, addressed to Licensee at his last known platx of business. (e) No oral promises, oral agreements, or orel warranties shall be deemed a part of this License, nor shall any alteration, amendment, supplement, or waiver of any of the provisions of this lirxnse be binding upon either party hereto unless the same be supplemented, altered; changed, oramended by an instrument in writing, signed by Licensor and Littnsee. (Q This License does not become binding upon Lixnsor until executed by Licensor'B via-president. iN WITNESS WHEREOF, the parties hereto have executed this agreement as ofthedayandyearfirstabovewritten. MISSOURI-KANSAS-TEXAS RAILROAD COMPANY By d' tee-President CITY OF DENTON, TEXAS /1 ' % Y ~ ~-~~ -~ . ,~ Titls % n"avo Address: 5 E. McKinney St. Denton, Texas 76201 File: T-18753-B - 3- MISSOURI KANSAS-'I EXAS RAILROAD COMPANY REAL ESTATE AND INDUSTRIAL DEVELOPMENT DEPARTMENT PROPERTY MANAGEMENT DIVISION KATY BUILDING, SUITE 700 701 COMMERCE DALLAS, TEXAS 75202 (214) 651 6754 Hatch 6, 1986 Fzle: /-18753-B Czty of Denton, Texas c/o M~. Mzchael Saunders, P. E. Wastelzne Engzneerzng, Inc. P O. 8ox 5441 Fort Worth, Texas 76113 Re: Pzpe Line License coverzng one i6-znch water pzpe lzne at Mile Post K-726.82 zn Oenton, Texas Dear Mr. Saunders: A P~pe Line Lzcense has been prepared zn reply to your request to cross our property at the above-referenced locatzon. In order to compIete thxs Lzcenae, we need the foIlowzng. 1. Ali three (5) copies of the Lzcense, szgned by the Mayor or other authorzzed czty offzczal. 2. A copy of a Resoiutzon from the czty counczl authorzzzng the Mayor, or other offzczal, to execute the Lzcense for the czty. 3. RemLttance zn the amount of the enclosed bzllzng. Also, be sure to forward the enclosed Contractor's A~reement and znstructzons to the rontractor who wzi1 be doing the actual installation work. The Contractor's Agreement zs a~contract between the Razlroad and the contractor, and zt must also be comp~before ~ork can proceed on Razlroad property. As soon as the szgned Pzpe Lzne Lzcense copzes and your remzttance are recezved, the Lzcense wzI1 be reviewed by the varzous razlroad departments Upon szgna- tur e by our vzce-preszdent, one fully-executed Lzcense copy wzll be returned to yOU, Your careful attention to the above details w~li help avoxd any txme-consumxng deIays zn commencing the znstaIIatzon of the p~pe l~ne on rallroad property. ~zncerely, 2an Sezdner Rzght of Way Contract Manager (214) 651-6763 3MS:klw Enclosures ORIGINAL CITY OF DENTON, TEXAS 21S E. McK~nney Street B~II Audit No 3-1-6-7-30 Denton, Texas 76201 Month s Acc! RE&ID# MAKE CHECK PAYABLE TO MISSOURI.KANSAS-TEXAS RAILROAD COMPANY DATE 3-6-8(~ REMIT TO TREASURER 700 Katv Budding, Dallas, Texas 75202 FILE T-18753-B HANDLING CHARGE due under ter~m and concktzons of Pipe Line Lzcense, e£fect~ve April 1, 1986, coverzng one 16-znch water pzpe lxne at Mmle Post K-726.82 ~n Denton, Denton County, Texas ............ $175 00 CEi~E t~,0 ....... ~ ~ 1364L Q' RESOLUTION WHEREAS, the City Council on April 2. 1985 adopted by resolution the Standard Specifications for Public Works Constrqction; North Central Texas (S.S.P.W.C., N.C.T.}, and WHERXAS, the City Council has determined that it would be in the best interest of the City to amend the S.S.P.W.C.; N.C.T., NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON: SECTION I. That the Standard ~ecifications for Public Works Construc- tion; North Central Texas (S.S.P.W.C., N.C.T.), previously adopted by the City of Denton, are hereby amended, in part, by the adoption of the "North Texas Council of Governments Standard Specifications Amendments, April 1985" attached hereto, which shall be considered incorporated znto and become a part of the S.S.P.W.C.; N.C.T. for all purposes and shall hereafter govern and control over any conflicting provision contained in the S.S.P.W.C.; N.C.T., as previously adopted. SECTION II. That this resolution shall become effective immediately upon its passage and approval. PASSED AND ~PROVED this the /5'~ay of ~, 1986. TON, TEXAS ATTEST: CHKRLOTTE-ALLEN, CTTY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRAADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS CITY OF DENTON NORTH TEXAS COUNCIL OF GOVERNMENT STANDARD SPECIFICATIONS AMENDMENTS APRIL 1985 PREPARED BY THE DEPARTMENT OF PUPLIC WORKS ENGINEERING SECTION TABLE OF CONTENTS Page Not~ce to B~dders N-1 Proposal P-1 P-4 Contract Agreement CA-1 CA-2 Performance Bond PB-1 - PB-2 Payment Bond PB-3 PB-4 Maintenance Bond MB-1 - MB-2 Certificate of Insurance CI-1 - CI-2 General Provisions G-1 - G-16 Minimum Wage Scale G-12 Special Contract Requirements SC-1 SC-4 Water and Sewer Specifications WS-1 - WS-19 Definition of Construction Items D-1 - D-27 The following specifications and documents are to be used as General City of Denton Standard Specifications. Since these specifications shall also be used w~th City of Denton Bond Projects and privately funded work, references to pay items, contracts, bids, work days, and all bonds except the maintenance bond shall be ignored on privately funded work. Any variation to the above statement shall be directly and specifically listed in the speclf~catlons. Special contract documents will normally be required for any deviations. 00451/Master PARTICIPATION NOTICE TO BIDDERS Sealed bid proposals addressed to the City of Denton, Purchasing Department, w~ll be received at the off~ce of the Purchasing Agent located at 901-B Texas Street in the Purchasing/Warehouse port~on of the Service Center Complex until 2:00 p.m. BID # This ~s a C~ty of Denton/Developer Participation bid and as such will be awarded to the lowest and most responsible bidder by the Developer/Owner At the above t~me and place, the b~ds w~ll be publicly opened and read, b~ds received later than the specified t~me and date w~ll be returned to the b~dder unopened. The Participation b~ds w~ll then be officially reviewed and awarded by the C~ty Council to the Developer as soon thereafter as possible. All b~d proposals must be made on the printed document forms ~ncluded ~n the speclf~cat~ons. The submztted bld shall not be altered, withdrawn, or resubmitted w~th~n 60 days from and after the date of the b~d opening. Each b~d must be accompanied by a cashier's check, certified check or acceptable b~dders bond payable w~thout recourse to the C~ty of Denton, Texas ~n an amount not less than f~ve percent (5%) of the b~d submitted as guarantee that the b~dder w~ll enter into a contract and execute a performance bond and a payment bond within f~fteen (15) days after the not~flcatlon of the award of the contract to h~m. Qualified prospectlve bidders may obtaln cop~es of the bld ~nvltat~on w~th ~nformat~on to b~dders, b~d proposals, plans and/or specifications at the off~ce of the Developer/Engineer' The C~ty of Denton, Texas reserves the r~ght to reject any and all b~ds and ~nformal~tles, unless all bids are rejected, award w~ll be made to the lowest and most responsible b~dder. M~nor~ty and small bus~ness vendors or contractors are encouraged to b~d on any and all C~ty of Denton projects CITY OF DENTON, TEXAS John J. Marshall, C.P.M. Purchasing Agent Th~s advertisement to run 0045~ N - 1 NOTICE TO BIDDERS Sealed bid proposals addressed to the City of Denton, Purchasmng Department, 901-B Texas Street, Denton, Texas, 76201 will be recemved at the off~ce of the Purchasing Agent until 2.00 p.m. The blds will be publlcly opened and read, bids received later than the specmflea tmme and date will be returned to the bmdder unopened. The bmds w~ll then be offlcmally reviewed and awarded by the C~ty Council as soon thereafter as possible. All bmd proposals must be maae on the printed document forms · ncluded mn the specifications. The submitted bid shall not be altered, wmthdrawn, or resubmitted wlthln 60 days from and after the date of the bmd opening. Each bld must be accompanied by a cashmer's check, certified check or acceptable bidders bond payable wxthout recourse to the cmty of Denton, Texas in amount not less than five (5%) percent of the bmd submitted as a guarantee that the bmdder w~ll enter into a contract ana execute a performance bond and a payment bond wmthln fifteen (15) days after the notification of the award of the contract to him. Qualxfmed prospective bidders may obtain coples of the bid · nv~tatmon with information to b~dders, bid proposals, plans and/or speclflcatlons at the office of the Purchasing Agent, located at 901-B Texas Street, Denton, Texas ~n the Purchasmng/Warehouse portlon of the Service Center Complex, on deposlt of ($ ) dollars per set. Deposit wmll be refunaed provided the documents are returned to the City of Denton, Purchasing Office within fifteen (15) days after the bids are opened. The C~ty of Denton, Texas reserves the right to reject any and all b~ds and to waive defects in b~ds. M~nor~ty and small bus~ness vendors or contractors are encouraged to b~d on any and all C1ty of Denton projects. CITY OF DENTON, TEXAS John J. Marshall, C.P.M. Purchasing Agent This advertlsement to run 0045~ N - 1 BID # PROPOSAL TO THE CITY OF DENTON, TEXAS For the Construction of IN DENTON, TEXAS The undersigned, as bidder, declares that the only person or parties interested in this proposal as principals are those named herein, that this proposal is made without collusion with any other person, firm or corporation; that he has carefully examined the form of contract, Notice to B~dders, specifications and the plans therein referred to, and has carefully examined the locations, conditions, and classes of materials of the proposed work and agrees that he will provide all the necessary labor, machinery, tools, apparatus, and other items lncldental to construction, and w~ll do all the work and furnish all the materlals called for ~n the contract ana speclflcatlons ~n the manner prescribed therein and according to the requirements of the City as therein set forth. It is understood that the following quantities of work to be done at unit prices are approximate only, and are intended principally to serve as a guide ~n evaluating bids. It is agreed that the quantities of work to be done at unit prices and material to be furnished may be ~ncreased or diminished as may be considered necessary, in the opinion of the C~ty, to complete the work fully as planned and contemplated, and that all quantities of work whether ~ncreased or decreased are to be performed at the unit prices set forth Delow except as provided for in the specifications. It is further agreed that lump sum prices may be increased to cover addltlonal work ordered by the City, but not shown on the plans or required by the speclflcatlons, in accordance with the prov~slons to the General Conditions. S~mllarly, they may be decreased to cover deletion of work so ordered. P - 1 It lS understood and agreed that the work is to be completed in full within ( ) working days. Accompanying this proposal is a certified or cashier's check or B~d Bond, payable to the Owner, ~n the amount of five percent of the total bid. It is understood that the bid security accompanying this proposal shall be returned to the bidder, unless in case of the acceptance of the proposal, the bidder shall fall to execute a contract and f~le a performance bond and a payment bond within f~fteen days after its acceptance, in which case the bid security shall become the property of the Owner, and shall be considered as payment for damages aue to delay and other ~nconven~ences suffered by the Owner on account of such failure of the bidder. It is understood that the Owner reserves the right to reject any and all bids. The undersigned hereby proposes and agrees to perform all work of whatever nature required, ~n strict accordance with the plans and specifications, for the following sum or prices, to Wit' ? - 2 BID SUMMARY TOTAL BID PRICE IN WORDS In the event of the award of a contract to the undersigned, the undersigned will furnish a performance bond and a payment bond for the full amount of the contract, to secure proper compliance w~th the terms and provisions of the contract, to ~nsure and guarantee the work until final completion and acceptance, and to guarantee payment for all lawful claims for labor performed and materials furnished in the fulfillment of the contract. It is understood that the work proposed to be done shall be accepted, when fully completed and f~nlshed ~n accordance w~th the plans and spec~f~catlons, to the satisfaction of the Engineer. The undersigned cert~fles that the bid prices contained ~n th~s proposal have been carefully checked and are submitted as correct and final. Unit and lump-sum prices as shown for each ~tem l~sted ~n th~s proposal, shall control over extensions. CONTRACTOR BY Street Address C~ty ana state seal & Authorization (If a Corporation) Telephone P - 4 CONTRACT AGREEMENT STATE OF TEXAS S COUNTY OF S THIS AGREEMENT, made and entered into this day of A.D., 19 , by and between of the County of and State of Texas, acting through thereunto duly authorized so to do, Party of the First Part, hereinafter termed the OWNER, and of the City of , County of and state of , Party of the Second Part, hereinafter termed CONTRACTOR. WITNESSETH' That for and ~n consideration of the payments and agreements hereinafter mentioned, to be made and performed by the Party of the First part (OWNER), and under the conditions expressed in the bonds bearing even date herewith, the sa~d Party of the Second Part (CONTRACTOR) hereby agrees w~th the sa~d Party of the First Part (OWNER) to commence and complete the construction of certain ~mprovements described as follows: and all extra work in connection therewith, under the terms as stated ~n the General Conditions of the agreement; and at (or their) own proper cost and expense to furnish all materials, supplies, machinery, equipment, tools, superintendence, labor, insurance, and other accessories and services necessary to complete the sa~d construction, ~n accordance with the conditions and prices stated in the Proposal attached hereto, and ~n accordance with all the General Condzt~ons of the Agreement, the Special Conditions, the Not~ce to B~d~ers (Advertisement for Bids), Instructions to B~dders, and the Performance and Payment Bonds, all attached hereto, aha ~n accordance w~th the plans, which ~ncludes all maps, plats, blueprints, and other drawings and printed or written explanatory matter thereof, and the Specifications therefore,as prepared by all of'which are made a part hereof and collectively evidence and constitute the entire contract. CA - 1 The CONTRACTOR hereby agrees to commence work on or after the date established for the start of work as set forth in written notice to commence work and complete all work within the time stated in the Proposal, subject to such extensions of time as are provided by the General and Special Conditions. The OWNER agrees to pay the CONTRACTOR ~n current funds the price or prices shown in the Proposal, which forms a part of this contract, such payments to be sub]ect to the General and Special Conditions of the Contract. IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST. Party of the First Part, OWNER Party of Second Part, (Contractor) By (SEAL) A~TSST: APPROVED AS TO FORM City Attorney CA - 2 PERFORMANCE BOND STATE OF TEXAS COUNTY OF KNOW ALL MEN BY THESE PRESENTS' That of the City of County of , and State of ,as principal, and authorized under the laws of the State of Texas to act as surety on bonds for principals, are held and firmly bound unto , in the penal sum of Dollars ($ ) for the payment whereof, the said Principal and Surety bind themselves, and their he~rs, administrators, executors, successors and assigns, 3olntly and severally, by these presents: WHEREAS, the Principal has entered into a certain wrltten contract with the City of Denton, dated the day of , 19 , to which contract is hereby referred to and maae a part hereof as fully and to the same extent as if copied at length herein. NOW, THEREFOREt THE CONDITION OF THIS OBLIGATION IS SUCH, that if the said Principal shall faithfully perform said Contract and shall in all respects duly and faithfully observe and perform all and s~ngular the covenants, conditions and agreements in and by said contract agree~ ana covenanted by the Principal to be observed and performed, and according to the true Intent and meaning of said Contract and the Plans and Specifications hereto annexed, then this obligation shall be void; otherwise to remain in full force and effect, PROVIDED, HOWEVER, that this bond Is executed pursuant to the provlslons of Article 5160 of the Revised Civil Statutes of Texas as amended by the acts of the 56th Legislature, Regular Session, 1959, and all liabilities on th~s bond shall be determined in accordance wlth the provisions of sald Article to the same extent as if it were copied at length herein. PB - 1 Surety, for value recelved, stipulates and agrees that no changer extension of t~met alteratlon or addition to the terms of the contract, or to the work performed thereunder, or the plans, speclflcatlons, or drawlngs accompanying the same, shall ~n anywise affect lts obllgatlon on thls bond, and it does hereby waive not~ce of any such change, extension of t~me, alteration or addition to the terms of the contract, or to the work to be performed thereunder. IN WITNESS WHEREOF, the said Principal and Surety have s~gned and sealed thls ~nstrument this day of 19 PRINCIPAL SURETY By By Tltle T~tle Address: Address- The name and address of the Resident Agent of Surety is. PB - 2 PAYMENT BOND STATE OF TEXAS ~ COUNTY OF ~ KNOW ALL MEN BY THESE PRESENTS: That of the City of County of , and the State of as Principal, and authorized under the laws of the State of Texas to act as Surety on bonds for principals, are held and f~rmly bound unto The C~ty of Denton, Texas, ~n the penal sum of Dollars (~ ) for the payment whereof, the sa~d Principal and Surety bind themselves and their helrs, administrators, executors, successors and assigns, jointly and severally, by these presents WHEREAS, the Prlnc~pal has entered into a certain written contract with the C~ty of Denton, dated the day of 19, , to whlch contract ~s hereby referred to and made a part hereof as fully and to the same extent as if cop~ed at length here~n. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that ~f the sa~d Principal shall pay all claimants supplying labor and mater~al to h~m or a subcontractor ~n the prosecution o~ the work provided for in sa~d contract, then th~s obligation shall be vo~a, otherwlse to remain ~n full force and effect; PROVIDED, HOWEVER, that th~s bond is executed pursuant to the provisions of Article 5160 of the Rev~sea Clvll Statutes of Texas as amended by the acts of the 56th Legislature, Regular Session, 1959, and all l~ab~l~tles on this bond shall be determined ~n accordance w~th the provisions of sa~d Article to the same extent as ~f ~t were cop~e~ at length here~n. PB 3 Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract, or to the work performed thereunder, or the plans, specifications, or drawings accompanying the same, shall in anywise affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the contract, or to the work to be performed thereunder. IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this instrument this day of 19 PRINCIPAL SURETY By By. Title Title Address Address The name and aadress of the Resident Agent of Surety is PB - 4 MAINTENANCE BOND THE STATE OF TEXAS S KNOW ALL MEN BY THESE PRESENTS COUNTY OF DENTON S That as Principal, and a corporation authorized to do business in the state of Texas, as surety, do hereby acknowledge themselves to be held and bound to pay unto the City of Denton, a Municipal Corporation o~ the State of Texas, its successors and assigns, at Denton, Denton County, Texas, the sum of ($ ), the said sum being ten (10%) percent of the total amount of the hereinafter mentioned contract for the payment of which sum said principal and surety do hereby bind themselvesv their successors and assigns, jointly and severally. This obllgatlon is condlt~oned, however, that WHEREAS, the principal has entered into a written contract with the said City of Denton to build and construct which contract and the plans and specifications therein mentioned, adopted by the City of Denton, are filed with the City Secretary of said City and are hereby expressly ~ncor- porated herein by reference and made a part hereof as though the same were written and set out in full here~n, NOW, THEREFORE, if the Prlnclpal shall well, truly, an faithfully maintain and keep in good repair the work contracted to be done and performed for a period of one (1) year from the date of acceptance in writing by the City of Denton and do all necessary work and repair of any defective conditions growing out of or arising from the ~mproper work of the same, including, but not limited to, any settling, breaking, cracking or other MB - 1 defective condition of any of the work or part thereof arising from ~mproper excavatlon, backfilling, compacting or any other cause or condition, known or unknown, at any time during the per~od of this bond, which the city engineer, whose judgment shall be final and conclusive, determines to be the result of defective work, materials or labor; then this obligation shall be void, otherwise to remain in full force and effect. In case the sa~d Principal shall fall to maintain, repair or reconstruct any defective condition of the work as determined herein, ~t is agreed that the C~ty may do sa~d work and supply such materials as necessary and charge the sum against the sald Principal and Surety on th~s obligation. It ~s further agreed that this obligation shall be continued one against the Principal and Surety and that successive recoverles may be haa hereon for successive breaches of the conditions herein provided until the full amount of th~s bond shall have been exhausted, and ~t is further understood that the obligat~on to maintain said work shall continue throughout sald maintenance period, and the same shall not be changed, diminished, or ~n any manner affected from any cause during said t~meo Provided, further, that ~f legal action be filed on th~s bond, venue shall l~e ~n Denton County. IN WITNESS WHEREOF, th~s ~nstrument ~s executed in aupllcate, each one of which shall be aeemed an original, th~s the day of , A.D., 19 SURETY PRINCIPAL BY' BY: Tltle T~tle MB - 2 CITY OF DENTON INSURANCE MINIMUM REQUIREMENTS Wlthout l~m~t~ng any of the other obligations or llab~l~tles of the Contractor, the Contractor shall provide and maintain until the work Ks completed and accepted by the C~ty of Denton, Owner, m~n~mum ~nsurance coverage as follows: TYPE OF COVERAGE LIMITS OF LIABILITY I. WORKMEN'S COMPENSATION STATUTORY II. COMPREHENSIVE GENERAL LIABILITY Bo~l~ Injury $300,000 $1,000,000 Each occurrence Aggregate Property Damage $100,000 Each acczdent III. COMPREHENSIVE AUTOMOBILE LIABILITY Bodily Injury $300,000 $1,000,000 Each person Each accldent Property Damage $100,000 Each accldent A. In a~ozt~on to the znsurance descrlbe~ above, the Contractor shall obtazn at hzs expense an OWNER'S PROTECTIVE LIABILITY INSURANCE POLICY w~th the following l~m~ts: BODILY INJURY PROPERTY DAMAGE $300,000 each person $100,000 each acczdent $300,000 each acczdent $1,000,000 aggregate Covering the work to be performed by the Contractor for the Czty of Denton. B. The contractor wzll furnish the Owner's Protectzve Polzcy descrzbed above and execute the Certzfzcate described on the following page to the Clty of Denton for zts approval. Insurance must be accepted before commenclng any work under the contract to which thzs ~nsurance applies. The Czty of Denton wzll be lzsted on all polzczes as an aad~tzonal named znsured. 0045z CI 1 GENERAL PROVISIONS SPECIFICATIONS This project shall be constructed by utilizing the North Texas Council of Government S~eclflcatlons. Any permissible deviation from those specifications will be noted in the section of General Provisions or Definition of Bla Items. LOCATION OF PROJECT This improvement project is totally located within the city limits or extra territorial jurisdiction of the City of Denton, Texas. A map showing the general location of the ~mprovements is included in the plans. SCOPE OF WORK The work to be performed under this contract consists of furnishing all materials, labor, supervision, tools and equipment necessary for the construction as shown on the plans titled Construction Plans for PLANS AND SPECIFICATIONS Plans and specifications may be obtained at the Purchasing Department, Denton City Hall, upon deposit of ($ ) dollars. The entire deposit will be returned to the planholder if the plans and specifications are returned to the City, in good condition, wlthln fifteen (15) days following the official opening of bids. If the prospective bidder does not properly return the plans and specifications, the deposit sum of ($. ) dollars shall become the property of the C~ty of Denton, Texas. MAINTENANCE BOND The Contractor shall file before starting any pro3ect with the City of Denton, Texas, a good and sufficient maintenance bond w~th an approved surety in an amount equal to ten (10) percent of the total cost of this project, guaranteeing that the workmanship ana materials furnished under these specifications and used in all parts of sa~d improvements are ~n all respects first class and of such kind and quality that for a period of one (1) year from the com~letlon and final acceptance thereo~ by the said City of Denton, the improvements shall require no repairs, the necessity for which shall be occasioned by defects ~n said workmanship or material. If, however, during the said per~od, in the opinion of the Mayor and City Council, the said improvements or associated structures and equipment shall require repairs and the necessity for such repairs, shall, ~n their opinion, be occasloned by defective workmanship or materials furnished in the construction of any part thereof or any of the accessories thereto, built by this Contractor, then G - 1 such repairs, on due notice being given at any time during said period, by the City, to the Contractor, shall promptly be made by the Contractor ~n the following manner Upon notice from the City, served at any time during the period of said guarantee, the Contractor shall at his own expense take out and remove all worn out, inferior or defective materials founa in the improvements as shown on the plans or any other part of the lmprovements or accessories thereto, and good acceptable materials shall be substituted therefor, including any materials that have become ln]ured, or have become damaged by reason of their being in close proximity to such imperfect material or workmanship, the Contractor shall take up, repair and/or replace all improvements as shown on plans, that have become defective if found to be so during the term of said guarantee. F~nal determination will be made by the C~ty Engineer. Should the Contractor fall to make such repairs as are deemed necessary, written not~ce to make the repairs shall be g~ven by the City to the Contractor and the Surety. If said Contractor or Surety shall fall or neglect for a period of ten (10) days to make such necessary repairs as herein provided, then the City shall have the r~ght with or without further notice, to proceed to make such repairs or cause the same to be done either by contract or otherwise at its option and to pay for the cost of such repairs. ~mergency repairs to ~mprovements may be required due to extreme weather, faulty materials, or any other cause. When the public safety is ]eopardlzed, the City of Denton may aeem the situation an emergency. At this tlme, the contractor shall have 4 hours notification b~ telephone to complete the repairs or the City may complete t work itbelf. If such cost o~ repairs so made shall not be paid by the said Contractor or Surety upon receipt of Not~ce of the amount thereof, the said Clty shall have the right of action on the Maintenance Bond; or in case the said repairs shall not actually be maoe by the City after such failure on the part of the Contractor or Surety, the City shall have the right to ascertain and determine the costs of such repairs and to maintain an action against the said Contractor or Surety, or both under sa~d bond, to recover the amount so determined any court of competent ~urlsdlctlon, and the amount so determined shall be conclusive upon the Contractor and Surety in any action upon said bond. TIME ALLOTTED FOR COMPLETION The Work Order shall consist of a written request by the City Engineer for the Contractor to proceed with the construction of the project and can be issued any time after acceptance of the bid by the City Council. The Contractor will not be allowed to G - 2 prosecute the work on Sundays without written permission by the City due to the noise ordinance. There will be (__) working days allottea for completion of the project. BARRICADES~ LIGBTS~ DETOUR ROUTES AND SIGNS The Contractor shall, at his own cost and expense, furnlsh and erect such barricades, fences, flashers, signals, and s~gns, and shall provide such other precautionary measures for the protection of persons and property as are necessary. Safety to the working forces and the general public shall be of uppermost consideration ~n scheduling all construction activities. All s~gns and barricades shall be constructed and erected to conform to standards as established in the latest edition of the Manual on Uniform Traffic Control Devices. The Contractor shall submit a plan for each site which must be approved by the City b~fore construction of that phase may begin. From sunset to sunrise, the Contractor shall furnish and maintain at least one battery type flasher at each barricade and a sufficient number of barricades shall be erected to keep vehicles or pedestrians from entering hazardous work areas during construction. The Contractor w~ll be held responslble for all damages to the work due to failure of the barricades, s~gns, l~ghts, and watchmen required to protect the work area. The Contractor's responslbll~ty for the protection of the work shall not cease until the project has been accepted by the City. If, in the opinion of the C~ty Engineer or h~s duly authorized representatlve, the barricades and slgns ~nstalled by the Contractor do not properly protect the work area, the Contractor shall lmmealatel~ cease all other work activities and correct the deficiency in proper barricading. The Contractor shall provide an ultimate effort toward safe and smooth flow of traffic during work hours. Flagmen w~ll be essential ~n many areas. Flagmen shall have standard reflective vests and flags as m~n~mum equipment. Flagmen shall also be knowledgeable as to the correct procedures for flagging and shall be aware of traffic patterns and traffic needs. All broken, damaged, or ~neffectlve barricades or s~gns shall be removed from the project and replaced within two (2) hours after notiflcatlon by the C~ty Engineer or h~s designated representative. No work w~ll be allowed to begin prior to proper placement of all barricades an~ signs. G - 3 The Contractor shall designate a person who will be in charge of all barricades and signs. This person shall be knowledgeable of all current regulations of law regarding proper procedures for barricading in construction areas. This person shall be available to perform these duties during working hours, night hours, weekends and holidays. The Contractor shall also be required to provide watchmen after working hours, on weekends, and on holidays for the entire length of the project. All detours, closures, partial closures, or other construction activities that require a ma]or displacement of traffic shall be scheduled to beg~n on Mondays. A one week notice shall be required so that the City can communicate this information to the public. All barricades and sign locations shall be coordinated prior to any closures through the use of schematics prepared by the contractor and approved Dy the Engineer. These schematics showing location and type of barricade will be submitted at the time notice of closure is given. A barricading meeting will be held by the City with the Contractor's superintendent, the person in charge of the barricades, and the foreman in charge of the particular construction to be done. WATER FQR CONSTRUCTION Water used for any uses including sprinkling, testing, and flushing of pipe lines, or any other purpose ~ncldental to this project, will be furnished by the Contractor. The Contractor shall make the necessary arrangements for securing and transporting such water and shall take such water in such a manner and at such times that will not proGuce a harmful drain or decrease of pressure in the City's water system. Water shall not be used in a wasteful manner. The Contractor shall make arrangements with the Clty to provide the water required and the Contractor shall pay for the water at the prevailing rate. STAKING LINES AND GRADE The City or consulting engineer on the project shall furnish staking for all alignments, grades and elevations which the Contractor shall protect and malntaln. Any survey stakes or markers that are disturbed by the Contractor shall be replaced by the Contractor immediately upon notification by the City. The Contractor shall furnish suitable material, labor and expertise to erect and maintain adequate batter boards or laser equipment for utility l~ne construction as the ]ob progresses. U.S. POSTAL MAIL BOXES The Contractor shall be fully responsible for maintaining and protecting all existing U.S. Postal mall boxes during the constructlon period. Postal mall delivery must be maintained G - 4 on a daily basis to the adjacent residents on the project. While portions of the project are completely closed to traffic, the mail boxes shall be relocated to a nearby street corner where they shall be placed for temporary delivery service. The Contractor shall relocate the boxes working in cooperation with the Postal Director and the City. Following the completion of the paving, the Contractor shall restore all postal boxes to the approximate location behind the new curb. Because of the legal significance of the postal delivery service, the Contractor shall consider this responsibility as a first priority. Mall boxes shall be placed 42# above the ground and located directly behind the back of the curb. Both measurements shall be the front lower face of the mall box. PARTIAL PAYMENTS Partial payments will be made on a monthly basis on or near the tenth (10th) of each month. (Partial payment estimates submitted by the Contractor after the first of the month will be processed as quickly as possible, but will not necessarily be paid on or before the 10th of the month.) Only complete and · n place ~tems w~ll be paid for and no payment will be made for materials on hand. A ten percent (10 %) retalnage will be held by the City calculated using the total work complete to date of the partial payment. Work day counts for each month should be agreed on before submitted on partial estimate. Counts will be considered final when processed for payment. OVERTIME CHARGES FOR CONSTRUCTION INSPECTORS If any person or contractor doing street or sidewalk construction, excavation, alteration or repair requests and receives necessary inspection by city personnel for such work outslae of normal business hours (8 00 o'clock A.M. to 5 00 o'clock P.M. weekdays and non-holidays) such person or contractor shall be charged and pay sixteen dollars ($16.00) per hour (minimum of two (2) hours) for such inspection. G - 5 CITY OF DENTON ENGINEERING DEPARTMENT Preconstructlon Meeting I. A preconstructlon meeting is required before any project shall begin in the C~ty of Denton or its jurisdiction limits. Represented at the meeting shall be' A. City of Denton representatives B. Contractor's representative C. Consulting Engineers representatives D. Affected utilities ~n the construction area represented. This meeting shall consist of reviewing the plans w~th all the representatives present to discuss proposed construction methods ana utility ad3ustment and mainly to clear up any doubts about plans and specifications. Location of the meeting shall be at City Hall. Call 817/566-8358 for specifics at least 48 hours in advance o~ the meeting. Three current sets of plans shall be provided to the City of Denton at the beginning of the preconstruct~on meeting by the Consulting Engineer. II. Plans and Spec~f~cat~ons- A correct, current set of plans aha specifications shall be in the possession of the contractor on the first day of a pro3ect. These shall be shown to the City of Denton Inspector before any work is allowed to proceed on that project. A legible set shall be retained by the contractor throughout the project until its completion. II1 Final Acceptance Procedures and Conditions for Privately Sponsored Development: The following are to be applied at the discretion of the C~ty Engineer to private development being inspected by the EngIneering Department. This is an effort to speed completIon of projects to f~nal acceptance which should increase the efficiency of the inspection process being provided. A. Before any testing occurs on water, sewer or storm sewer lines, the contractor shall provide the following to the C~ty: 1. Maintenance Bond (10% of the contract amount) G - 6 2. As-bullt drawings (from the design engineer) 3. Cleanup oi the work site 4. F~re hydrants raised to proper elevation B. Street Improvements Final Acceptance 1. Maintenance Bond (10% of the contract amount) 2. As-built drawlngs 3. Cleanup of the work s~te 4. Asphalt Cores Depth 5. Concrete breaks all meet specification 6. Valves & Manholes ~n streets raised to proper elevations and working 7. All services (water & sewer) stamped on curbs C. F~nal Acceptance of Water, Sewer, and Storm Sewer P~pes 1. All tests pass (a~r, water, bacterlaloglcal samples, etc.) 2. The condltlons listed in #1 (a-d) meet Clty of Denton speclflcatlons 3. Valves, cleanouts, manholes, and junction boxes accessible and working smoothly. D. Maintenance bonds shall be routed through the C~ty Attorney's offlce and s~gned for approval of legal form before submitting them to the Engineering Department. G - 7 SCHEDULE "B" CITY OF DENTON MINIMUM WAGE RATES FOR PUBLIC ENGINEERING (HIGHWAY/HEAVY) CONSTRUCTION AND UNDERGROUND UTILITY CONTRACTS The rates below have been determined by the City of Denton, Texas, in accordance with the statutory requzrements ana prevailing local wages. Overtime shall be paid for at the rate of one and one-half (1 1/2) times the regular rates for every hour worked in excess of forty (40) hours per week. RATE TRAD~ - CRAFT PER CLASSIFICATION HOUR A~r Tool Man Asphalt Heaterman Asphalt Raker $6.55 Asphalt Shoveler 5.00 Batch~ng Plant Scaleman 6.50 Batterboard Setter Carpenter 6.65 Carpenter Helper 5.45 Concrete F~n~sher (Paving) 7 05 Concrete F~n~sher Helper (Pav~ng) 5.50 Concrete F,nlsher (Structures) 6.80 Concrete Fzn~sher Helper (Structures) 5.55 Concrete Rubber Electrician 9.50 Electrzc~an Helper 5.50 Form Builder (Structures) 6.70 Form Bullder Helper (Structures) 5.00 Form L~ner (Paving & Curb) 7.25 Form Setter (Pav~ng & Curb) 6.10 Form Setter Helper (Pavzng & Curb) 4.50 Form Setter (Structures) 7.00 Form Setter Helper (Structures) 5.65 Laborer, Common 4.00 Laborer, Utility Man 4.90 Manhole Builder, Brlck Mechanic 6.70 Mechanic Helper 5.00 O~ler 6.05 Serviceman 5.75 Painter (Structures) Painter Helper (Structures) p~ledr~verman Plpelayer 5.75 P~pelayer Helper 4.75 Powaerman 7.00 G - 8 RATE TRADE - CRAFT PER CLASSIFICATION HOUR Reinforcing Steel Setter (Paving) 5.00 Reinforcing Steel Setter (Structural) 6.60 Reenforcing Steel Setter Helper 4.50 Steel Worker (Structural) 5 25 Steel Wor~er Helper (Structural) Sign Erector S~gn Erector Helper Spreader Box Man 6.00 Swamper 4.95 Power Equipment Operators: Asphalt Dlstrlbutor 6.00 Asphalt Paving Machine 6.95 Broom or Sweeper Operator 5.20 Bulldozer 150 hP & Less 6.25 Bulldozer 15~ HP 6.75 Concrete Paving Curing Machine 6.50 Concrete Pav~ng Flnlsh~ng Machine 6.50 Concrete Paving Form Grader Concrete Pav~ng Joint Machine Concrete Paving Longitudinal Float 6.35 Concrete Paving M~xer 7.75 Concrete Pav~ng Saw 6.05 Concrete Paving Spreader Paving Sub Grader Crane, Clamshell, Backhoe, Derrick, Drag line, Shovel (less than 1 1/2 CY) 7.00 Crane, Clamshell, Backhoe, Derrick, Drag l~ne, Shovel (1 1/2 CY & Over) 7.35 Crusher or Screening Plant Operator Elevating Grader Form Loader Founaat~on Dr~ll Operator (Crawler Mounted) 8.25 Founaat~on Dr~ll Operator Helper 5 45 Front End Loader (2 1/2 CY & Less) 6.15 Front End Loader (Over 2 1/2 CY) 7.25 Ho~st (Over 2 drums) 6 00 Mixer (Over 16 CF) M~xer (16 CF & Less) Motor Grader Operator, F~ne Grade 7.55 Motor Grader Operator 7.25 Roller, Steel Wheel (Plant-M~x Pavements) 6.35 Roller, Steel Wheel (Other-Flat Wheel or Tamping) 6.45 Roller, Pneumatic (sel~-Propelled) 5.15 Scrapers (17 CY & Less) 6.25 Scrapers (Over 17 CY) 6.90 S~de Boom Tractor (Crawler Type) 150 HP & Less Tractor (Crawler Type) over 150 HP 6.90 G - 9 RATE TRADE - CRAFT PER CLASSIFICATION HOUR Tractor (Pneumatic) 80 HP & Less 9.60 Tractor (Pheumat~c) over 80 HP 6.75 Traveling M~xer Trenching Machlne, Light Trenching Machine, Heavy Wagon Dr~ll, Borlng Machine or Post Hole Driller Operator 5.25 Truck Dr~vers: Single Axle, Light 5.35 S~ngle Axle, Heavy Tandom Axle or Semitrailer Lowboy-Float Transit-Mix 5.70 W~nch Welaer 7.15 Welder Helper The CONTRACTOR shall comply with all State and Federal Laws applicable to such work. The above are m~n~mum rates. B~dders shall base their b~ds on rates they expect to pay, l~ ~n excess of those l~sted. The OWNER w~ll not consider claims for extra payment to CONTRACTOR on account of payment of wages h~gher than those specified. G- 10 FINAL ACCEPTANCE PROCEDURES FOR PRIVATELY FUNDED IMPROVEMENTS 1. All punch lists shall be considered preliminary unless they are specifically documented as the final punch list. 2. Final punch lists shall be provided to the contractor in person and through the mall by a certified letter. 3. Contractor sha~l acknowledge receipt of the final list and discuss at that time any requirements he feels are not consistent with City of Denton Standard Specifications. Any corrections to the list shall be made at that time or the list shall be considered final. 4. When the final punch l~st is complete for the entire project, a letter of acceptance will be ~ssued and copies sent to the Fire Chief, Facilities Administrator, and the Building O~flclal. At this t~me, final connections to water meters and sewer services may begin. No deviations shall be allowed unless approved in writing by the City Engineer for the City of Denton. G- 13 ADDITION TO STANDARD SPECIFICATIONS CITY OF DENTON SURVEYING REQUIREMENTS Typically used w~th all subdivisions, private utility work, or other ~mprovements as required ~n preconstruct~on meeting with C~ty of Denton. Street Improvements 1. Street grades and alignment at 50' stations both s~des or at 25' stations ~n all vertical curves or horizontal curves. 2. Grades and alignment at all curb returns for ~ntersect~ons, alleys, and other curb breaks as lnstructed by City ~nspector. 3. Graaes and alignment stakes for streets shall be separated enough from utility stakes that the ~nspector can easily follow all staking. 4. Maximum offsets shall be 10 feet. Methods of transferring grades from long offsets (4' 10') shall be approved by ~nspector. 5. Valley gutter grades shall follow the flow l~ne of the curb on each s~de ana shall be constructed with the a~d of a str~ng l~ne unless problems develop requiring stakes. 6. All changes to the plans deemed ma]or by the inspector shall be restakea by the project surveyor. Sewer l~nes 1. Gra~e and alignment stakes shall be provided at 50' ~ntervals. 2. Manholes, cleanouts, bends and any other appurtenance shall be staked before construction beglns in that area. 3 Services shall be staked or center l~ne of the lot staked for the service to be placed 5' downstream from the center l~ne. Exlst~ng property p~ns shall not be used as construction stakes. 4. Staking requirements for changes to the plans and offset l~m~ts shall be the same as for streets and waterlines. 5. Sewer grades shall be d~st~nctly separated from street grades on any stakes so each ~mprovement can be easlly built with no confusion. G - 14 Waterll.nes 1. Alignment stakes shall be provlaed at 50' intervals. Grade stakes shall be provided at each grade change shown on the plans and at 50' intervals where grades are critical. 2. All service lines shall be staked or the center line of the lot staked if services are to be located 5' upstream of the center line. These stakes shall be put up specifically for the services. Property pin stakes left over from preliminary staking are not to be used as construction stakes. 3. Valves, bends, fire hydrants, tees, and all other appurtenances to the line shall be staked before construction in that area proceeds. Offsets for alignment are critical, especially for the fire hydrants to keep them 2' behind the back of the curb. The surveyor shall consult with the inspector before work begins to establish the appurtenances that do need exact stakes. 4. Any changes to the plans deemed major by the inspector shall be restaked by the surveyor. Offset requirements shall be the same as for streets. Contllcts Over Surve~ln~ Requirements The developer shall provide construction staking for his improvements as requested and outlined by the City of Denton. Communications after the preconstructlon meeting should be between the City Inspector and the Developer's Contractor and Surveyor. Direct communication reduces the chances of misunderstandings in the process of the work. Any questions over City requirements listed in this addendum shall be discussed at the preconstructlon meeting or with the City Engineer prior to that meeting. Unless a signed letter is placed in the construction file, the requirements as l~sted in th~s addenaum shall be considered applicable Foreman Designation Requirements The contractor shall designate in writing a foreman for the project at the preconstructlon meeting. This foreman shall make every effort to cooperate with the City inspector and shall not be an equipment operator at any time unless authorized in writing by the City. Communications and work methods shall be established early and maintained throughout the project at satisfactory levels for both parties. 6- 15 Cut Sheet Requirements Cut sheets shall be provided to the contractor and to the City Inspector. These sheets shall contain all needed grades based on top of curb elevations for streets, drainage, water and sewer improvements. Each special item such as service lines, manholes, fire hydrants, valves, cleanouts, junction boxes, and any other items as required by the inspector shall have a cut from top of curb grades of the street in that area. Overtime Charges for Construction Inspectors If any person or contractor doing street or sidewalk construction, excavation, alteration or repair requests and receives necessary inspection by c~ty personnel for such work outside of normal business hours (8 00 o'clock A.M. to 5:00 o'clock P.M. weekdays and non-holidays) such person or contractor shall be charged and pay sixteen Dollars (~16.00) per hour (minimum of two (2) hours) for such inspection. G- 16 STREET & DRAINAGE SPECIFICATIONS TECHNICAL PROVISIONS AS stated in the General Provisions, the (NTCOG Specifications) wlll be utilized as a bas~s for both general and technlcal procedures to include types of materials and construction procedures used ~n construction projects ~n the C~ty of Denton. The following speclflcatlons are intended to (1) h~ghl~ght requirements ~n the COG found on most projects ~n the City of Denton, (2) make speclf~c requirements for materials or proceaures where the COG gives options, and (3) specify provisions for deviation from the COG. The following specifications are also numbered in accordance w~th the COG to a~d in locating more specific requirements. Conflicts sometimes ar~se when C~ty of Denton provisions conflict w~th e~ther the plans for the project or the North Texas Council of Government Spec~flcatlons. The followlng order of precedence shall be followed in case of conflicts. 1. C~ty of Denton Specifications 2. Czty of Denton Plans 3. COG Standard Specifications Payment sections of the specifications shall only apply on City of Denton Bond Pro3ects. All references to pay ~tems shall be ignored on subdlv~s~on or other private work unless specifically stated otherwzse. The same applies to all references to bzds, contracts, wage rates, work days and all bonds except the maintenance bono. Payment sections of the specie,cations include all mater~al, labor, and equipment necessary to complete the project Item 2..1.1 Concrete A~re~ates B.1 - Fire Aggregates Natural sand or a comblnatlon of natural and manufactured sand. Maximum percentage of manufactured sand shall be 50%. Item 2.1.2 HMAC A~re~ates C.1 - Stone screening may constitute no more than 50% of the fine aggregates for HMAC. Item 2.1.3 (4.5) Flexzble Base (Crushed Stone) A. Gravel Base Courses are not used ~n the C~ty of Denton. B. Flexzble Base (Crushed Limestone) B.3 Gradations Although flexible base ls not generally allowed under normal road paving, any special cases for subgrade wlll use THD 248 (Type A - Grade 1) base materlal. D - 1 1 3/4" 0 7/8" 10-35 3/8" 30-50 NO. 4 45-65 NO. 40 70-85 Max L.L. - 35 Max P.I. - 10 Wet ball Mlll-Max-40 Max increase No. 40-20 The gradation g~ven ~n section B.3 may be used to patch d~tch l~nes. When ~ntersect~ons are rebuilt the THD gradation shall be used as ~t will be a paving operation. D~tch lines wider than 10' shall also use the THD gradation. General: Flexible base shall consist of crusher-run broken stone for use as a foundation course for roads, utility ditches, and various other uses. Mater~al. The mater~al shall be crushed and shall consist of durable particles of stone mixed with approved binding material. Any mater~al source shall be approved by the City before any work occurs. Construction. Preparation of the subgrade, course appllcatlons, denslty, and f~nlsh shall be In accordance w~th COG-4.5. The testing for density w~ll be as outlined ~n Test Method Tex l13-E. The top 8" below the finished surface of the roadway shall be not less than 100% of the density as determined by the compaction method. Payment. Payment shall be at the contract unit price per cubic yaro in place. Pay quantltles shall be determined through 1) rock t~ckets, 2) cross sectlons, or 3) measurement of square area multiplied by average depth. The Engineer reserves the right to use the method he feels is most representative of the actual quantity ~nstalled. Item 2.2.2 Admixtures A. Fly ash wlll be allowed. The maximum replacement amount of fly ash for concrete shall be 25%. Item 2..4.13 Hot M~x Asphaltic Concrete C. Paving M~xtures C1 Type B Base Course is not to be used in the C~ty of Denton. C2 Use of Type D shall meet COG gradations in th~s specification - Page 118. D 2 C3 Ail asphaltlc base courses shall meet the gradation requirements for THD - Type A Passing 2" 100 Passlng 1 3/4" 95-100 1 3/4" to 7/8" 16-42 7/8" to 3/8" 16-42 3/8" to #4 10-26 #4 to #10 S-21 Plus #10 68-84 #10 to #40 5-21 #40 to #80 3-16 #80 to #200 2-16 Passing #200 1-8 Asphalt Content 3.5-7.0% Item 2.5 H~drateo L~me General: This ~tem establishes the requzrements for hydrated l~me and commercial l~me slurry of the type and grade considered suitable for use ~n treatment of subgrades Construction Tests and samples of l~me slurry shall be according to TEX 600 - J. Lengths of streets to be covered wlth each load of slurry (TYPE A or B) shall be checked w~th the Engzneer before applying. T~ckets certifying quallty and weights of the l~me shall accompany all l~me delivered to the pro3ect. Payment: Payment shall be at the contract unzt price per ton of l~me ~nstalled. The amount of l~me per square yard (example 18 lbs./SY) shall be used to compute pay items. Overages shall be absorbed by the contractor. Item 2.10~ 2.11 Electrical and Components and Metal for Structures Are not to be used unless specifically referenced. These ~tems are covered under the applicable bulldlng code already referencea by the c~ty ordinance. Item 2.11.5 Frames! Grates~ Rln~s~ and Covers General: Provide and ~nstall ~nlet frames with covers for storm sewer ~nlets as specified zn plans. Construct one frame and cover at each location for an ~nlet, regardless of the number of znlets that may be connected ~n serzes. Grate ~nlets shall be as per Clty of Denton standard details Covers shall be 200 lbs. ~n strength and shall ~nclude 1 minimum p~ckslot. Materials shall meet COG specs 2.11.5 Payment: Payment shall be at the contract unit przce per each frame, r~ng, and cover or per grate ~n place for each znlet. Only one frame, r~ng, and cover shall be ~nstalled at each series of znlets. The grate shall be pa~d at one unit price regardless of how many sections the grate ~s constructed. D - 3 Item 2..12.3 Re~nforced Concrete Storm Sewer P~pe General: The work under this item consists of ~nstalllng storm sewer pipe as shown on the plans. The latest THD Specification 465 shall combine with the special conditions l~sted below to govern all work. Materials: Pipe used ~n the storm drainage system shall comply ~n all respects w~th the latest ASTM requirements and COG Standard Specifications. Concrete l~ned corregated metal p~pe for l~nes 36" or larger shall be approved by C~ty of Denton prior to bidding the project. Construction. 1. Installation No pipe shall be installed ~n the trench until all excavatlonv trench shaping, line, and grades have been approved by the C~ty. Grades shall be transferred to flow lines by use of batter boards or a laser. The p~pe shall be accurately la~d to line and grade w~th the tongue end downstream entering the grove to full depth and ~n such manner as not to drag earth into the space for sealing of the joints. P~pes shall be f~tted together and matched so that when laid ~n the work, they shall form a sewer w~th a smooth and uniform ~nvert. 2. Jo~nt~ng the P~pe. All concrete pipe Joints shall be constructed using G.S. 702-Talco Joints, Ram-Nek ]olnt materlalv or an equivalent product. Approved concrete mortar may be required to seal joints having small cracks or chlps or with slightly uneven flow llnes after one of the above joint materials have been applied. P~pes to be placed along curves shall conslst of whatever plpe joint lengths or beveled end jolnts of plpe or comb~natlons of that are required to place the pipe on the designated center line curve with no more than one-half of the tongue length of the plpe exposed from its normal fully closed ~olnt pos~t~on. 3. Bedding or Foundation: A modlfled Class B bedding wlll be requlred for all p~pe. A minimum 6" of sand is needed for all stable areas. Where rock is encountered, 6 ~nches of sand w~ll also be required for bedding. In unstable areas, the ex~st~ng so~l must be excavated to solid substances or until a solid base of rock can be obtained. A m~nlmum 6 ~nches of crushed stone will be required in all cases. 4. Backflll Materials: In trench l~nes outside paved l~m~ts of the street, approved granular backfill shall be brought to the spr~ngllne of the p~pe. Then approved select backfill may be applled in 6' to 1' layers and compacted until brought to the ground surface. When trench l~nes are located ~n paved street areas, approved granular backflll shall be brought to the ground surface. The top 6' of the trench l~ne shall be filled with flexible base mater~al and compacted to 100% density according to Tex D - 4 l13-E. Ail backfill shall be mechanically compacted to 95% density as per ASTM D-698. Payment' Payment shall be at the contract unit price per lineal foot of pipe installed. Price shall include pipe, backfill and joint materials. Item 2.12.20 French Drains General. Provide 4' diameter subdralns as per City of Denton Standard details or plans. Pipe quality to meet PVC Schedule 40 for thickness and strength with an approved number of perferatlons located around the pipe. Construction: Backfill shall include a 24" wide trench. The pipe is to be bedded in 12' of gravel with another 12' of gravel applied over the top of the pipe. Tar paper shall be used over the top of the gravel to seal the water a certain depth below top of ground. Depth of pipe will be as per plans. See section 2.23 Geotextlles with underground conduits. Payment' Payment shall be at the contract unit price per lineal foot of french drain in place. Price shall Include backfill, pipe, tar paper, and gravel. Item 2.21 Preformed Flexible Joint Sealant Approved sealants are Ram-Nek, Talco or equal. Item 3.1 Preparing Right-of-Way General. This item shall consist of preparing the right-of-way for construction operations by the removal of all obstructions and disposal of the materials at locations provided by the Contractor. This specification does not include the removal of concrete pavement, curb and gutter, driveway slabs or sidewalk pavement. The removal of these existing concrete pavements is a separate item. Item 3 Removal of Concrete Pavements General: All concrete work to be removed that abuts concrete work to remain (private or public) shall be saw cut in a smooth straight line. Any work damaged behind that saw cut shall be resawed and replaced at the contractor's expense. Item 3-A Removln~ and Dlsposln~ of Concrete Pavement General: Removing concrete pavement shall include all pavement type sections located in the existing roadway. Pavement areas are normally 6' or greater in depth. Payment: Payment shall be at the contract unit price per square yard. D - 5 Item 3-B Removing and Disposing of Curb and Gutter Pavement General' Removing curb and gutter pavement shall include the removal and disposal of existing sections of concrete curb and guter. Laydown, surmountable, and uprxght standard curbs are all ~ncluded. Payment: Payment shall be at the contract unit price per lineal foot. Item 3-C Removing Concrete Sidewalks and Driveways General: Removing concrete driveway and sidewalk slabs shall include all other concrete sections which are typically less than pavement type sections. Payment: Payment shall be at the contract unit price per square yard. Item 3.3 Unclassified Excavation General. Provide labor and equipment necessary to excavate materials to the grade indicated on the plans. Existing asphalt surface pavement shall include along with other excavated materials as part of this bid item. The Contractor shall stockpile sufficient suitable material to backfill and level areas outside the actual limits of the pavement. Topsoil from the shoulders ana areas ad3acent to the ex~stlng pavement shall be stockpiled in order to fill behind the curb in areas which abut soaded lawns. Backflll material shall be approved by the engineer. The backfill material shall be of the black loam type with suitable properties for excellent growth of grass or shrubs. A~]acent property owners shall be entitled to any surplus excavated material if they request fill on their property. Any other excavated material which is not needed for filling or leveling on the actual construction pro3ect shall become the property of the Contractor for disposal as he sees fit. All excavated areas whether street excavation, storm sewer excavation, or utlllty excavation shall be watered down to prevent dust at the direction of the Engineer. The Engineer shall require this to be done at his d~scret~on, typically 3 to 5 t~mes each day. Payment: Payment shall be at the contract unit price per cubic yard of material excavated. Cross sections located in the City of Denton Engineering office show totals of the quantities per station and are available for public review. Item 3.7 Com~actea Flll/Embankmen~ General: This item to include the placement and compaction of excavated material along the entire pro3ect. The fill material may be selected from the regular excavatlon which is necessary on the pro3ect. D - 6 Materials & Construction: Compaction shall be tested at not less than 95% o~ the density as Hetermlned in accordance with test method ASTh D698. Hauling, placing, sprinkling, rolling, ana obtaining final compaction are all considered as part of this fill item. Procters will be taken on all ma]or fill materials before they are placed to check plasticity index and composition. Construction methods provided by Item 3.7, Embankment shall generally apply. All fills, especially under paved areas, shall be compacted to 95% density. Compaction shall be started with a sheepfoot roller until the inspector feels the soil is generally stable. Payment: Payment shall be at the contract unit prlce per cubic yard in place for the f~ll material. City of Denton cross sections show quantities per station and are available for public review. Item 3.12 Tem~orar~ Erosion Control (See page D - 18) Description: Temporary erosion control methods will be used to abate sediment runoff from construction sites. The application of control devices can yield significant water quality and drainage benefits at a m~nimal cost to the developer. In order to implement these methods, the city ~s establishing the ordinance for erosion control. The erosion control measures can be grouped as barriers, filter aevlcest or routing devices. An erosion control plan will be submitted to the City Engineer for approval before any work starts on a project. The method usea should be Hetermlned by the engineer in conjunction with the building plan approval. Hydro mulching as stated in Item 3.10.7 ~s a viable component of erosion control. Item 3.12.1 Erosion Control Barriers The erosion control methods that can be classified as barriers Include: 1. Straw Bale Sediment Barrier 2. Sanabag Sediment Barrier 3. Check Dam and 4. Sediment Trap These measures trap sediment and prevent high runoff velocities which cause erosion. Barrier devices are ~llustrated in Figure 12. D - 7 Item 3.12.2 Erosion Control Filters Filtering methods can be used in place of Darrlers. Filter devices allow runoff to pass through but retain sediment by filtration. The types of f,lters available are 1. F~lter Berm 2. F~lter Fence 3. F~lter Inlet and 4. Vegetation Filter Strip Figure 13 shows some typical erosion control f~lters Item 3.12.3 Routing Devices Only one method, the flexible down drain, is classified strictly as a routing device. A schematic of a down drain is shown in Figure 14. The purpose of the device is to convey waters down steep slopes or across h~ghly erodlble soils. Some of the methods classified under Erosion Control Barriers can be used as routing devices to protect erod~ble areas. Sandbag sedlment barriers and straw bale sediment barriers are both sultable for this purpose. Item 3.12.4 Performance Erosion from construction sites can be a significant water quality problem. Developing areas are cleared of vegetation during construction leaving the soil exposed and susceptible to erosion. Runoff then transports eroded sediment from these areas and deposits it downstream. The accumulation of silt in streams ana ponds is a form of water pollution that is unattractive and impedes drainage (24). Prevention is a key aspect of erosion control. Many of the control methods presented herein can be placed in a manner that will protect highly erodlble areas such as steep slopes. The prevention of erosion requires prior planning to ascertain the placement of selected control methods. The rewards of this planning will be a s~gniflcant reduction in soil loss. Not only can soil loss be prevented, but eroded soil can be recovered on the construction site and used for fill. The particulate material in construction site runoff is generally heavier and larger than particulates in urban runoff. These attributes facilitate the removal of the material whether the removal is by settling ~n a sediment trap or by filtration through a filter fence. Temporary sediment traps, f~lters, and routing devices can effectively control erosion for construction sites ~f properly applied. These methods are even more effective when permanent management techniques are used in an effort to control temporary increases in sediment loads. D - 13 A quantifiable assessment of performance is difficult because the nature of erosion control is more preventative than corrective. A rough assessment of performance can be conducted by comparing the soil loss from a site with controls to the loss from a comparable sits without controls. The Universal Soil Loss Equation is the most common way of calculating erosion losses. Several references are available for evaluating construction related soil losses (24, 25, 27). Item 3.12.5 Erosion Control Barriers The straw bale and the sand bag sediment barriers can reduce sediment loads by 70 ~o 98 percent (25). A sand bag barrier is more durable and should be used to withstand more intense storm events. S~ltatlon berms and check dams are not as effective for sediment removal as the other types of barriers and operate best in storm events of limited intensity. Iten~ 3.12.6 Erosion Control Filters Excellent sediment removal can be achieved using a filter berm, fence, or ~nlet. The filter berm is constructed of rock and therefore is capable of withstanding heavier storm events than the filter fence or filter inlet. In general, the vegetation filter str~p will operate less effectively than the other devices. Item 3.12.7 Routln~ Devices A routlng device is an eroslon prevention tool that can eliminate erosion problems on steep slopes and other critical areas. It is not designed to capture any solids already moving with the water. Item 3.12.8 Costs The costs of these activities are difficult to estimate and will vary from city to c~ty. A survey to determine the costs to public entities for managing erosion control programs found that the unit cost of these programs ranged between $120 and $200 per acre of construction area, updated to 1982 dollars (26). The costs of constructing erosion control devices are shown in Table 9. As shown, temporary control techniques require relatively small capital expenditures. The function is more important than the aesthetic design of these devices. In adolt~on to the cost of constructing the control devices, the developer could incur the cost of obtaining a site development permit. This may involve payment of a fee to the city to review the plans and/or the hiring of an engineer to formulate erosion control plans. D - 14 Item 3.12.9 Design Considerations Temporary erosion control requires the cooperation of the city engineering and legal staffs with the developer. Sediment traps and flexible drains are flow collection devices that wlll require hydraulic design. An estimate of the peak design flow rate and runoff volume is necessary for proper sizing of these management methods. Runoff volume and peak flow are calculated based on the design storm. Design storms are specified by municipal codes that govern drainage system construction. Munlclpal design criteria usually specify design storms ranging from 5-year to 100-year return frequency. The specification of long return periods is necessary for permanent drainage structures but is not as important for the design of temporary structures. Such short-term measures shoula not be sited so as to allow downstream property owners to be damaged should the structure be overtopped or washed out. The design storm frequency for construction sites should consider several factors ~nclud~ng' 1. The length of t~me and size of construction activity 2. The severity of damage that could result to downstream waters ~f the design storm is exceeded 3. Design storms previously adopted by the municipality and 4. Local concerns toward environmental protection For most applications, a 5-year frequency storm will be a satisfactory design criteria. Erosion control guidelines have been adopted by the City of Austin as a port~on of the Lake Austin Watershed Development Ordinances. The guidelines requlre developers to formulate and obtain approval of site development plans. The plans are requlrea to contain basic elements including site lnformatlont slope and flood maps and methods of erosion control. The plans are required to have an engineers certification (22). D - 15 Item 4.5.2-d Density shall be 100% percent compaction as per Tex l13-E. Item 4..6 Llme Treatment for Materials/In Place General: This item shall conslst of treating the existing subgrade by the pulverizing, addlt~on of l~me, m~x~ng and compacting the m~xed material to a 95% compaction as determlned by test method ASTM D698. All subgrade surfaces shall be shapea w~thln .2' of finished grade before l~m~ng operations start. The street template may be checked ut~llz~ng blue tops or a string l~ne for accuracy at the option of the Engineer. Materials and Construction Type A hydrated l~me ~s required for m~x~ng the slurry on the ]ob. Type B lime slurry may be used if approved by the Engineer. Mlxlng shall be to a depth of 6 ~nches m~nlmum ~n the subgrade. Gradatlons on the particle slzes after f~nal m~x~ng may be requlred. Three days of curing t~me after the ~ntlal m~xlng of the subgrade w~ll be required. Proctors on the so~l shall include the l~me and normally take 3 aays to process before denslt~es can be run. All subgrade ~ncludlng the treated layer and the underlying layers shall be sound and stable before paving operations w~ll be allowed to beg~n. The subgrade shall be kept moist enough to prevent hair cracking during all stages of the l~m~ng process. Payment' Prior to placing hydrated l~me at a particular slte, the contractor w~ll be required to determine the quantity of lime which needs to be added to the subgrade. The developer w~ll h~re a soils lab for the tests. The percentage of quantity of l~me shall be determlned utilizing e~ther Atterburg Llm~ts tests or by determlnlng the hydrogen-~on concentration (PH) of the soil mixture. These tests are typically performed and shoul~ be evaluated by an approved geotechnlcal engineering laboratory. A ser~es of these tests should be used at each s~te Tests should be performed on representative samples of each proposed subgrade mater~al as determined by the Clty Engineer. Payment shall be at the contract unit price per square yard of lime subgrade placed, m~xed and compacted. Item 4.6.4 L~me Treatment Construction Methods a. Preparation of subbase is not required for entlre subgrade before liming. It is recommended that the contractor test roll to determine weak spots ana correct those before l~m~ng operations to avoid later reworking efforts. b-1. Dry placement of lime ~s not allowed D - 17 Item 4.6.5 Finishing{ Curln~ and Preparation for Surfacing The City of Denton will continue to allow pavements to be placed on the lime after 72 hours of curing time. No curing seal (prime coat) is required if the pavement is to be placed within 14 days. Contractor shall provide the city with an exact schedule and meet that schedule to insure subgrade protection. If the city determines that paving operations may be delayed, a prime coat shall be applied at the specified rate. Item 4.7 Cement Stabilized Subsrade General. These items shall be followed when the PH or Atterburg Limits tests indicate that lime stabilization is not the proper method of stabilization for sandy or low PH soils. Thorough geotechnlcal soil investigations and design procedures from an approved testing laboratory shall be used in presenting the cement percentage to be aaded to the soil. This procedure is relatively new ana mostly unneeded in the City of Denton due to its generally clay soils. Developers and consulting engineers should check the soil survey for the City of Denton to see if the soil in the design area is basically feasible for cement stabilization. The City of Denton reserves the right to require cement stabilization. Payment' Payment shall be at the contract unit price per square yard in place of the cement stabilized subgrade. Item 5.7-A Asphalt Pavement Construction General. This item shall consist of a total depth asphalt pavement section as shown on City of Denton standard detail sheets. General guidelines for streets are as follows 1) Residential 3 1/2' TYPE G 1 1/2 TYPE D 6" Crown 2) Collector or Arterial 4 1/2' TYPE A 1 1/2' TYPE D 8" Crown 3) Thoroughfare 9" TYPE A 2" TYPE D 8' Crown Widths shall be as approved in Development Review. Preparation of Subgrade: Final compaction shall be achieved after all llmlng operations according to Item 260 are complete. Thls compaction shall be startea with a sheepsfoot roller and finished to grade with a pneumatic roller. All irregularities which develop during f~nal compaction ~n excess of 1/2 inch, as shown by straight edge or template, shall be corrected until the f~nal road surface conforms to the correct alignment, cross section, or elevation. The subgrade will be compacted from the bottom up to at least 95 percent of Standard Proctor. Subgrade materials should be moistened to keep the material at its optimum moisture content until the asphalt base course ~s applied. D - 18 Materials & Construction Procedures. Course aggregate used under this ~tem, for 5/8" size or larger, shall be crushed mlneral aggregate. AC 20 grade asphalt shall be used. In place density shall be provlded utlllz~ng THD Bulletin C-14 speclf~cations and methods. Asphalt materlal shall not be heated to a temperature of more than 350© F at the plant and shall be placed at a m~nlmum temperature of at least 250© F. No material shall be placed unless temperature limits are met. Tack coat shall be RC-2 cut back asphalt and shall be applied at a rate of 0.05 gallons per square yard. An approved mixture of asphalt emulsion may be substituted for the RC-2. Typically approved dilutions with water shall be ~n the 50-80% range. Tack coats are required when base and surface course are not applied on the same aay. Surface and base asphalt course may be lald on the same day ~f the Engineer approves such process. All faces will be tacked as per Item 4-8. Cores w~ll be taken to Insure depth control and ~f compaction control is needea. Extractions w~ll normally be taken on all mixes in the f~eld at selected times. Asphalt valley gutters w~ll consist of an additional 2" depth of TYPE A asphalt, 8' w~de ~n the locations shown ~n the plans. Fifty foot transltlons will be required ~n most cases for crowns into the the valley gutters (c) Special attention shall be pa~d to tacking of all connecting surfaces to provide a closely bonded, watertight joint. Payment: Payment shall be at the contract unit prices per square yard for Type A material and per square yard of Type D material. The unit price shall be for the design thickness of each pavement. Valley gutters shall be ~ncldental to the contract. Item 5.7-B Asphalt Pavement Patch Mater~al (Type D) General. Material specifications for th~s item shall conform to Type 'D" HMAC pavement. Patches w~ll normally match adjacent pavement thickness or be a minimum of 2' thick. Thicker pavements may be specified on plans or ~n specifications for certain projects. Materials and Construction: Edges for patches shall be sawcut and tacked w~th an approved RC-2 cut back asphalt. Estimates for C~ty of Denton projects should use 115 pounds/square yaro/lnch for asphalt y~elds on all pro3ects. Applications for 2' patches may be by hand or with a motor grader if the Engineer approves such operations. Narrow, small, or isolated patches would be good examples of this. D - 19 Thicker, larger, or continuous patches need to be applied with a laydown machine to insure smooth application. Approved rollers, shall be used in all patching operatlons. The Engineer w~ll determine the adequacy of all rollers. Normal m~nlmum shall be 8 tons or a smaller approved roller may be used if the ditch line has 4" - 6" concrete and 2" of asphalt pavement combined. Ditch line shall meet all the following requirements for COG. Sectzon 2.1.5. 1. Ditch llnes shall be compacted by mechanical means and tested to the spe¢lflcatlons in 2.1.5. 2. Ditch lines located in the streets shall have elther crushed rock or 6" concrete in the top 6" of the dztch line. Thzs should be placed 2" below street level to allow placement of the asphalt surface. Ditch lines located behind curb llnes or outside existing pavements shall be topped with 6' of select ditch spoil to seal off the ditch. The same temperature requlrements as Item 4.8-A shall apply for laying asphalt materials. Payment: Payment shall be at the contract unit price per ton in plac. e. Quantities will be determined from asphalt tickets or by measuring the area while using the average thickness. The Engineer reserves the right to use the most representative method for the quantity placed. Item 5.8 Concrete Pavement General: Provide and place concrete pavement as per specification 2.2, 5.8, 7.4. All concrete shall be proportzoned to produce a minimum flexual strength (modulus of rupture) of 500 pounds per square inch at the age of 7 days. The mix design shall be approved by the city's Soils Engineer and shall remain constant throughout the duration of the project. The pavement shall be constructed to conform to the typical section on the plans and joint construction shall be as detailed. Materials and Construction: Reinforcing steel at the Joints will be, part of the paving (as per City of Denton detazls). No other reinforcing steel will be required except as lndlcated on the ~ol.nt details. An approved air-entraining agent shall be added to the concrete to provide 5% air entrainment to the paving material. Crushed stone will be utilized for at least one-half of the course aggregate in the paving mix. The remainder of the course aggregate may be a clean gravel. Longitudinal and transverse joints must be sawed within 12-24 hours following placement of the slab. These 3olnts shall be D - 20 sawea to a depth of at least 2 1/2" and properly sealed with an approved compound. White pigmented type II curing compound shall be applied immediately after finishing has been completed and the free surface moisture disappears. Slump shall be as per THD. No concrete shall be placed unless the temperature of the atmosphere from City of Denton sources meets all other requirements of placing concrete. Concrete shall be furnished from a paving mixer meeting the requirements of Article 360.3 (4), or shall be ready-m~x concrete. Concrete aggregates shall be stockpiled at the plant site. Typical sections for concrete pavement as follows. 1. 5" concrete thickness for residential and 6" for collector streets. 2. 8" concrete thickness for arterial streets. 3. Ma]or thoroughfares shall be approved design through Engineering Department. Crowns for each type of street shall follow the same guidelines as asphalt streets unless the City Engineer approves a variance. Payment: Payment shall be at the contract unit price per square yard in place for the design pavement thickness. Price shall include all 3olnt steel, sawing, sealing, brooming, and the design pavement thickness. Item 6.7.2-A Ad~ustln~ Manholes and Inlets General. This item shall govern for the furnishing of materials and for adjusting, abandoning, or capping existing sewer manholes and inlets, where required by the plans Manholes and inlets shall be adjusted to positions and/or elevations as shown on the plans. Abandoning shall include knocking the top off the structure, filling with sand, and plugging all plpes with concrete. Materials & Construction Materials (such as r~ngs or covers) may be reused if approved by the Engineer Any materials destroyed or cracked in the adjustment procedures will be replacea with new quality ~tems. Manholes, valves, and ]unct~on box tops w~ll be lowered so that l~mlng operations can take place over the top of the existing structures. Payment: Payment shall be at the contract unit price per each for adjusting the existing manhole or ~nlet. Adjustment of new ]unction boxes, manholes, inlets, and all valves shall be included in the price of that item ano not considered under this item as a pay quantity. D - 21 Item 6.7.3 Ail water service taps shall be made with tapping saddles. Item 7.6.A Manholes~ Junction Boxes~ and Inlets General. COG Item 7.6 shall govern for the construction of manholes, ]unction boxes, and ~nlets complete ~n place as per standard C~ty of Denton detail sheets including all materials, labor, and equipment used therein. Manholes shall be monolithic poured in place or precast ~n constr~ctlon. Junction boxes and ~nlets shall be formed unless precast usage ~s speclflcally asked for and approved by the Engineer. Depth restrictions may prevent the use of manhole forms whlch may create the need to form a square box. Rings and covers shall be classified as part of ]unction boxes and manholes but as a separate item for ~nlets. Materials & Construction: Concrete used ~n construction shall be Class A concrete (3000 PSI). Re~nforclng steel shall be as specified on Clty of Denton detall sheets and of a quality as per Item 2.2.6. Backfill materxals shall be select granular backfill, m~n~mum cut around the structure to be 12" - maximum cut to be 24'. Manholes shall be 4' inside diameter typically. Junction boxes are typically 5' lns~de wall to inside wall. Inlets sizes shall be 4't 6', 8't 10', or combinations of any of the previous. F~ve foot translt~ons on each side of the ~nlets will be required. Typical spacing of Junctions Boxes and manholes (500') wlth inlets as per plans. Special inlets of extra width as per C~ty of Denton standard details may be requlred to f~t larger sizes of p~pes or to eliminate large bends in the storm sewer plpe. No steps w~ll be lnstalled ~n any manhole, ~nlet or ]unction box located ~n the C~ty of Denton. All construction operations will follow the Two Phase Construction method where Junction boxes, and manholes are left down 18" from the top of curb grades for Phase I and inlets have the bottoms and half the walls poured. Phase II for the constructlon wlll ~nclude raising the manholes and Junction boxes to f~nlshed grade and completing the walls, tops, and throats for the ~nlets. All holes dup up will be poured back w~th 3,000 PSI concrete. Phase II will begin after curb and gutter has been laid and before any asphalt ~s applied to the road surface for inlets with manholes and valves beginning Phase II operations after the asphalt base course has been laid. Frames and covers shall conform to shape and ~lmens~ons shown on the plans. Bearing surfaces shall be machlned so that even bearing may be had in any position in which the cover is seated. Pick slots are required ~n the l~ds. D - 22 Covers w~ll meet the following strength requirements. 1. Located ~n the street traveled way - 300 lbs. 2. Located outside traveled way - 200 lbs. Payment: Payment shall be at the contract unit price per each inlet, ]unction box, or manhole complete in place. Price shall Include rlngs and covers for manholes and junction boxes but not for inlets. Item 8~2 Integral Curb General. Construct integral curb over concrete pavement sections as noted on details or plans. Contractor may (1) place the curb at the same time as the pavement slab is constructed or (2) dowel on the curb within 24 hours after the placement of the slab. Materials and Construction. No re~nforc~ng steel is required in the curb section ~f the work is constructed monolithic w~th the slab. I~ the placement of the curb is delayed, the curbs shall be re~nforced with 1/2" x 8" dowels on 12" centers and one 1/2" horizontal bar shall be placea in the curb and tied or welded to the dowel bars. The quality of the concrete for the curb shall be equal to or better than the concrete used in the pavement slab. White plgmentea curing compound for the curbs shall be the same as used for the pavement slab and application time and quantities shall also be the same. A light, even broom finish shall be applied lust before the curing compound when the concrete has begun to set up. Bedding, forms, and all other applicable specifications for curb and gutters shall apply to thls item. Payment Payment shall be at the contract unit price per lineal foot of integral curb in place. Price shall include concrete and reinforcing steel required to construct the curb. Item 8.2-A Concrete Curb & Gutter General: This item shall consist of Portland Cement Concrete Curb and Gutter. Section of Curb and Gutter shall be as shown on C~ty of Denton Standard Curb and Gutter Section on file ~n the Engineering Section, Public Works Department. Curb and Gutter to be constructed on approved subgrade and to line and grade as establlshea by the City and details shown on plans. Materials: Materials and proportions for concrete used in construction under th~s item shall conform to the requirements of Class A concrete as defined in Item 7.4.5. D - 23 Backfllllng: The curb and gutter shall be backf~lled within seventy-two (72) hours of pouring. The backfill shall be of suitable material and compacted in a manner acceptable to the City. All backfill material shall be free of clods and rocks and compacted to a level even with the top of curb. Item 8.3 Concrete Driveway Specifications General. Thls item consists of driveways with reinforcing steel, composed of Portland cement concrete, constructed as here~n specified on an approved subgrade, in conformity with the lines and grades establlshed by the Engineer, and details shown on the plans. Materials: Materials and proportions used in construction under this item shall conform to the requirements for Class A concrete. Expansion joint filler shall be premolded materials meeting the requirements specified under "Concrete Structures" or board material meeting "Concrete Pavement" requirements in. Class A concrete is 3000 PSI with an approved slump of 2" - 6". Construction: The subgrade shall be excavated and shaped to l~ne, grade, and cross section. A minimum 6" section shall be placed on a subgrade of clean approved material that has been compactea to at least 90% dens~ty. The subgrade shall be moist at the t~me the concrete is placed. Reinforcing steel will be required (3/8" bars at maximum 16" center or 6 x 6 No. 6 wire mesh) at a location 2" from the bottom of the poured concrete. Steel chairs may be required by the Inspector to hold the steel at this location. New expansion Joints of 1/2" asphalt board or equivalent material shall be placed at the points of new construction. All street materials that are removed to allow for the front forms on the gutter ana drive approach shall be replacea w~th the same or better materials. A light, smooth broom finish is required once the concrete has begun to set up. All driveways shall receive an approved white pigmented curing compound after the slab has been placed ana the finish applied. Dummy ]olnts shall be tooled lnto the driveways as follows- 12' to 24' One tooled joint in the middle 24' to 30' Two tooled Joints as directed. When a driveway connects two sections of s~dewalk, pedestrian ramps shall be installed. A minimum of 18" shall be used in the transitions from 1/2" to 6" on both sides. This is the same sort of transition used in sidewalk ramps. All work shall be governed by COG or the special conditions listed above. Temperature requirements for placement shall be as per THD Item 420. D - 24 Item 8.3A Concrete Sidewalks General: This item shall consist of sidewalks composed of Portland Cement concrete, constructed as specified on an approved subgrade, in conformity with lines and grades established by the Engineer, and the details shown on the plans. Materials and Construction. Concrete for the sidewalk shall be 3000 psi strength and shall be placed at a 2' to 6' slump. Thickness shall be a minimum of 4". A 2' cushion of approved sand shall be placed under all sidewalk pavements. Increasing the thickness to 6' shall be required when crossing driveways or approaches. Reln£orclng steel consisting of 6 x 6 (No 6) wire mesh or ~3 bars on 16' centers shall be installed in the same crossings as listed above. Approved expansion material shall be placed every 40 feet for construction Joint purposes and aummy joints shall be placed at 4 foot ~ntervals. Also, where the sidewalk abuts a curb or other structure it shall be separated from that structure by the above approved expansion material. All sidewalks shall receive an approved white pigmented curing compound after the slab has been placed. A light broom finish shall be applied after the concrete begins to set up. Sidewalk ramps for wheelchair access will be constructed at all driveways and intersection radii. Payment: Payment shall be at the contract unit price per square yard of sidewalk in place. Price shall include concrete, reinforcing steel, and ]olnt material. Payment: Payment shall be at the contract unit price per square yar~ of driveway in place. Price shall include concrete, reinforcing steel, and chairs. Item 8.15 Concrete Rl~ra~ and Concrete Drainage Flumes Materials. Materials for concrete, grout, and mortar shall conform to the requirements of the Item "Concrete for Structures'. Concrete will generally be Class B. Reinforcement for the rlprap will typically be 6 x 6 No. 6 wire mesh or No. 3 bars on 16' centers unless otherwise noted on the plans. Metal chairs may be required by the Engineer. Weepholes shall be placed in the rlprap at the bottom of the wall at 20' intervals or as directed by the Inspector. Each weephole shall have a gravel pocket approximately 1' square. Details shall be on plans. Concrete rlprap will typically be 4" thick. White pigmented curing compound shall be applied at the discretion of the Engineer. A light even broom finish w~ll be applied after the concrete has begun to set up. D - 25 Construction Operations: Construction will be per Item 7.6 - Concrete for Structures. Payment Payment shall be at the contract unit price per square yard of rlprap in place. Average or design thickness shall be consistent throughout the concrete or rock, whichever is used. Material used for weepholes, reinforcing steel, chairs, and finishing materials shall be included in the contract price. Item 8.11~ 8.12r 8.13 Rallln~ Guardrall and Fence General. COG Items 8.11, 8.12, 8.13, 8.14 shall govern for the construction of concrete, steel, aluminum, or pipe railing as des~gnatea on plans as per THD (GF - Guard Fence, PR - Pedestrian Railing, T- Traffic) details. Item SP - 1 Slotted Drain Pipe General: slotted drain pipe shall be installed as per plans and details approved by the Engineer. Each specific use and design shall be approved by the Englneer. Materials & Construction: Pipe will be approved corrugated metal pipe material. The 6" deep grate shall generally be used for design. Special cases may require the 2 1/2' deep grate. Slot openings will be no wlaer than 2" or longer than 6" along the length of the plpe. Trench backfill w~ll be a concrete slurry or lean grout of approxlmately 2 sack mix. A heel plate will be ~nstalled according to the manufactures recommendations where specified. Payment. Payment shall be at the contract unit price per lineal foot of slotted draln pipe in place. Price shall ~nclude the pipe, all fittings, special sections, and backfill. Item SP - 2 Saw Cut (Ex~st~n~ Concrete) General. This item shall provide for sawing existing concrete pavement, driveways and sidewalks where noted on the plans. The saw cut shall De deep enough to provide a smooth edge when a port,on of the concrete slab is removed. Any damage to concrete slaDs which are marked to be saved will be the d~rect responsibility of the Contractor. Sawcuts for new concrete pavements are not part of this item of work. All sawing of asphalt pavements shall follow the same requirements but will not typically be a part of most contracts as it should be part of removal items. Payment. Payment shall be at the contract unit price per l~neal foot of saw cutting existing concrete for removal purposes. Asphalt sawing and new concrete sawing shall not be paid under th~s item. D - 26 Item S.P. 3 Concrete Headwalls~ Box Culverts~ and Wln~walls General: Provide in place Texas Highway Department headwalls, box culverts, and applicable wlngwalls as per THD details - MCW, C_~H, SC, and MC. Design of all improvements shall be approved through the'--Clty Engineer. Materials and Construction' Concrete will typically be Class "A" except when direct traffic structures are designed for. Then Class 'C" concrete will be specified. All structures shall be formed unless precast structures are specifically approved by the Engineer. Payment: Payment shall be at the contract unit price per cubic yard of concrete and per pound of reinforcing steel. All other items shall be incidental. Pay quantities shall be taken directly from THD Standard drawings. Item S..P. 4 Exlstln~ Water Line Adjustments General: The contractor will be responsible for adjustments due to utility or storm sewer construction as shown on City of Denton details or revalent plans. The total ad]ustment will include all the work needed per intersection or specific location in a street. Total number of bends and footage of pipe will depend on the number of lines crossed by the water line. This may vary throughout a pro3ect so an average value per adjustment should be used. Materials & Construction Pipe will be ductile iron meeting all requirements for water lines as per City of Denton Water and Sewer Specifications. Construction operations for these adjustments shall conform to all City of Denton utility standard specifications. Payment: Payment shall be at the contract unit price per each water line a~justment. Each water line adjustment shall include all work as described above. Price shall include all materials, labor, and equipment necessary to complete the total adjustment in the intersection. D - 27 CITY OF DENTON UTILITY LINE CONSTRUCTION SPECIFICATIONS The proposal provides for the construction of new water and sewer lines with accompanying appurtenances. The following construction details are in direct relation to this utility work. Division 6 Excavation, Trenching, and Backfilling of all Utility Trenches 1. Backflllln9 a. Trenches General: Embedment shall generally follow Class B-3 for all pipes. Trench backfill may be (a) if mechanical tamping is used. Article (D) Select backfill shall generally be used for all other instances or if problems with (a) occur. Just below the 2" asphalt patch in the street, the ditch shall be stabilized with either approved flexible base material or concrete. Thicknesses of each shall be a m~nlmum of slx inches. 1. Mechanical tamping will be required for all back,ills. 2. Water Main Pipe General- All main lines larger than 12" in diameter must be either ductile iron or reinforced concrete cylinder pipe. Minimum s~ze for any water line shall be 6' in diameter. Specifications defining acceptable p~pe shall be as follows Item 2..9.4 Corrosion Resistant Coatings and Liners for Sanitary Sewers and Appurtenances Not required unless speclfled by engineer. Item 2.9.5 Polyethylene Wrap for Metal Pipe and Fittings Not required unless specified by engineer. Item 2.12.20 Polyvlnyl Chloride (PVC) Pressure Plpe This p~pe shall meet AWWA specification C-900-150 psi minimum thickness of DR 18 and shall have cast iron outside diameter dimensions. No direct taps shall be made of the P.V C water pipe. Taps shall be made by using a nylon coated stainless steel, bronze, or stainless steel saddle assembly. WS - 1 Item 2.12.8 Ductile Iron Pipe Ductile ~ron pipe shall be designed ~n accordance w~th the latest revisions AW-WA specifications C150. All highway, railroad, street, and other specified crossings and bores shall be completed using ductile iron pipe Service taps may be direct taps on ductile iron pipe. Item 2.12.5 Concrete Cylinder Pressure Pipe General: This specie,cation includes material, fabrication, ana delivery of concrete cylinder p~pe and specials of the various s~zes and classes required in the project plans and proposals. All concrete cylinder p~pe shall be manufactured in accordance with the requirements of American Water Works Standard C303-78, entitled "Re~nforced Concrete Water Pipe Steel Cylinder Type, Pretensloned," or AWWA standard C301-79, entitled 'Reinforced Concrete Water P~pe Steel cylinder Type, Prestressed," with additional requirements and/or modifications as described here~n. 3. P1.pe Bends Each p~pe bend must have an area sufficient to accept appropriate blocking. Each bend must be sufficiently reinforced to counter all thrust when used with this blocking. Blocking charts should be ~ncluded in each set of plans. 4. Laying Pipe (Water and Sewer) General All water l~nes shall be laid true to l~ne and grade and all joints shall be la~d such that the main will have a smooth and uniform ~nvert. Each joint shall be inspected for defects before being lowered into the trench. a. No water shall be allowed in the trench while plpe is being laid. b. Exposed ends of all pipes shall be protected with approved stoppers to prevent earth and foreign substances from entering the pipe. c. All joints shall not be covered until approved by the Clty. No more than 200' of d~tch shall be opened unless permitted by the engineer. d. All main lines with a diameter of 12" or less shall have 42" of cover. All pipes with diameter greater than 12' shall have 60" of cover or greater. e. Top of curb grades shall be available on the pro]ect when cuts and fills require such. WS - 2 f. Sewer flows shall be between 2 cfs and 10 cfs. 5. Gate Valves - See Item 2.13 General: The gate valves furnished under these speclflcatlons shall be of the double d~sc parallel seat type, and shall be of ~ron body, bronze mounted, designed for 200 PSI pressure. Res~llent seat valves are approved. Flve manufactures or approved equal are being used by the C~ty of Denton. Mueller, Waterous, Clow, American Darllng, and Kennedy are all presently being used. Both standard and resll~ent seal valves are acceptable/approved. Mainline valves shall be installed at each ~ntersect~on or tie-in or every 1,000 feet, whichever ~s less. 6 F~re Hydrants & Valves - See Item 2.14 General. The flre hydrants bld shall be manufactured in strict compliance w~th the latest specifications as approved by the AWWA. In addlt~on, the other designated features listed below shall be ~ncorporated in the manufacture of the f~re hydrants ~urn~shed under these specifications. The fire hydrants shall be of the compression type which closes w~th the pressure and shall have two drain ports that are ~ntegral parts of the ma~n valve assembly and work automatically when the hydrant is operated. The ma~n valve shall be provided with a safety flange assembly located at a point about two inches above the ground llne, and shall have a two piece stem and barrel so designed that there will be no breaking or damage to either the stem, the upper, or the lower barrel when struck by a vehicle. A concrete cap may be required around the valve cap when located ~n ex~st~ng s~de d~tches or otherwise directed. Five manufacturers or approved equal are being used by the Clty of Denton, Mueller, Waterous, Clow, American Darling, and Kennedy are the approved hydrants 3 Way hydrants shall have 1 1/4" operating hex-nuts, 1 (4 1/2") steamer, 2 (2 1/2") - steamers. All measurements are inside O~ameters, all threaas to be National Standard Threads. Breakoff flange level w~th the curb for general topography. On all fire hydrant leads all f~tt~ngs and valves shall be flanged unless otherwise approved by the Utlllty Department. Hydrants shall be located so that no house or lot frontage ~s more than 600 feet from any hydrant. This 600 foot d~stance shall be measured along the street or easement frontage. W$ - 3 7. Service Taps (See Items 2.16, 2.17, 2.18) General: These taps shall include tapping and ~nstalllng a corporation ~n the ma~n line, laying a designated size copper service line to the appropriate property line or as designated by the City, and install a curb stop at the end of the service l~ne. No direct service taps are allowed on PVC l~nes. All corporations and curb stops shall be Hayes James-Jones, Mueller or equal. They shall also be all brass. Service saddles shall be brass or stainless steel (nylon coated included. The saddle shall be 2 strap or a continuous strap equally wide. All copper shall be soft "Type K". The lengths and locations are shown on the standard detail. Some small adjustments may be necessary ~n the field due to terrain. Service l~nes 1 1/2" and larger may be an approved polybutalene. When a single service l~ne is run to the property to be spl~t into 2 or more services, that l~ne (1" and larger) shall have an approved gate valve at the end. The split man~fold, meters and the curb stops shall be ~nstalle~ by the City of Denton. Polybutalene shall meet the following requlrements from National Sanitation Foundation. a) All service tubing, 3/4' to 2' shall be Class 160. b) Tubing shall be flexible and manufactured for use with standard flare fittings, compression f~ttlngs and other mechanical ]olnlng methods not requiring heat, flame, cement or solvent weld to effect a seal. c) Tubing shall hold a controlled test pressure of 300 psi continuously for 1000 hours without failure or undue d~stort~on. Proof of this may be required. d) Tublng shall clearly show manufacturers traae mark, nominal size, type material, pressure rating, and seal of approval of an accredited laboratory. e) Tubing must carry a 25 year written warranty. 8. Field Tests a. Alignment shall be checked as the pipe is laid. b. Before the tie-ins are made all new plpe shall be tested at 150 pounds of pressure for 24 hours. All v~s~ble leaks shall be reassembled to minimize this leakage regardless of the toal leakage shown by tests. No installation will be accepted until the leakage is less than the number of gallons as determined by the following formula WS - 4 L=Nd square root of P 3700 Where L equals allowable leakage ~n gallons per hour; N equals number of Joints in length of pipe; d equals the ~nslde diameter of p~pe ~n inches, and P equals the average test pressure. c. Before tie-ins are maae~ all new ~pe shall be pre- chlorlnated and samples tested by the City of Denton water laboratory. All new l~nes shall meet or exceed all chlorination requirements of the C~ty before being t~ed-ln. Water samples shall be taken and approved before system ~s turnea on. 9. F~tln~s and Appurtenances General. F~ttlngs wlll be equal to in strength and comparable to adjacent p~pe. Appurtenances such as a~r release valves, check valves, backflow preventers, etc. may be required as deemed necessary by the C~ty. 2" flushing valves may be required at dead end mains by the City. 10. P~pe Classes for Sewer Mains The following materials and Standard (latest revision) shall apply to sewer mains P~e Mater~al Range of Pipe D~ameter 1. Clay plpe and fitting ASTM C-26 ana SSP 36 lb. 8 ~nch and larger 2. Ductile ~ron p~pe flttlng AWW C-150 (Required under bore, crossing, etc. or if shown on plans) 8 inch and larger 3. PVC sewer p~pe a. Standard polyvlnyl pipe and f~ttlng ASTM D3034 SDR 35 8 ~nch thru 12 lnch b. ASTM deslgnat~on F 679 18 inch thru 27 inch c. ASTM designation F 794 18 ~nch and larger d. ASTM F894 polyethlyene large d~ameter sewer p~pe 18 inch and larger WS - 5 11. Pipe Sizes and Service Connectors General: A minimum of 8" diameter is required for all mainline sewers. All service connections shall be made with a standard Y connection to the main line. The minimum required service sizes are 4" for both reslaentlal and commercial operations. Larger service lines may be used for apartment complexes or large commercial operations if required by the City. 12. Protectln~ Public Water Su~l~ Sanitary sewer shall be installed at least 9 feet laterally and/or 6 feet below water mains at cross over points. Where this condition cannot be met, extra precautions such as encasement with concrete or installation of an approved A.W.W A. class 150 cast iron pipe shall be taken to safeguard the water from contamination. 13. Manhole Classes a. Manholes shall be monolithic poured in place construction for all City of Denton work. b. Precast manholes will be allowed when authorized by the City. Material. a. Concrete used in construction shall De 3000 (p.s.~.) b. Precast manholes shall be standard manufacture by Gilford-Hill or approved equal with "O" ring Joints or equal. The use of precast manholes shall be approved by the City before any structures are installed. c. Manhole frames and covers shall conform to shape and dimensions shown on plans. Bearing surfaces shall be machined so that even bearing may be had in any position in which the cover is seated. d. Manhole covers will meet the following weight requirements 1. Located in street or traveled way - 300 lbs. 2. Located outside traveled way - 200 lbs. All sanitary sewer lines in excess of 200' shall have a dead-end manhole at the upstream end of the line. Manholes will be required at changes in grade or horizontal alignment. Manhole spacing shall not exceed 500 feet. WS - 6 During construction, leaks may occur and need patching in a manhole. If the inspector feels too many patches have been applied (over 2), the manhole shall be removed and a new one constructed. 14. Bores a. All pipe to be ductile iron. b. Casing (carrier) pipe to steel cylinder pipe (Gauge 10). corrugated metal (if prior approved) may be used in special conditions c. Bores to be made with a boring machlne that is a shaft driven cylinder with either wet or dry lubrication. No missile type machines will be allowed for any bore ~nstallatlon. d. Minimum depth for water and sewer bores shall be 42". Minimum depth for other utilities shall be 36". Item 2.20 Flber~lass Manholes Not to be used unless specified by the city. Item 6.7.2 All sanitary sewer services shall be wyes, not tees or tee-wyes. Steps shall not be used ~n manholes unless special permission is received. Manhole covers will have pick slots instead of 7/8" pick holes to avoid infiltration. WS - 7 Item 6.7.2 All sanitary sewer services shall be wyes, not tees or tee-wyes. Steps shall not be used ~n manholes unless special permission is received. Manhole covers will have p~ck slots instead of 7/8" pick holes to avoid ~nf~ltrat~on. WS - 7 SPECIAL CONTRACT DEFINITIONS The following are additions or revisions for this pro]ect that will be considered as the precedent for any conflicts that arise with the City of Denton General Specifications that are enclosed. Each of these specifications are to be included with the existing spec~f~catlon if one exists. Special attention should be paid to pay items in this section as they do have control over the existing definition if one is given in the General Specifications. Pay items shall be listed in the tabulation sheets. All other specifications are included for general reference and guidance. Two signs advertising the CIP Construction Project shall be placed ~n strategic points with lettering as neeaed to adequately describe the work. These two s~gns shall be placed prior to begInning work and maintained until the end of the project. No payment shall be made to the contractor for these signs or their placement and maintenance. GENERAL NOTICE - CONTRACTORS & SPECIFICATIONS The City of Denton Standard Specifications are being amended in three areas on December 21, 1982. Some of these points are already applicable, but the revisions clear up problems specifically. Revision #1 Delete flexible base residential street alternate. Th~s was approved by the Planning and Zoning Commission on September 15, 1982. It will be considered effective on any plats considered after that date. Revision #2 Clarification of bedding for sewer lines specl£1cally stating the depth and concrete encasement requirements. Revision #3 Institute overtime charges of $15.00/hr. for Engineering Division Construction Inspectors (See Ordinance 82-106). These will be paid by the contractor whom the ~nspector is working w~th. All charges on a project shall be paid before final acceptance of that project. RESOLUTION IN APPRECIATION "RICHARD O. STEWART" WHEREAS, the City Council of the City of Denton lost one of /ts most valued members on April 8, 1986, when Richard 0 Stewart's term of office as Mayor of the City of Denton expired, and WHEREAS, Richard O. Stewart has served as Mayor of Denton since April, 1980 and was a Councllmember for three years prior to that time and served as Chairman of the Denton Airport Advisory Board for three years, and WEHREAS, Richard O. Stewart has honorably represented this City by serving as President of the Texas Municipal Power Agency and of the Texas Public Power Association, and WHEREAS, the dedication and effort Richard O. Stewart has shown the community is exemplified by his service as Director of the Denton Chamber of Commerce, as a Charter Member and Director of the Big Brothers and Sisters of Denton, as a past President of Denton County United Way, as a past President of the Crosstlmbers Girl Scout Council, as well as his service as a past President, District Governor and Lieutenant Governor of the Breakfast Optimist Club; and WHEREAS, Richard O. Stewart has served as Post Commander and is currently serving on the Post Executive Committee of the American Legion, has served as a member of the "Denton 70ts" Committee, the "Denton 80's" Committee, and the Chamber Roads and Transportation Committee and as Chairman of the Governor's Committee for Passage of the Texas Water Bill; and WHEREAS, the City of Denton has been extremely fortunate in having en3oyed the dedicated and outstanding services of Richard O. Stewart, and seek his future support which we know will be forthcoming, and WHEREAS, Richard O. Stewart has always served above and beyond the e£flclent discharge of his duties in promoting the welfare and prosperity of the City, and has earned the full respect of his fellow Councllmembers and colleagues and citizens of Denton; NOW, THEREFORE, BE IT RESOLVED. That the City Council of the City of Denton, acting on behalf of the citizens and staff, wishes to acknowledge with grateful appreciation the services of Richard 0. Stewart and the devotion he has given the City Council of the City of Denton, and hereby orders that this Resolution be made a part of the official minutes of this Council to be a permanent record of the City, and that a copy of this Resolution be forwarded to Richard O. Stewart as a token of our appreciation. PASSED AND APPROVED this the 6th day of May, 1986 ATTEST' RAY~EP~R CHAR~UTT~-kL~EN, ~ITY-SECRETARY APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, ~TY ATTORNEY RESOLUTION IN APPRECIATION "CHARLES HOPKINS" WHEREAS, the City Council of the City of Denton lost one of Its most valued members, Charles Hopkins, who was elected thereto in April of 1980 and served as Mayor Pro Tem from April, 1985 until his term expired in April, 1986, and WHEREAS, Charles Hopkins is a member of the Lions Club, has served as President of the Elks Lodge in 1984 and as Trustee from 1984 to the present, as past President of the Denton Home Builders Association and as past Director of the National Home Builders Association, and WHEREAS, Charles Hopkins served as Chairman of the Subdivision and Land Development Regulations Committee formed in 1979; and WHEREAS, the C~ty of Denton has been extremely fortunate in having enooyed the dedicated and outstanding services of Charles Hopkins, and seek his continued support, which we know will be forthcoming, and WHEREAS, Charles Hopkins has always served above and beyond the mere efficient discharge of his duties in promoting the welfare and prosperity of the City, and has earned the full respect and admiration of his subordinates and fellow Councllmembers, NOW, THEREFORE, BE IT RESOLVED that the sincere and warm appreciation of Charles Hopkins, felt by the citizens and staff of the City of Denton, be formally conveyed to him in a permanent manner by spreading this Resolution upon the official minutes of the City of Denton, and forwarding to him a true copy thereof, and BE IT FURTHER RESOLVED. that the City of Denton does hereby officially and sincerely extend Its best wishes to the Honorable Charles Hopkins for a long and successful career as a member of our community PASSED AND APPROVED this the 6th day of May, 1986. F DENTQN ATTEST. CHARLOTTE ~LLEN, ~ITY-SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. J~ D. ~ORRIS, ASSISTANT, CITY ATTORNEY Y OFDENTON, TEXAS RESOLUTION IN APPRECIATION "JACK GENTRY" WHEREAS, on May 1, 1986, Denton Fire Chief Jack Gentry resigned, after serving as a student fireman from 1942 to 1943, as a fireman from 1947 to 1958 and as Fire Chief for the City of Denton since 1958, and WHEREAS, during the past 39 years, Jack has represented our City in the International Association of Fire Chiefs, the National Fire Protection Association, the State Firemen's and Fire Marshal's Association, and WHEREAS, during his tenure with the City, Chief Gentry has served as President of the Southwestern Division of the International Association of Fire Chiefs, of the Texas Fire Chiefs Association, of the North Texas Flremen's and Fire Marshal's Association, and of the Denton County Fire Fighters Association, and WHEREAS, Chief Gentry's dedication to his community is evidenced by the above mentioned activities, as well as his Charter membership in the Breakfast Optimist Club and service as President of the Optimist Club, and the receipt of the Silver Beaver Award of the Boy Scouts of America, and WHEREAS, the City of Denton has been fortunate in having en3oyed the dedicated and outstanding services of Chief Jack Gentry and wish to recognize same, WHEREAS, Jack Gentry has always served above and beyond the efficient discharge of his duties in promoting the welfare and prosperity of the City, and has earned the full respect of his fellow employees, colleagues and citizens of Denton; NOW, THEREFORE, BE IT RESOLVED. that the sincere and warm appreciation of Jack Gentry felt by the citizens and officers of the City of Denton, be formally conveyed to him ~n a permanent manner by recording this Resolution upon the official minutes of the City Council of the City of Denton, Texas and forwarding to him a true copy thereof as a token of our appreciation. PASSED AND APPROVED this the 6th day of May, 1986. RA/Y S~~ JOE ALFORD, MAYOR PROTEM J. W. RIDDLESPERGER MARK R. CHEW JIM R. ALEXANDER JANE HOPKINS LINNIE MCADAMS ATTEST CHKRLOTTE~ALLEN, CITY SECRETARY APPROVED AS TO LEGAL FORM: JO~J D. MORRIS; ASSISTANT CITY ATTORNEY 1417L RESOLUTION WHEREAS, the Director of the Personnel/Employee Relations Department for the City of Denton has presented proposed policies regarding employee rules and regulations for the Councllts consideration, and WHEREAS, the City Council desires to adopt such policies as official policies regarding employment wtth the C~ty, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS, THAT SECTION I. The following policies, attached hereto and made a part hereof are hereby adopted as official policies of the C~ty of Denton, Texas: 102.11 Uniforms 105.02 Reference Checks/Recommendations 106.02 Pay System 106.08 Regular Part-Time Employees 108.02 Meal/Break Times 111.01 Sick Leave SECTION II. The foregoing policies are attached hereto and made a part hereof and shall be filed in the official records with the City Secretary. SECTION III. The Employee Rules and Regulations of 1976 adopted by Resolution of the City Council on February 1, 1977, are hereby rescinded to the extent they conflict with the foregoing policies and with any administrative procedures and directives issued under the authority of the City Manager implementing the policies hereby adopted. SECTION IV. Thls Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of ~ ~'~/ , 1986 RAY ST~P~~~ CITY 0~ DENTON, TEXAS ATTEST: CHARLdTTE AL~EN, CITY SECRET~R~ CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS CITY OF DENTON POLIOY/ADMIMIa?RATIVU PRO(~BDUUB/ADMINIaTRA?Z¥! DIRU(~TIVU REFERENCE NUM R Er~EC~rV~ SUS~ U~[~O~ REPLACES T~T'E UNTFOIQ,18 POLZCYSTAT~IENT: Pottoe Dep&rtuent untfo~e~ employees wt~ be 8overned by the w~ttten untrom policy eetab~tehe~by their department and approved by the City Hannser A~ gZSTRAT[VR PROCRDURR8: I. Positions requ[rtns uniforms will be dete~nlned by the Department Director. Thte ~etem~tr~tion will be based upon security and the need for t~enttftoation of t~e employee The City of Denton will determine the color, type, style ~enttftoation for employee uniforms The C~ty will tnttial~¥ furnish ~tve sets of required uui~orum oonaisttnl of no more titan: § ehirts/blouse (Ions sleeve or short sleeve) B. 2 ltats-baeebal~ type C 1 Jacket D. All required lnstSnia (patches, names plates, badiea, otc ) g. ~he Fire Department uniform includes, tn addition § pants 2. 1 lishtwet8ht Jacket 3. 1 Sarrtaon cap tn p~ace of ~tem IV Untfo~tn8 will be requisitioned for new employees at the time of employment V. Replacement - The City will be the 8ole Judge &8 to whether a i8 serviceable; 8n~ will replace uniform8 when, in the City'8 Judtment, t~ey are no lonser acceptable for use on the Job Th~s 2 1 lS8 CITY OF DE TON LEGAL A. When untfomn8 are ~eemed no longer 8ervtceable for uae on the Job, they wtll become the property of the employee, who ma~ use them in OA~ wu~ deeLre~, provided however, any emblems, patches, ere , refe~rtns to the C~ty of Denton or a d~vtaton of the C~ty ~re re~ved from the un,rom and turned ~nto thetr 8upervtsor 5peetfte ~teme such as Jackets are exempted and wt~ ~e~n the property of the C~t~ of Denton. imp~o~ee8 sha~l 8how their 8uperv~80r the shirt8 that are no ~o~er eonat~ere~ 8ervteeable w~th t~e ~rkt~8 referrt~ to the C~ty ro~ved at the tim t~o rep~ace~nt uni~o~8 are received A~ patches, emblem8 and other ~teM referrt~ to the City of Denton ~at be turned ~n to theft 8uperv~80r ~re a proper f~t cannot be obtained w~th the standard un~ffo~ type be~ ~ru~e~ed by the City, the D~reetor ~y authorize the purcha8e of special un,fore A Tho eo~or, utert&~ 8nd senera~ appearance ~t[~ cZoae~y the standard untffo~urn~s~ed to other City employee8 ~n that 8pectf~e department B. ~n the case o~ fe~te employees, b~ouse8 ~ be substituted for the 8tand~rd untfo~ t~pe ~ff the 8~e basic co,ore and t~pe8 off ~terta~8 are used. if an employee leave8 the emp~o~ent dur~ a~ 8~x (6) month per~od after reeetv~ a new un~fo~, the employee ~tl~ either (~) return the un~fo~8, or (2) p~ 8~ o~ the cost of un~fo~8 and remove embleM, patches, eto, and be 8~o~ed to keep the ~n~ffo~8, except speetf~c exempted ~tem8, for h~s/her personal use Un[fo~8 older than six (6) months wt~l auto~t~call2 become the pmoperty of the employee w~o ~eave8 the emplo~nt of the C~ty, provided that the employee shows h~s/her 8upervtaor that all emblems, patches, etc , referrt~ to the C~t~ ~ave been removed and turned in to their supervisor Employees requesting replacement or ~d~ttonal unifo~s ~st do so tBroush their supervisor Replacement or ~d~ttonal un~fo~s w~ll mot exceed ~ set8 tn a 12 month period without ~ri~ten approval o~ the gepart~nt A Jacket8 will be replaced as deemed necessary by the C~ty and reMtn t~e property of the City B Hats and 8htrts will be stocked a8 warehouse ~ter[al and subject to the control and regulations provided POLIC?/ADMINIfJTRATIVU PRO(~BDURN/ADMZNIS?RA?IVB DIRICTZVN (Continued) REFERENCE TITi. E NUMBER UNIFORI~ tO2 11 Note. f~re Department untfo~m8 wtll be stocked and controlled in that department. Alteration - The employees who are furnished untro~me wtll not alter them exoept when they require alteration to assure proper ~ttttnl Cleanins - The employee will be responsible for all cteantns and oar[r~ for their untfoL~n8. Old, worn, damased or othe~ao ~mproper are not pe~itted The i~d~ate supervisor wt~ be the Ju~o as to ~hether an employee'8 untfo~ ~8 c~ean and 8orv~eeable at tho bes~nn~ off the work d~ 8ht~t. Emp~oyoe8 ~t~ not ~ea~ the un~o~ for other than C~ty ~ork However, unifo~ ~ be ~orn to and ~rou ~ork and ~ht[e 8poe~f~c asa~sned o~ approved functions. ~[~ Aeeessor~e8 author[xed 8nd approved by the Depart~nt Director ~ be ~orn ~th the City un~fo~ at the option of the employee Ptna, buttons, pareses or other Mrk~8 denot~ membership or w~th a profeeetona~ orsan~zatton, employee association, or other ~ork re~ated Stoup ~ not be ~orn on un~fo~8 or ~t~e on duty button8 8ha~ not be ~orn whi~e tn untffo~ or on duty Employee8 ~ho are furntshed un~ffo~8 ~8t ~ear the resu~at~on un~fo~ and hat wh~e perfo~ work for the C~ty except ~hen e~reumatanee8 and/or ~ork conditions ex[at a~ the approval o~ the supervisor ha8 been obtatned 0466g 12/tt/85 CITY, OF DENTON ,AoE_Lo; POLIGT/ADMII~ISTRATIYu PBOOBDUIIB/ADMINISTRATIV! DIRU0?IVB REFERENCE SECTION NUMEER P~RSONN~L/EltPLOYEU RllLA';ZONS '1.05.02 SUBJECT EFFECTIVE DATE PI~I~OI~I~/IB~tOYt~R RICON)S TITLE REPLACES ~l~ L;'IIRliNCE CHUCKS/ RI~ C01~4ENDA. T'r 0N POLICY All requests For information, written or verbal, from persons outside the City concern~n~ Job &ppi[cant8 and/or current, retired, or teruinated employees ~ust be refe~ to the Personnel/Employee Relation8 Depart~nt Such request -~ll include, but not be limited to- A. Vertf[e8t[on o~ eup[o~nt for [o~n and/or credit B Verification o~ emplo~nt 8tatu8 C. Salary ve~tf[eation oF D Verification of ~ork and/o~ 8tte~anee records. E P~[or work ~thout 8 8~sned release, t~e Personnel/Employee Relations Depart~nt No o~e e~se ~8 8u~o~se~ ~o ~e~esse suoh ~n~o~on employee ~8~ bo 8pprove~ by ~ho D~reo~o~ o~ Personne~ A s~ beoo~ 8 port,on o~ ~he employee,s ~e 10505 CITY OF DENTON D REFERENCE SECTION NUMEER pK~O~L/~LO~B ~I0~ 106.02 SUBJE~ REP~CES TITLE PAY ~ POLZCY STAT~NT' Zt i8 the poltoy Of the City of Denton to provide a 8yste~tio And orsAntzed approaQh for the administration of salaries for classified employees on a untfom, oity-~t~e basts a~ to p~ovtde equitable a~ competitive co~ensatton ba8~ on pomttLou c~asstfio&t~on ~ aattafaetory perfo~nee ~ ObJectLvee of the P~ Syst~ A. To ~up~eMnt a~ ~tn~ster compensation without resard to 8~ t~vt~'e r~e, co,or, ~tto~ltty, rolls,on, ~e, oF sex B. To Mtntt~n c~pet~tLve rates of compensation that wt~ entb~e the Ctt~ to ~ttraot, retsin, and~tivate competent personnel To ~e aet~ve~y involve unmeant and 8upecv~eor~ personne~ tn ~epa~t~nt8 D To recognize tnd~v~dua~ pecCo~nce, development, and ~vancement To provide a tt~ sequence ~or Satisfactory PerCo~nce increase (SP~) reviews Position Titles P~sLttons are ~ss$~ne~ to an appropriate pay plan and ra~e by ~ans o~ classification o~ a ~$tten Job specification The specification inclose position title, ~Jo= duties, ~d explanation of the established Job ffactor,. Altho~h depart~nt. ~ refer to positions by functional t~tles ~$t~n a division, all doc~ntation should re,er to official titles Depa=t~nt Directors are =esponstble for ~mtnistration of the P~ P~, tn thet~ respective ~epart~nts The P~ Plans p~ovtde S~i~elt~8 for ~nt ~ supervisors to explain the salary p~os~ a~ policies to ~plo~ee8, establish a t~M ~r~ for pe~Tomnce revt~8 an~ ~ete~ne the appropriate level of salary tme~eaee base~ on an employee's perfomnee Clt~ OF DENTON L[uAL uE'~[ POLI~Y/&DMIHIS?RI?XV! PRO~BDUltU/&DMIIfZSTU&TIVB DIRB~TIVU (Oontfnesd) REFERENCE TITLE NUMBER PAY SYST~ 106 02 8atisFaotor~ Per~oru~noe Zncreaees (SPZ) A SatisFa~tory PerFormance ~noreaee (SP~) t8 defined as a pe~ ~r~rease b&sed on p~os~eee ~ s~ep~&bXe 88t~s~&e~o=~ pe=Fo~n~e 8~nee ~ut review. A~t~ousb 8 review o~ 8n employee'. 3ob pe=~o~nee be slven a~ ~ tl~, the ea~l~e.~ i~c=ease ~ be siren at ~n~e~val es~abl~ahe~ b~ ~e ~pp~opr~a~e p~ plan ~m no case shall the ~unt of the 8P~ exeeed the MXt~,m rate set for the appropriate p~ ra~e For ~re ~nfo~t~on, see Poltc~ tlO~ 0~, approved 7-2-85, Perffo~nce Appraisals Assti~t or Employee. For P~ ~urpoee8 A New Regular Kmp~oyee8 ~e .tartt~ rate of p~ for ne~ employees ~ho ~et the m~nt~ =equ~=ement8 of a poatt~on ut~ be the m~n~ rate ~or the ase~sned ra~e On~ upon reco~n~atton of the Depart~nt Dtrector a~ approva~ of the eeraonnet D~rector ~ the 8ts=t~nt 8~kar~ for a new employee be ~Justed ~ order to compena&te for prevtou, expertence, ~d~tto~ education, current .a~a~, or other appropriate factor8 Co~tment to a ~and~date 8uperv~.or eoneern~ the ~ype of ~Just~n~ .hou~d not be ~de wtthout prior spp~ova~ of the Peraonne~ ~en an tnd~vtdua~ ~n the ~erv~ce ~t~tenance, 8nd Techn$ca~/Par~-profees~ona~ Job f~t~ie~ ~arrant. ~ons~der- · t a rate between 5rep "~" and Step "E" of the seasoned range, dependent upon t~e requtre~nt, o~ the ~en an ~nd$v[dua~ ~n t~e Dcofeee~on~[ and ~n~ement/Superv$s[on Job f~$tte. ~srrant. consideration ~or ~ppo~nt~nt above entry ~eve~, compensation can be .et at · rate between m~d-po~nt of the assigned ra~e Deve~o.~nts~ T~a~kt~ ~ere ~t has not been possible to locate an app~$cant ~ettn~ of the mLn~m~ qualifications or ~n unuaua~ c~rcumstance., with pr~o~ ~pproval of the Depart~nt D~reetor and Peraonne~ D~rector, rate less t~n m~n~m o~ the ra~e In 8u~h ~sees, a pro~ee- 8~ona~ developMnt plan t~catL~ actions, activities ~ an established tim for the tra~n~q per~od shall be approved by the DepartMnt Dt~eeto~ a~ the Personnel Director ~ ~tled ~n the ~lo~ee'8 file APR ~ 0 1986 CI1Y OF DENTON LEGAL DEPT. ~OLIOYI&DMINII?IATIV! PROOBDURB/&DMINIa?R&?IyB DIRIOTIVI (~oatlneed) Once t~e developmental plan ts &pprove4 b~ the Personnel D~e~o~, t~ wpSozee mst Me~ tb est~bStshe~ $o~S8 v~thSn one (S) fsS~u~e ~o ~o so ~ ~esul~ la ~on or ~emin~tton. ~evLs~ons of ~he 6eve~op~n~ tu&ek~ p~an fo~ ~he 8e~ee~e6 ~oyee ~8~ be app~ove~ ~n ~v~e by ~he Pe~sonne~ B. Fo~ ~p~o~ee8 Upon ~eeo~n6e~on o~ ~e Depa~Mn~ D~ee~o~, ~ ~o~ ee~v~e emp%o~ee who ~e~ ~n Soo6 e~sn6~ a~ w~shee ~o ~e~u~n ~o the C~t~ tn the 8~ ~ob e~ase~f~e~tton ~ be p~d at a rate equal to h~8 Four rate of p~, provided the t~lvtdua~ re-~tr~ wtthtn t~e~ve ~nth8 off te~natton See Po~tcy ~102 05 C. 8easona~/Tempor~r~ Employees 8easona~ and temporary e~o~ee8 8~1~ be a88tsned to t~ rate established for ~1~ positrons In the approprtate p~ ra~e on the Seasonat/Temporary p~ p~n A~thoush eval~atLon8 are to be co~ucted reSu~acl~, no pos~t~on on th~8 p~ plan ~8 e~S~ble ~or See Po~tcy $t03 O~ Transferred ~mployee8 t~ter~ Tranefer--~ employee uk[~ a lateral transfer eont~nue to receive the 8~ salary This Lnc~u~es transfers to another pos~tLon ~th~n the 8~e pay can~e 2. Transfer to a H~her Postt~on (An ~n-Hm~se Advancement S~0~ 0~)--~ employee tr~nsferr[ns to a ht~her positron no~y start at step A off the htsher positron or receLve 5~ ~ncreaae over present salary, ~hichever ~8 h[iher Va~tatLon8 ffrom th~s stated no~ procedure ~st be approved ~n ~van~e b~ the Personne~ Director In no case ~ the R~he~ posLt~on sa~aW exceed the top of the p~ ra~e 3. Tr~nsFer to 8 Lower PosttLon--~ employee voluntarily tr~nsFerr~ to ~ %o~e~ positron ~ttl bes~n at Step A of t~t p~ ra~e un~es8 the receLv~ 8upervtaor ceco~nd8 a h~her step ~n ~ case ~ the ~ower pos~tton salary exceed the previous postt~on s~ry, or the top of the ~ower posLtion ~e See Po~tc~ t~O~.06 1988 CiTY OF DENTON LEGAL DEPT R. Deuo~e~ Bmployees A~ ~e d~oo~et~on o~ the Departuent Dtreotor, n euplo~ee uu~y be o~ by ua~sn~ ~he employee ~o 8 poe~on o~ ~oveF ~on, oF 8es Po~e~ F. Re~uen~ From Ex~en~e~ ~esve oF Abeenee ~ ~p~o~ee w~h 8n ex~e~e~ ~e~ve ~ be ~ee~o~e~ ~o h~8 poe~on e~ ~he 8~ ~8~e o~ p~ ~o~ ~e ~n~o~on, see Po~Q~ ~ 08. W h~n~ene~e o~ ~e P~ P~&n p~epe~e~on o~ ese~ ~nn~8~ bu~se~, ~he Personnel/Employee gepa~tMnt shall uke ~omparat~ve stu~es o~ t~e ~actor8 a~Cect~ns t~e level o~ salary ~a~e8 On the basts o~ conclusions reached $uc~ studies, the Personnel D~roctor 8hall reco~nd to the City ~er cha~es tn salary ra~e8, as appropriate All F~e and Police C~vtl Service pro~tion8 a~e governed by Article 126~m, Vernon'8 Texas C~v~l Statutes, a copy of which available for review at the departments of Fire, Police and Personnel/Employee Rel8tLons 0296a 0~/~9/86 APR ,~ n 1986 CITY OF DENTON LEGAL DEPT CITY OF DENTON PAo, o, POLlgY/&DMINIEI*BATIVB PiIOOBDUBB/&DMINMTUATIVU DlUUCl*lVU ~EFERENCE SE~ION NUMBER PR~O~/~O~g R~AZZON8 106.08 EFFE~IVE DATE SUBJE~ Pb~ REP~CES TIT~E R;GULAR PAR~-~[~ ~LOY~8 POLICY The Ctty of Denton &llowe an employee to have two part-t~ue pos~t~one ns lon~ ns the scheduled bourn of work ere not ~n conflict. The status of an employee w~th two p&rt-t~me pos~t~on8 wt~l remain part-time. No p~t-t~ employee o~L8tb~e ~0~ benefit8 that exeo~ t~t o~ a ~l~-t~M ADM[N~ST~T~VE PROCEDURES. D~F~N~T~ON5 A Reau~a~ Dart-rrM employee8 ~re employee8 bu~et~ to work ~e88 than ~orty (~0) hour8 per week B. Ha~ff-ttM reau~ar part-t~M emptoyee8 are employee8 who are humored to work at ~oast twenty (20) hour8 but ~e88 than thirt~ (30) hour8 per week. T~ree-ouarter ttM refu~r part-tt~ emDloyeea are emp~oyee~ who are budsoted to work ~t ~eaat thirty (30) hour8 per week but ~e88 than forty (~0) A The positron the pa~t-t~ employee ~ h~red in f~rat ts conotdered tho priory employer ReSu~ar part-tiM employee8 8eco~ part-t~M poa~tton w~t~n t~e C~ty only with a reco~ndatton o~ the pr~Mry emp~o~e~ The priory employer w~ll be reeponatb~e for ~ntatn~ ~L1 record8 flor the resu~ar part-t~ employee Status Sheet8 - p~ record8 2P~ro~t TtM ~orksheet8 a~ pa~ check8 3.A~ocatton and tranaffer o~ charSe8 B The secondary employer ~8t coordinate rate off pay, ~our8 of work, a~ a~ other relevant ~n~o~t~on w~t~ the prtury employer C. Ovort~ worked w~ be pard when the combined ~our8 worked exceed fort~ (~0) hours per week The prt~ry and 8eco~ary employer p~ for actua~ hours worked and the employer(8) cauat~ the tota~ ~our8 to ~0 ove~ forty (~0) hour8 per week w~l p~ overt[~ The Aecta~on a8 to who p~8 tf the employee work8 ~re than forty (~0) hours per week depe~8 on' L'OLIOT/ADMINIS?I~ATIVB PROCBDURU/&DMiNIiU?R&TIVU DERB~TXVB ~ ~EFS~ENCE TITLE I NUMBER ~GU~ PART-T~ ~LOYE~8 / ~06.08 ~ one postt~on ~equ~red t~e overt~ oaust~ t~e ~otal ~oure to So ove~ ~o~t~ (40) hours pe~ week, ~hen 2 Z~ both poaL~on8 ~equir~ equal ~unt total hours ~0 So ove~ ~o~t~ (40) hours ALv~e~ evenly. 3 ~f one poe~t~on ~equ~reA less than ~t8 buAsete~ hours (usuall2 20) a~ ~he othe~ pos~on requ~reA ~re t~n ~8 bu~eteA houF8 plus ove~t~m~ ~hen the pos~on requ~ ~he extra hou~8 p~8 Fo~ aotual plus overt~ For ~otal hours over Fort~ (~0) BRNEFZ~S FOR PART-~ For porte,e8 and procedure8 pertatnt~ to benefits for part-t~ e~p~oyee8 refer to ~o~ete8 ~07 0~-107 9~ "Employee Benefits 0260g 01/28/86 CITY OF DENTON POLIgY/ADMIiIIa'I'RATIYB PBOOBDUIIB/ADMZII'IBTRATIYB D~RBOTIVB REFERENCE SECT;ON PgRaONI~L/EHPbOY~B RELATIONS NUMeER ~08 02 SUSJECT 8YANDAI~)B OF CONBUCT FOR gNPLOYggB EFFECTIVE eaT; · tT-E ~AL/BRRAK TIHRB RE.C,~CES POLICY BTATg~NT: gver~ e~ort will be moAe to ensure that all employees receive a daily meal break durip~ each sht~t This break is to be taken at the discretion o~ the department supervisor There me~ be instances, however, when ~n emplo~eeu~ not receive a scheduled meal break due to sche~ulins and/or ~he ~ture o~ the work No ~re ~han ~wo re8~ breaks ~ be ~e available w~th the approval ~he ~ate supervisor. Rest breaks shall be consi~ere~ ~ privilege ~plo~ee's work respons~btl~ies am~ ~epa~nt work schedules A. Re8~ Break Rest b=e8k8 ere s Mx[~ oF F[~teen ([5) m[~ute8 Kmp[o~ee b~eak8 ~8t be taken at, net=, or In route ~o or from ~ork 8$te8 within the fifteen (~5) minute limits gmployees whose ~ork sites and/o~ ~ork schedules do not pe~it opportunities to obtain ~ood or beve=~es should plan ahe~ and take provisions ~$th them to the work sites. B Rest Break Practices ~ot Pe~[tted Combtntns two dat~y b~eaka ~nto one thirty (~0) minute rest pe~od "Banking" rest pecked t~ from d~ to day Sav~n~ rest period t~ to extend lunch per~od or shocten ~e p~ohtbtted ~ Request~ compensatory tt~ off or overtime p~ for penford durt~ ~eat 5. F~e~ ere~s ~tl~ not be a~o~ed to ~eave the Job a~te for b~eaks ~oo6j 01/07/86 CITY OF DENTON POLIOY/ADMINIB?RATIyu PROOBDUllU/ADMI~gTRATIVE DIRg(3?IVB PR~O~RL/~LOYEE RELAtiONS ~1 O~ SUBJECT ~AVg/~BRNC~ 11/19/85 REP~CES POLICY STATgNENT. Sick leave ts & benefit provided to cover illnesses of the employee or covered dependents, but tt ts expected that the actual use of etok leave will normally be less than the number of da~s which are provided per year Sick leave ac ~nlB~acctm~late to provide the employee coverage for severe or ca~ ~trophtc illnesses Alt gb the City provides sick leave accrual at the rate of twelve days per ye&c, excessive absences on the part of the employee ma~ signal a performance problem to the supervisor Continued use of sick leave at higher than average rates m~ create situations within a work group which hamper accompltslunent of the taskS. A supervisor m~ take remedial action by Betting attendance goals or enforotag the appropriate discipltn&ry action Employees who die while tn service of the City or while on authorized mtltt&r¥ leave or,absence shall be paid for all unused sick leave not to exceed 90 working ~e. Pa~vment shall be made to the estate of the employee or beneftct&r¥ of the sick leave benefit, whichever the employee has designated ~mployee8 who leave the service of the City, except a8 provided for tn this paragraph, shall not be paid for unused accrued sick leave Civil Service employee8 are an exception to iht8 rule, please Bee Section V of tht8 policy for full details AD~£NISTRAT~VE PROCEDURES. SICK LEAVE PAY AND ACCRUAL (NON-C[¥IL SER¥[CE) A Sick Leave P~ No cash p~nentB will be made for unused sick leave a Aocru~t ~. An employee is not eligible to receive and use sick leave until completion of one full month of regular emplo~aent The first full month will be determined by the date of regular emplo~flnent Wl~en an employee begins service before the ~6th day of the month, thnt month will be considered & full month When an employee begins service after the l§th day of the month, the first full month will not be completed until the close of the next calendar month. APR '~ n 1986 CiTY OF DENTON LEGAL DEPI ~Aa~ 2 POLICY/ADMINIaTRAT~¥B PROOBDURB/ADM~NI~TRA?~¥B DIRUOTIVU (0outln~ed) REFERENCE TITLE NUMBER ,.EAVE lll.ol Example Emplo2ment Date: P~Y 12th - first ffull month completed at the end o~ Employment Date. KB~V 20th - first full ~nt~ co~leted at the end of ~une Upon completion o~ one (~) ~u~ ~nth (~8 de~tne~ above), e~sht (8) hours o~ sick leave v[ll be deposited tn the employee's A~e~ ~o~e~Lon o~ th~s ~nth~ ~he s~ok ~e~ve hours ~o~ue~ · p~u~ ~nth ~e no~ ~v~b~e ~o~ ~he employee to use S~k ~e~ve ~ no~ be use~ ~n ~v~oe o~ ~ be~ 2 S~ok ~e~ve ~s ~oo~ue~ ~ the ~e o~ e~sh~ house (8) ~o~ ~esu~ hours) A~ em~o~eee ~h ~o~ua~ ~n exaess o~ 90 ~s 8uoh acc~al i8 ~o~ to 720 hours at which ti~ the aec~l can never exceed 720 hours For Fire and Police Civil Service Employees there i8 no l~mtt to t~e ~unt o~ sick leave they ~. Du~ unpa~ leaves of absence, no ~ccum~l~t~on ~o~ s~ck leave A. ~o receive pa~ s~ck leave an emploMee shall mo~i~2 ~he supervisor o~ au~ho~ize~ ~epresen~a~ve before or within ~0 minutes a~e~ ~i~ set ~o~ beg~nnL~ o~ ~ork ~ is ~he emplo2ee's ~espons~btl~2 ~o contac~ b~s/her supervisor · a~12 ~ absen~ ~or ~re than one ~ Exceptions ~oul~ be hospLtal~za~on, or a p~olom~e~ o~ catastrophic illness B. ~mplo~ees who beco~ ill ~u~ ~he perio~ o~ ~he~r vacation ~equest t~ ~hei~ vacation be ~emporar~12 ~e~nate~ an~ ~he~ o~e~ ~o sick leave. A p~sic~'s s~ate~n~ ~1 mo~llM be requ[re~ in such instances APR ~ n 1986 CITY OF DENTON LEGAL DEP'I POLIO?/ADMINISTR&TIVB PROOBDURB/ADMINMTRATIVB DIRUCTIVB (Ooatia,aed) REFERENCE NUMBER TITI~E SiCK LEAVE lll.Ol CONDITION5 FOE USg Sick le&veu~y be used ~n ~ntervnls of one hour Official holidays an~ regular days off shall not count eta[asr sick leave Stck leave may be allowed ~n oases of personal ~llne88, doctor's v~s~ts, or ph~,stonl ~nc&pse~t¥ of an employee, when required to attend to their spouse or m~nor eht~ren ~ho are ineapae~t8te~, or to 8tten~ a bonn f~de counse~t~ 8esston by Md~eal 8ttuat~ons, e~ck ~eave ~ a~8o be used for ~ther, father, brothe~ or s~ster. ~t ~8 resounded that tbs responsibility c~r~ for m~nor children 8hound be shared b~ the mother and f~ther when botR are employed outside of the bom An employee w~o ~8 present ~ use ~ccrued 8~c~ ~e~ve for temporary d~sabt~t~ au ~ be ~ete~ned necessar~ by her Supervisor8 ~ require satisfactory proof o~ illness or of the need Tot 8tte~ 8 f~ ~ber 8nd ~ d[88~o~ a~ 8~ck ~eave ~n the absence of uue~ docu~nt~tton After ~ employee'8 8cc~atod 8~ck ~eave ha8 been exhausted, aocrue~ vacat~on~ be use~ a8 e~ck ~eave ~en absence due to t~ne88 exceed8 the ~unt o~ pa~d leave earned ~nd authortzed, the p~ of ~ employee 8~a~ be d~econt~nued until returni~ to ~ork A ~eavo o~ absence ~st be requested a~ iranted (eec ~oliey 1~ 58) ~t ~8 t~e employee'8 reepons~btl[ty to provide a ~o~tor'8 and an est~ted return d~te 8o tbs supervisor ~an dete~ue ~ether the poe~t~on can be ~eft open or ~t~ed temp~ra~tly Based on the fo~o~t~ or,terra o ~e~th of ~e~ve requested o ~ork~o~ requ~reMnt8 o e~o~ee'8 past ~ork record o e~o~ee'8 ab~t~ to per~o~ [n 8~ po~[t[on upon return A~ter 90 consecutive d~e off ~ieabt%[t[, the ~o~-te~ plan will go ~nto e*Tect for all eltgible employees Accrued s~ck leave ~ be used in conJunctto~ w~th the workers compensation plan to ~et But not exceed an employee's regular (See 10~ 10 for further explanation ) It is expected that only the necessary t~ needed for d~rect ~ical services ~ be taken ~,PR '~ () 1986 CITY OF DENTON LEGAL DEP'r POLI(3Y/ADMINIHTR&TIVB PROOBDUUII/&DMINISTRA?IYu DERBG?XYB (gontle~ed) r REFERENCE NUMBER T~TLE SI(]K ~dEAV~ 1_~. 0~, HISUSE OF SICK LEAVE A supervisor ~ at ~ time requtre satisfactory proof of the proper use of sick ~e&ve 8nd. u~- ~ts&tlow sick leave tn the absence of such proof. An employee who m~suse8 sick leave shoutd be counseled and be subject to penalty &nd/or dtectp~n&r¥ C~Vlb 8gRVICE A. 8~ck be&ye Upon te~uttn~ton of emp~o~nt ~ith the Ctty, C~v~ Service employees ~ be p~d ~or accrued 8tck ~eave up to a uz[~ of 90 vorkL~ d~8 B Aoc~81 construct8 se~vtee 2 Ft¢~ee~ (tS) hou~8 ~or 0~/~9/86[ CITY OF DENTON LEGAL DEPF 1433L RESOLUTION Whereas, the Denton Development Guide, as amended, was adopted as the official land use and development guide for the City to be used in conjunction with planning, development and land use decisions, and WHEREAS, the Guide provides for a procedure to implement policy changes in regar---d to current land use decisions, and WHEREAS, a petition for the rezon~ng of land at the xntersectlon of Robinson Road and proposed Hxghway Loop 288 would violate the xntenslty polxcy for the area as provided xn the Guide, and WHEREAS, the Planning and Zoning Commission, after due consxderatlon and study, has recommended that the Guide be amended to provide that the intensity policy for the intersection of Robinson Road and proposed Highway Loop 288 be changed from a low intensity to a moderate intensity area, and WHEREAS, the City Council has received the recommendation of the Planning and Zoning Commission, and, after due consideration of the current and projected land uses and zoning for the area, the current and projected design capacities for transportation facilities, utilities, and other public facilities in the area, the need for the proposed change, the impact such change would have on the overall growth pattern of the area, whether such change would maintain the concept of balanced growth between all quadrants of the City, and the overall planning goals and concepts contained in the Denton Development Guide, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the Denton Development Guide, as revised, be hereby amended by changing the "Overall Concept Plan" and "Land Intensity Areas" maps of the Guide for the intersection of Robinson Road and proposed Highway Loop 288 from a low intensity area to a moderate intensity area so that hereafter all existing policies of the Guide applicable to moderate intensity areas shall be applicable to ~uch area. SECTION II. That a copy of this Resolution be attached to the Denton Development Guide, as revised, showing the amendment herein ma--~. PASSED AND APPROVED this the d~'~-~ay of ~.~ , 1986. ATTEST CHKRLO~AL~LEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS Ne> t Document ll18L RESOLUTION WHEREAS, Zane Lemon has requested that Pembrooke and Lynhurst Streets at the intersection of Pennsylvania and Longrldge, public streets w~th~n the corporate l~mlts of the C~ty of Denton, Texas be temporarily closed to public vehicular traffic between the hours of 4'00 p.m. to 10 00 p.m on July 12, 1986, for the purpose of hav~ng a neighborhood block party, and WHEREAS, Zane Lemon has assured the C~ty Council that all residents ~n such block have agreed to the temporary closing of Pembrooke and Lynhurst Streets at the lntersect~on of Pennsylvania and Longrldge, and WHEREAS, Zane Lemon has further assured the City Council that no alcoholic beverages w~ll be served at the above-mentioned block party; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS' SECTION I. That Pembrooke and Lynhurst Streets at the lntersect~on of Pennsylvania and Longr~dge, public streets in the corporate limits of the C~ty of Denton, Texas, be temporarily closed to vehicular traffic from the hours of 4.00 p.m. to 10 00 p.m. on July 12, 1986, for the purpose of hav~ng a ne~ghorhood block party. SECTION II That the C~ty Manager shall direct the appropriate C~ty Department to erect barricades at Pembrooke and Lynhurst Streets at the ~ntersectlons of Pennsylvania and Longr~dge at 4.00 p.m. on July 12, 1986, and to have the same removed at 10 00 p.m. on said date. PASSED AND APPROVED th~s the ~_~J~r/~ay of June, 1986. ATTEST. CHARLOTTE ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1455L RESOLUTION WHEREAS, on a regular basis the Mayor is asked to approve requests to install utility lxnes wxthln the extraterritorial jurlsdlctxon of the City of Denton, and WHEREAS, from t~me to time, the Mayor of the Cxty of Denton is also requested to approve "Applications to Name Streets" within the extraterrxtorial jurxsdlctlon of the City of Denton, and WHEREAS, the Mayor and City Council, having discussed these requests, have determined that these requests should be reviewed by the Cxty staff prior to executxon by the Mayor, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS. SECTION I. That the Mayor of the City of Denton is authorized to execute, on behalf of the City of Denton, approval for "Requests for Permission to Install Utility Lines" and "Applications to Name Roads in Denton County", upon the recommendation of the City Manager, who shall have hxs staff review said requests and appllcatxons prior to making his recommendation SECTION II. That this resolutxon shall become effective lmmedxately upon Its passage and approval. PASSED AND APPROVED this the~_..'~'~day o£~_.M~:t.~...~=~, 1986. ATTEST. CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS BY'. 1445L RESOLUTION WHEREAS, the Metroplex Mayors have created an executive committee on State Highway Financing, whose primary function will be to lobby for a greater share of state highway funding for the Metroplex; and WHEREAS, as part of the lobbying effort, it is essential that the 1982 Greater Dallas Moblhty Study be updated to include DART, new thoroughfares, freeways and tollroads, and WHEREAS, the Executive Committee has recommended that the $50,000.00 cost of updating this Mobility Study be apportioned among the participating cities on the basis of their 1980 populations, and WHEREAS, Denton's resulting share of the cost of updating this important Study is estimated to be $1,335.00, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS: SECTION r. That the City Council hereby expresses its support for the efforts of the Executive Committee on State Highway Financing. SECTION II. That the City of Denton hereby agrees to contribute its proportzonal share toward the cost of updating the Greater Dallas Mobility Study. SECTION III. That this Resolution shall take effect immediately from and after its passage and approval. PASSED AND APPROVED this the~day of ~ , 1986 ATTEST: CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1063L RESOLUTION WHEREAS, a ma3orlty of the Council w~ll be out of the C~ty of Denton on June 17, 1986, and it is necessary that the Councxl meeting for such date be held on June 10, 1986, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SEC%ION I. That the regular Council meeting to be held on June 17, 1986 be held on June 10, 1986. PASSED AND APPROVED this the 3rd day of June, 1986. ATTEST CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS BY.~ 1471L RESOLUTION WHEREAS, the City Council of the City of Denton, Texas, has heretofore determined the necessity for and ordered the acquisition by the City of Denton of the hereinafter described right, title and interest in the land hereinafter described; and WHEREAS, the City of Denton has been unable to agree and cannot agree with the owners upon the value of the hereafter described right, title and interest in the hereinafter described land situated in the City of Denton, Denton County, Texas, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. The City Council hereby finds and determines that it necessary to acquire the hereinafter described right, title and interest in the hereinafter described land, and that it necessary that it authorize proceedings in Eminent Domain to acquire the right, title, and interest in the hereinafter described property. SECTION II. That Michael J. Whltten, attorney at law, acting on behalf of the City of Denton, is hereby authorized and directed to bring condemnation proceedings to obtain a stormwater drainage easement In, over, and under the land situated in the City of Denton, Texas, described in Exhibit "A", attached hereto and incorporated herein by reference, for the purpose of construct- Ing, reconstructing, repairing and maintaining a stormwater drainage easement in, on, and under said property. SECTION III. This Resolution shall become effective from and after its date of passage. PASSED AND APPROVED this the /~7~day of ~S ATTEST: C'~rARLOTTI~ ALLEN, c~l'rY SECRLh"T~Y CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS EXHIBIT "A" FIELD NOTE DESCRIPTION DRAINAGE EASEMENT BEING a tract of land situated in the S.C. Hirams Survey, Abstract No. 616, City of Denton, Denton County Texas, being a part of a tract of land con- veyed by deed as recorded in Volume 797, Page 793, Deed Records of Denton County, Texas and being more particularly described as follows {with bear- ings referenced to the plat of Sunburst Place Two as recorded in Cabinet E, Page 245 of the Denton County Plat Records): BEGINNING at a 1/2 inch iron rod found for the southwest corner of a tract of land conveyed by deed to Charles E. Bounds as recorded in Volume 1117, Page 371, Deed Records of Denton County, Texas, said iron rod being in the east line of a tract of land conveyed by deed to Andrew Novodomszky as recorded in Volume 1123, Page 831, Deed Records of Denton County, Texas; THENCE South 83° 00' 31" East, departing said east line, and along a south line of said Bounds tract, a distance of 50.00 feet to a point for corner, THENCE South 42° 43' 29" West, departing said south line, a distance of 40.03 feet to a point in the northeast right-of-way line of Dallas Drive (variable width). THENCE North ¢7° 16' 31" West, along said northeast right-of-way line, a distance of 30.94 feet to a point for corner, said point being ~n the east line of the aforementioned Novodomszky tract, THENCE North 01° 01' Og" East, departing said northeast right-of-way l~ne and along sa~d east line, a distance of 14.50 feet to the POINT OF BEGIN- NING and containing 0.0225 acres or 980 square feet of land. ALI AL-KHAFAJI "TRACT B" 1095L RESOLUTION A RESOLUTION BY THE CITY OF DENTON, TEXAS, AUTHORIZING THE CITY MANAGER TO SIGN AND SUBMIT TO THE DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT A FINAL STATEMENT OF OBJECTIVES AND PROJECTED USE OF FUNDS WITH APPROPRIATE CERTIFICATIONS, AS AUTHORIZED AND REQUIRED BY THE HOUSING AND COMMUNITY DI~VELOPMI~NT ACT OF 1974, AS AMENDED. WHEREAS, the City of Denton, Texas, Is concerned with the development of vxable urban commun~t ~es, ~ncludxng decent housing, a suxtable Ixvxng enwronment and expanded economxc opportunxt xes; and WHEREAS, the City of Denton, Texas, has a specxal concern for persons of low and moderate ~ncome, and WHEREAS, the Cxty of Denton, Texas, as an entxtlement Cxty, has prepared, through a citizen part~cxpat~on process, a program for utxlxzxng its f~rst year ent ~t lement funds ~n the approxxmate amount of $470,584, and WHEREAS, the public hearxng w~ll have been held ~n accordance w~th the law; and WHEREAS, the Act requires an application and appropriate cert ~f~catlon, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, THAT SECTION I. The C~ty Council of the Cxty of Denton, Texas, authorizes the Ctty Manager to s~gn and submit to the Department of Housxng and Urban Development a grant applxcatxon and appropriate assurances for entitlement funds under the Housing and Community Development Act of 1974, as amended SECTION II. That the C~ty Councxl o£ the Cxty of Denton, Texas, authorizes the D~rector of Planning and Community Development to handle all fxscal and admtnxstrat~ve matters related to the apphcat~on, the Housxng Assistance Plan and the assurances. PAGE 1 SECTION III. This this Resolution shall take effect ~mmedlately from and after its passage. SECTION IV. That the City Secretary is hereby authorized to furnish copies of this Resolution to all interested parties. PASSED AND APPROVED this the /~day of ~, 1986 ATTEST CHARLOTTE'~L~EN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 RESOLUTION BE IT RESOLVhD BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS The Mayor is hereby authorized and directed to execute on behalf of the City of Denton, Texas, a Pipe L~ne L~cense Agreement dated June 1, 198S, between the C~ty of Denton and the M~ssour~-Kansas-Texas Railroad Company, relating to the construction, reconstruction, use, maintenance, repair and ~nstallatlon of one aerial electrical distribution l~ne containing a maximum of 13.2 KV at Mile Post K-72S 83, Denton County, Texas. PASSED AND APPROVED this the ~"'~ay of ~, 1986 ATTEST' CHARLOTTE ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS POWER LINE LICENSE THIS AGREEMENT No,., made this 1st day of June . 19 86 between the MISSOURI-KANSAS-TEXAS RAILROAD COMPANY, hereinafter called "Licensor", and CI~ OF DENON, TE~S here~fter ~lled "L~censee~ WITNESSETH ARTICLE ! 1. ~. ~to agre~nt shall t~e effect the date hereof, nd unless sooner te~t- naiad ia provLded herein, shall ~ntinue ~u force so long as used for the pu~se herein oe~ out for a period of ten (10) years, or until te~tnated by either party giving the other party not less then thirty (30) days' advice notice ~ wiring of an intention to resinate the 8~e, the agre~ent to temtnate upon :he ~iration o~ such tern or notice, ~ichever occurs first. Licensee il hereby given a renml option at a price ~d :e~ to be negotiated no sooner ~h~ 120 days or less th~ 30 days prior to the ~trattou of th~o ~8m. Zn the even~ the ~un: of r~ogo~tated rental i8 ~t agreed ~o in ~ttng by both parties, prior Co the ~tratiou of the tam of this license, this license shall call7 tem~ate ~thout ~tice, effective the last day of the ~iring 2 Consideration and D~cflpti~ In conmderatlon of NINE H~D~D FIFTEEN ~D NO/100 ....... ........................................................... ($ 91~ 00 )DOLLAR5 receipt of which is hereby acknowledged, and of the covenants of L~censee as he.melter set fonh, L~nsor he.by ~nts a hcen~ and pergamon to L~censee to construct, reconstruct, use, mamtam, ~pmr and ms~ll one electn~ d~s rzbut me ~nmmmg a maximum of sfl~ted on, across or along L~nsor's propemy at or near Denton . m thc Counly of Den ton and S~te of Texas For convemen~, thc uld power hne w~th all towers, poles, w~res and appu~enances Insofar as they relate to ~d power line upon ~d nsh~ of way ~s hereto ~llcd "Crossmg' The loutish of ~d Crossmg m mo~ pamcularly descried as follows Sazd aerial tr~smsszon line crosses sa~d Razlroad Comp~y's premzses at an ~gle off 90 degrees 00 mznutes, more or less, measured tangent to cu~e, fro~ the centerhne off s~d Razlroad Co~any's Denton S~d~vzszon m~n track a: ~le Post ~-72~ 83, bezng mazn :rack valuation ~a~nzng statzon 1703 pl~ 08, d~s:~: 47~ feet, more or less, me~ured east along the centerl~ne of sazd ma~n track from the centerlzne of Page Road m~n lzne ~a, sta 1707 + 87 Opposite M~le Post K-72S.74 D.O.T No. 414 688 X. Sazd wzre l~ne zs not wzth~n the lzm~:s of a p~lzc c~ss~ng, AklltlLil Licensee undertakes and r "~s I Sp~eelfleations All crossings shall be ¢onslrueted r~¢onstructed u~ed maintained operated r~pa~red and ~n'~talled m str~et accorda nco v,~th the specdlcatlons for the t~me curren! of the Natmnal £1ectncal Safer) Code -Part 2 "Safet~ R ule~ I'or thc Installation and Mamtenanc~ of F~ectr~c Suppls and Commumcatmn !me~ provided that all mater~aland v, orkmnn,h~p emplo',cd m the construction reconstructmn u~e maintenance operation repairs and installation of the Crossing shall subiccl tothcappro~alofl Icensor ~ChlefEngmc[r Inan~ e~ent home,er SaldCros~lng ffacr~a} shailclearthcra~l, ofan~ tra, k of I ~ct n~or at lea st thlrt~ (t0) feet and no poie~ shall bc placed naa ret t ha n fifleen ( 15 ) feet to thc ma m track or an~ side track '[ Cro~ng o~ er an~ Irack shall be as near[~ a~ possible al right angle~ If sa~d Crossing ~s bur~ed ~t shall bc placed ~n a condu[l ~ h~ rc the top of the condu~t zs at least f~ve and one-half ($½.) feet beneath base of and f~e and ore-half ($½~ feet beneath surface of ground at all points L~censor~s right of ~a~. 2 Present Occupanls To make appropriate arrangement~ ~lth an~ person or legal ent~t~ occupying thc prcm~e~ afl~t~d h~ r~b~ pursuant to a lease or other permtssmn granted bs L~cen~or so thal Licensee s sa~d Cros~ng ~ ~11 nol unle Interfere ~lth the use of the subject propcrt), or create undue hardship on the person or legal entlt) occup)mg thc prcm~sc~ 3 Liabtlits Licensor shall not be liable for a n~ damage to sa~d Crossing or the contents thereof ho~ soever such da magi shall bc caused ~he~her b) the negligence of Licensor, its agents emplo)ees or otber~lse Lmensee assumes the risk of, and shall protect mdemmf~ and hold harmless Licensor from and against all hab~ht~ for or on account of mjur~ to or death ofan~ and all persons or damage to propert) including livestock k~lled or injured re~ultmg from or Incident to the constructmn maintenance use, operation, relocation reconstruction or existence of said Crossing on IIcensor ,. premises or the removal thereof from sa~d premv~es or to the restoratmn of or fa lure to restore sa~d rem other condition as herein pro~, dad, whether such injury, death or damage shall be caused or contrlbuteP~ to ~s~st I~ tnhe~l~;;~; ~rf Licensor, ~ts agents employees or othemlse, and Licensee will protect, Indemnify and hold harmless Licensor and an) others legall) using Its right of ~ay from all claims, demands, suits or actions growing out of any such loss, injury or demands ~ncludmg Investigation costs, court costs and attorney's fees resulting in or In an), manner arising from the risks harem assumed b~, Licensee L~censce further agrees to Immediately Investigate an~ such claims demands or stats and shall defend settle and or other~ ~c d~spose of thc same at Its sole cost, and expense In the o',ant Licensee settles an) such claims demands or stats It shal~ obtain a release which Includes Licensor Licensee shall not have or make against Lmensor any claim or demand for or on account of an,, damage L~cen~ee ma~ suff~.r or sustain because of am failure of Licensor s t~tle to the right of v,a~ and lands occupied b) sa~d Crossing or an~ parI thereof 4 ~ aner To waive all right to question the vahdlt) of this License or an) of the terms or precisions hereof or the r~ghl or power of Licensor to execute and enforce the same ARTICLE II1 It ~s mutually agreed by and between the parties, as follows I (a) Repairs and Relocation Licensee will at all times maintain the Crossing In a safe and secure manner and tn a condmon satisfactory to Licensor Licensor may request Licensee to change the location of the Crossing or any part thereof, or to make reasonable repairs as In the judgement of Licensor shall be deemed necessar3. to avoid Interference w~th or danger in the use or operatmn of Licensor's railroad, or an) of its present or future appurtenances, or telegraph telephone signal or other lines on Licensor's right of'*a), and in the event it is found necessary for Licensor to use Its entire right of way, or an) portion of it occupied b) the Crossing Licensee shall at its sole expense and within tinrt) (30) days after not~ce so to do, (or upon shorter notice :n case of emergency), remove said Crossing, or as much of the Crossing as is located upon that portion of the right of way so reqmred b~ L~censor (b) If Licensee shall fall to perform any of its obligations contained in this agreement to the maintenance of safe condiDons in and about said Crossing eras to the protectson of wires from electrical interference on Licensor s propert.~, or to make a ny necessary repairs, or to relocate said Crossing, then Licensor may cause such condition to be made safe, or change of location to be made, or repairs to be made, or Crossing to be removed from Licensor's property, Licensor acting as the agent of Lscensce and may perform such work as is necessary in the judgement of L censor, and Licensee shall, on demand, promptly reimburse Licensor the ,*hole cost thereof plus ten (10/~) per cent thereon as a charge for supervision accounting and use of tools or Licensor ma~, terminate this License by giving to Licensee not less than ten ( I 0) days' advance written not,ce of ~ts Intention so to do 2 Termination Licensor may terminate this License upon ten (10) days' written notice d L~censee fails to keep am of Lmensee's co~enants herein contained, or ff the right of way is required for other purposes by Licensor and no reimbursement shall be made for Licensee's expenses incurred in the removal of this cross ng or the consideration paid for this License No termination or expiration shah affect the rights and habdmes, ~fany of the part~es hereto then existing 3 Restoration L pon the termination of this agreement ~hether m accordance v, lth the prox~slons of Paragraph 1 o£ ' rt~cle 1, or Paragraph 2 or 4 of Article I11, or otherwise, Licensee shall promptly remove said Crossing from Licensor s r~ghl of and restore said right of wa) to its prior condition, or to a condition satisfactory to L~censor If L~censee shall fad to remox e Crog~mg w~thm thlrt) (30) days after the termination of thts agreement Lmensor may remoxe the same and charge the therefor to the Licensee on the bas~s prox~ded In Paragraph I(b) of Article III 4 M~*eellaneou~ (a) Th~ ,~cen~c and a)~ of thc pro~ I~lon~ herein contained ~hall be binding upon thc part~¢** hereto a',~gnmcnt L~cen,,ee shall at all tlmc~ remain full~ responsible and h,ihic forthe pa~ ment of the rental fram h~rem ~pecff~d dnd (b) In the e~ent rent ~s pa~d annuall~ L~censor expre~sl~ reserves the r~ght to ~ncrea~t the abo~e rental ra~t on ~ xc rl~ anm~ ersar) date of th~s hcense b~ g~ mg L~censee th~rtx (~0)da~ ~ r tten no ce L~cen~or max mcrea~e the rental bx thc percentage that the Consumer Price Index has increased pubh~hed bx the Department of Labor ~mce lh~ Lt~t rcm ti increase per~od or the lasl anm~ersar~ date hereof (c) ~he personal pronoun~ u~ed hereto as referring to L~censee shall be understood so to refer to Lmensee uh~lhcr (d) An~ notice herein reqmred to be given b~ L~censor to L~censee shall be deemed properlx g~en ffser~ed upon or dehxered to Licensee or his authorized agent or ff posted on or tf mailed postpaid addressed to Lmensee at h~ last known place of busmess (e) No oral promises, oral agreement~ or oral uarrant~es shall be deemed a part o~thls Lmense nor shall anx alteration amendment supplement or wa~ er of any oft he pro~ is~ons of th~s hcense be brad mg upon e~ther part~ hereto u nles~ lh~ same be supplemented altered changed or amended b) an instrument m ~rmng s~gned b~ Lmen~orand L~cen~ec (0 Th~s License does not become binding upon L~censor untd executed b) Lmensor s vine-president IN WITNESS WHEREOF, the pames hereto ha~e executed this agreement as of the da) and year first abo~e ~ r~tlen MISSOURI-KANSAS-TEXAS RAILROAD COMPAN~ Vine-President CITY OF DENTON~ TEXAS Tgle Mayor Address 215 E. McKznney Street Denton, Texas 76201 Fde T-18753-B RESOLUTION WHEREAS, over two hundred years ago, in June 1775, the first distinctive American flags were flown over the colonial defenses during the Battle of Bunker Hill. One flag was an adaptation of the British Blue Ensign, while the other displayed the pine tree, a symbol of the experience of Americans who had wrested their land from the wilderness, and WHEREAS, as the colonials moved toward a final separation from Great Britain, other flags appeared. At least two of them featured a rattlesnake, symbolizing vigilance and deadly striking power. One bore the legend "Liberty or Death", the other, "Don't Tread on Me". The Grand Union Flag was raised over Washlngton's Continental Army Headquarters on January 1, 1776 It displayed not only the British crosses of St. Andrew and St. George, but also thirteen red and white stripes to symbolize the American Colonies. The Benn~ngton Flag also appeared in 1776, with thirteen stars, thirteen stripes, and the number "76", and WHEREAS, two years after the Battle of Bunker Hill, on June 14, 1777, the Continental Congress adopted a flag that expressed clearly the unity and resolve of the patriots who had banded together in the cause of independence The delegates voted "that the flag of the thirteen United States be thirteen stripes, alternate red and white, that the union be thirteen stars, white in a blue field representing a new constellation", and WHEREAS, after more than two centuries, with the addition of thirty-seven stars, each representing one of our 50 States, a flag chosen by the Continental Congress on that June day in Philadelphia still waves over our Nation This flag symbolizes our shared commitment to freedom and federalism and carries a message of hope to the afflicted, of opportunity to the oppressed, and of peace to all humanity, and WHEREAS, to commemorate the adoption of our flag, the Congress, by a 3olnt resolution approved August 3, 1949, designated June 14 of each year as Flag Day and requested the President to issue an annual proclamation calling for its observance and for the display of the Flag of the United States on all government buildings. The Congress also requested the President, by 3olnt resolution approved June 9, 1966, to issue annually a proclamation designating the week in which June 14 occurs as National Flag Week and calling upon all citizens of the United States to display the flag during that week, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That June 14, 1986, be designated as "Flag Day" and the week beginning June 8, 1986, as "National Flag Week", and urge the citizens of Denton to display the Flag of the United States and observe Flag Day and Flag Week by flying the Stars and Stripes from their homes and other suitable places, to honor their country in renewing their dedication by publicly reciting the Pledge of Allegiance to the Flag of the United States of America and to the Republic for which it stands, one Nation, under God, indivisible, with liberty and 3ustlce for all SECTION II. That this resolutIon shall become effective immediately upon Its passage and approval. PASSED AND APPROVED this 10th day of June, 1986. RAY E~ ~ DENTON, TEXAS ATTEST. CHARLOTTe-ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADA~I DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS NeXt' Document 1480L RESOLUTION WHEREAS, the management and staff of the City of Denton has presented a proposed policy regarding employee rules and regulations for the Council's consideration, and WHEREAS, the City Council desires to adopt such policy as an official policy regarding employment with the City, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS, THAT: SECTION I. The following policy, attached hereto and made a part hereof, ls hereby adopted as an official policy of the City of Denton, Texas' Military Leave (Reference No. 111.04) SECTION II. The foregoing policy is attached hereto and made a part hereof and shall be filed in the official records of the City of Denton with the City Secretary. SECTION III. The Employee Rules and Regulations of 1976 adopted by Resolution of the City Council on February 1, 1977, is hereby rescinded to the extent it conflicts with the foregoing policy and with any administrative procedures and directives issued under the authority of the City Council implementing the policy hereby adopted. SECTION IV. This Resolution shall become effective immediately upon its passage and approval PASSED AND APPROVED this the //~ day of July, 1986 ATTEST CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS CITY OF DENTON AOE oF 2 POLICY/ADMINISTRATIVE PROCEDURE/ADt~INISTRATIVE DIRECTIVE REFERENCE SECTION NUMBER PEt~SONNEL/EMPLOYEE RELATIONS 111 04 EFFECTIVE DATE SUBJECT APPROVED LEAVE REPLACES TITLE MILITARY SERVICE LEAVE POLICY STATEMENT It is the polley of the City of Denton to provide authorized leaves of absence for all regular full-time employees who participate in the United States Armed Forces', State Military Forces' or National Guard's tours of military duty I ADMINISTRATIVE PROCEDURES FOR ANNUAL SHORT TERM MILITARY SERVICE LEAVE Annual short term tours of duty are defined as military service not exceeding 15 consecutive calendar days per year A All participating employees must submit written request for the specified duration of the leave to their immediate supervisor within 72 hours after the employee requests/volunteers for annual military duty or upon receipt of orders, whichever occurs first All civil service employees must submit written requests for military duty, with the exception of weekend drills, to the civil service commission for approval B Approval of the military leave will guarantee the employee's normal gross salary for the pay period in which the absence occurs, up to 15 days If military leave extends beyond 15 days, the employee must submit a separate request for vacation or personal leave of absence without pay C An employee will continue to accrue benefits during the approved military leave The employee, however, will not accrue benefits during approved personal leave without pay D Requests for the additional leave will be handled on an individual case basis, subject to the authorization procedures for the type of additional leave requested and the degree of notice provided E All employees participating iu weekend military drills must specify the dates when weekend drills occur and what type of leave the employee desires to utilize F Employee may utilize, at his option, part of his 15-day entitlement to paid military leave for weekend drills iu lieu of taking vacation or time off without pay G The conditions of the preceding paragraphs will be applied as required by applicable state and federal laws 2 2 I PAGE OF POLICY/ADMINISTRATIVE PROCEDURE/ADMINIBTEATIVE DIRECTIVE {Continued) REFERENCE TITLE MILITARY SERVICE LEAVE NUMBER II ADMINISTRATIVE PROCEDURES FOR EXTENDED MILITARY SERVICE LEAVE Extended military service tours of duty are defined as at~y military tours which will require an employee to be absent from work longer than the amount of time designated in a~lmintstrative procedures for, Annual Short Term Militar¥ Service Leave, I Obligations of the City to authorize a Military Leave of Absence, to hold a position open for a military service participant, to accrue benefits, and to pa~ salary for time absent from a position will be handled on an individual-case basis It is the intent of the City to comply with all conditions and requirements of federal and state laws now existing amd as may be amended l165a 05/29/8~ 15SL RESOLUTION ~/HEREAS, the term of office for Place 3 of the City of Denton, Texas on the Board of Directors of the Texas Municipal Power Agency will terminate June 30, 1986, and WHEREAS, ~)~/~.~/ ~C/~L_ is heretofore appointed by the City Council of the City of Denton, Texas to Place 3 on the Board of Directors of the Texas Municipal Power Agency and shall serve as a Director; NON, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. Pursuant to the terms and provisions of Ordinance No. 75-22 Of the City of Denton, Texas, f'~/r'~A/d t/~./z9_..- is hereby appointed to the two year term of office to Place 3 on the Board of Directors of the Texas Municipal Power Agency The term of office beginning July 1, 1986 and ending June 30, 1988. SECTION II. This Resolution shall become effective from and after its date of passage, and it is so ordered. PASSED AND APPROVED this the //c/ day of ~/~ , 1986. RAY STI~PHENS,/MAYOR CITY OF0 DENTON, TEXAS ATTEST CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1479L RESOLUTION WHEREAS, the Texas Legislature acted in a Special Session in the summer of 1984 to address a crisis caused by the deterioration of the 72,000 mile state highway system, and WH~.REAS, years of neglect resulted in Texas having more obsolete and substandard roads and bridges than any other state, and WHEREAS, lack of state highway funding made it impossible for the State Department of Highways and Public Transportation to adequately maintain and expand roads to serve increasing numbers of vehicles, and WHEREAS, the state's deteriorating highway network threatened the safety, economic health, and quality of life of every Texan, and WHEREAS, the Texas Legislature acted with courage and wisdom to address the highway fundzng crisis by lncreasxng fees and taxes paid by Texas highway users, and WHEREAS, all of the increase in state hzghway funds came from increases ~n the state motor fuel tax, vehicle registration fees, and vehzcle sales tax, and WHEREAS, Texas highway users supported these increases in fees and taxes with the understanding that revenues would be used to maintain and improve their roads, and WHEREAS, the diversion of revenues from fees and taxes paid by highway users from the State Highway Fund to general revenues would be a breach of faith, and WHEREAS, Texas voters have consxstent ly supported the concept that those who use the highways should pay for them, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the Cxty Councxl of the City of Denton, Texas ask the members of the Texas Senate and Texas House of Representatives to honor the commitment made in the 1984 Special Session of the Legislature to repair and improve the state's highways. Essential highway Improvement funds must not be diverted to other uses. Projects to prevent traffic accidents, reduce congestion, and improve mobility of all Texans must be completed without delay. SECTION II. That this resolution shall become effective immediately upon 1ts passage and approval. / ~'~'~Y"~'d PASSED AND APPROVED th~s the ay of July, 1986. ATTEST: CHAREOTT~[L~N, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 i$OOL RESOLUTION WHEREAS, the C~ty Council of the City of Denton unanimously voted, on June 22, 1986, to send a letter to the Board of Trustees of the Flow Regxonal Medical Center expressing their concern about the conflxct of interest llmztatzons for the new Board and requesting that the new Board voluntarily adopt stricter standards, NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I That the City Council hereby approves the letter attached hereto and incorporated by reference herein and directs the City Secretary to deliver a copy of said letter to each member of the Board of Trustees of Flow Regional Medical Center, and that this letter shall be entered in the official records of the City of Denton and attached to the Asset Transfer Agreement between the City of Denton, the County of Denton, the Flow Hospital Board of Directors and Flow Regional Medical Center SECTION II. That th~s resolution shall take effect immediately upon its passage and approval. PASSED AND APPROVED th~s the 1st day of July, 1986. CITY~F DENTON, TEXAS ATTEST' ~/R~OTTE ALL~CITY~ECRETARY CITY OF DENTON, TE~S APPROVED AS TO LEGAL FORM. DEBRA A. DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS CITY of DENTON, TEXAS MUNICIPAL BUILDING / DENTON, TEXAS 76201 / TELEPHONE (817) 5668309 Ofhce of the Mayor July 1, 1986 Frank S. Davlla, Jr. Roger D. Nunn, M.D. 2408 Fowler 2621 Woodhaven Denton, Texas 76201 Denton, Texas 76201 J. Raymond David Geneweve Scott 705 Newberry Route 1, Box 30A P~lot Point, Texas 76258 Argyle, Texas 76226 Dawd W. F~nch Michael J. Whltten, Pres2dent P.O. Box 2606 218 North Elm Denton, Texas 76202 Denton, Texas 76201 Harry M. McClendon, M.D. Ken Newman 521 Bryan Street 3100 Carmel Denton, Texas 76201 Denton, Texas 76205 James R. K[lllngsworth, Jr. Ph.D. 908 K~ngs Row Denton, Texas 76201 Dear Board Members. On June 19, we, the City Council, voted to approve the Flow Asset Transfer Agreement with the stipulation that a letter be forwarded to all Board Members o£ Flow Regional Medical Center conveying our concern about the conflict of interest gu~dellnes under which the Board will conduct business These guidelInes were of ma3or concern to many of us throughout the negotiating process and we sincerely hope that you, as members, can appreciate our concerns, which may be summarized as two principles: (1) No Board member abuse the public trust, and (2) That No Board member should profit from his service on the Board As members of the City Council, we hold positions of trust and are prohibited from having any financial interest, direct or indirect, in the sale of any goods or property, to or from the Flow Regional Medical Center Board of Directors July 1, 1986 Page 2 City, or in any contact with the City. For some of us, this has resulted in substantial personal sacrifice. While the new corporation is a private entity, it was created to insure that the public purposes of H.E. Flow's trust be maintained and that Flow Hospital would not become a for-profit institution. As the general public will not be privy to your decisions, and, as the laws which apply to public officials will not be applicable to your acts, the contract provision is the only mechanism to insure the con, tinued public trust. For a board member to achieve personal financial gain as a result of his service on the Board would denigrate the very purposes sought to be achieved in the transfer. Therefore, it is our strongest recommendation that you voluntarily adopt and incorporate into your bylaws a conflict of interest provision which is similar to the one contained in our City Charter. Although such a provision is more stringent than that mandated in the recent contract, it would be in keeping with the goals sought to be achieved. Sincerely, Ray Stephens, Mayor City of Denton, Texas Mayor Pro Tempore Joe G. Alford Councllmember Mark R Chew Councllmember Jim R. Alexander Councllmember Llnnle McAdams Councxlmember Jim Rlddlesperger Councilmember Jane Hopkins Flow Regional Medical Center Board of Directors July 1, 1986 Page 3 xc: Judge Buddy Cole Commissioner Ruth Tansey Commissioner Bill Swltzer Commissioner Sandy Jacobs RESOLUTION WHEREAS, Section 3.02 of Article 4477-6(a), V.A.T S., provides that the governing body of each City shall designate one officer to act as the local health authority for the purposes of said statute, and WHEREAS, the City Council of the City of Denton, Texas wishes to comply with the provisions of said statute, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS. SECTION I. That the Animal Control Supervisor is hereby designated as the local health authority for the purposes of Article 4477-6 {a), V.A.T.S. (The Rabies Control Act) to carry out the provisions of the Act and the apphcable ordinances of the City of Denton. SECTION II. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 1st day of July, 1986. ATTEST' SECRET~-RY CHgd~LtITTE' ALLEN' ~TY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1499L RESOLUTION BE IT RhSOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS. That the Mayor be, and he is hereby authorized, to execute on behalf of the City of Denton a contract for the collectIon of delinquent taxes between the C~ty of Denton and Heard, Goggaan, Blair, W~ll~ams ~ Harrison. PASSED AND APPROVED this the 1st day of July, 1986. 0 RAY ST HE~ CITY{oT~DHIENTON, TEXAS ATTEST CHARLOTTe-ALLEN, ~ITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS ~ CONTRACT FOR THE COLLECTION OF DELINQUENT TAXES THE STATE OF TEXAS COUNTY OF DENTON THIS CONTRACT is made and entered into by and between the CITY OF DENTON, acting herein by and through its governing body, hereinafter called First Party, and HEARD, C4~G~AN, BLAIR, WILLIAMS & F~%P/~ISON, Attorneys at Law, hereinafter called Second Party. I. First Party agrees to employ and does hereby employ Second Party to enforce by suit or otherwise the collection of all delinquent taxes, penalty and interest, on behalf of the CITY OF DENTON, within the CITY OF DENTON owing to the CITY OF DENTON, provided current year taxes falling delinquent within the period of this contract shall become subject to its terms on the first day of July of the year in which the same shall become delinquent except that suits resolved before the first day of July must include current delinquent taxes, which are also subject to the terms of this contract. II. Second Party is to call to the attention of the collector or other officials any errors, double assessments, or other discrepancies coming under their observation during the progress of the work, and is to intervene on behalf of First Party in all suits for taxes hereafter filed by any taxing unit on property located within its geographical limits. III. Flrst Party agrees to furnish delinquent tax statements to Second Party on all property within the taxing jurisdiction. Second Party will furnish forms for said statements on request and will assume responsibility for having penalty and interest computed on statements before such statements are mailed to property owners. IV. Second Party agrees to file suit on and reduce to judgment and sale any property located within the CITY OF DENTON against which a tax lien would prevail provided, First Party will furnish the necessary data and Information as to the name, identity,, and location of the necessary parties, and legal description of the property to be sold. Second Party agrees to sue for recovery of the costs as court costs as provided by Tex. Prop. Tax Code Sec. 33.48 (Vernon 1979). V. Second Party agrees to make progress reports to First Party on request, and to advise First Party of all cases where investigation reveals taxpayers to be f~nancially unable to pay their delinquent taxes. VI. First Party agrees to pay to Second Party as compensation for services required hereunder fifteen (15) percent of the amount collected of all delinquent taxes, penalty and ~nterest of the years covered by this contract, actually collected and paid to the collector of taxes during the term of this contract as and when collected. All compensation above provided for shall become the property of the Second Party at the time payment of taxes, penalty and interest is made to the collector. The collector shall pay over said funds monthly by check. VII. Second Party shall undertake the collection of delinquent accounts for paving assessment liens, substandard housing demolition liens and weed liens. The collection of these accounts shall be undertaken on the basis of attorney's fees assessed to and collected from the debtors. First Party agrees to pay to Second Party as compensation all amounts received as attorney's fees on delinquent accounts for paving assessment liens, substandard housing demolition liens, and weed liens. VIII. This contract is drawn to cover a period of two (2) years beginning July 1, 1986, and ending June 30, 1988. First Party shall have the option exercisable at any time that this contract is in force to renew and extend this contract on its identical terms for additional one-year increments commencing July 1, 1988. on termination of this contract, Second Party shall have an additional six months after termination to reduce to judgment all suits filed prior to the last date of the contract, and provided further that Second Party shall handle to conclusion all suits in which trial court judgments are obtained during the period of this contract and which are appealed by any party. In consideration of the terms and compensation herein stated, Second Party hereby accepts said employment and undertakes the performance of this contract as above written. First Party shall have the right to sooner terminate this contract for cause, giving thirty (30) days' written notice of such intention, with a statement of the cause or reasons for such termination, after giving Second Party a reasonable opportunity of explaining or rectifying the same. First Party shall be the sole judge of of the existence of cause for the purpose of this termination provision. In case of such termination, Second Party shall be entitled to receive and retain all compensation due up to the date of said termination. IX. This contract is executed on behalf of First Party by the presiding officer of its governing body who is authorized to execute this instrument by order heretofore passed and duly recorded in its minutes. WITNESS ,the signatures of all parties hereto in triplicate original~ this, the ) day of ~ , AD 1986, DENTON COUNTY, Texas. CITY[OF DENTON HEARD, C~C~AN, BLAIR, 1507L RESOLUTION WHERBAS, in accordance with the City Charter of the City of Denton, Texas, the Planning and Zoning Commission has submitted a list of recommended capital improvements to be undertaken in the next five years, and, WHEREAS, implementation of the capital improvements plan is an essential element of the goal of malntalntng the quality of l~fe of the community by providing for the necessary Infrastructure, improvements and services to adequately serve the community, and, WHEREAS, the City Council has determined that it would be adwsable to create a Special Citizens Advisory Committee to provide recommendations on the manner of implementing the capital improvements plan, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES. SECTION I. That a Special Citizens Advisory Committee shall be appointed to make recommendatxons to the City Council on the manner Of implementing the City's five-year capital improvements plan. SECTION II. That the Special Citizens Advisory Committee shall be composed of such persons of the community as specified by the Council and shall perform Its functions xn accordance w~th the intent of this resolution, as directed by the Council SECTION III. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the /~'~ay of July, 1986 RD, ~M~OR PRO TEM DENTON, TEXAS ATTEST: CHARLOTTE ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: JOE D. MORRIS, ASSISTANT CITY ATTORNEY CITY OF DENTON, TEXAS 1508L RESOLUTION WHEREAS, general revenue sharing has, since 1972, provided a predictable and stable source of funding to 39,000 of this nation's local governments, including Denton, Texas, and WHEREAS, cities have used general revenue sharing to provide basic services such as public safety, health, and education, and WHEREAS, the authorization for general revenue sharing will expire on September 30, 1986, and WHEREAS, the movement on tax reform threatens to inhibit the ability of cities to generate municipal financing, and WHEREAS, the burden of housing, feeding, educating, caring for and protecting this nation's poor is increasingly falling to this nation's cities, and WHEREAS, general revenue sharing has proven to be the most efficient and helpful of all federal programs upon which cities have come to rely, NOW THEREFORE, be it resolved, that the Denton City Council strongly opposes elimination or further reduction of the General Revenue Sharing program; the Community Development Block Grant program, and support to low and moderate income housing. BE JT FURTHER resolved, that the Denton City Council strongly supports legislation which would reinstate general revenue sharing including H R. 1400. BE IT FURTHER resolved, that the Denton City Council encourages the citizens of Denton, Texas to inform themselves of the position of their Congressional delegation on these issues that could directly affect their local tax burden. FINALLY, BE IT resolved, that the Mayor of the City of Denton, Texas, be directed to convey the foregoing Resolution to the members of the Texas Congressional delegation, including Senators Gramm and Bentsen. O /%L ORD, PRO CI~,Y OF DENTON, TEXAS ATTEST: CH'A'RLOTTE ALLEN, CITY SECIFETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: JOE D. MORRIS, ASSISTANT CITY ATTORNEY CITY OF DENTON, TEXAS RESOLUTION WHEREAS, the City of Denton has leased land upon the Denton Municipal Airport to Mr. Benjamin A. Bennitt, principal stock- holder and President of Airplanes, Incorporated, a Texas Corporation, by lease agreement executed February 28, 1985, and WHEREAS, the City of Denton and Mr. Benjamin A. Bennitt, individually and on behalf of Airplanes, Incorporated, agree that certain provisions of the existing lease be amended and incorporated into a new lease agreement, and WHEREAS, the Airport Advisory Board for the City of Denton has recommended approval of the attached lease agreement, and WHEREAS, the City Council of the City of Denton, Texas, believes it to be in the best interests of the public and in the furtherance of efficient airport operations to approve such lease agreement; NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. The Airport Lease Agreement (Fixed Base Operator) between the City of Denton and Airplanes, Incorporated, attached hereto and zncorporated herein by reference, is hereby approved. SECTION II. The attached Airport Lease Agreement shall have an effective date of April 1, 1985, and shall supersede that certain Lease Agreement between the City of Denton and Benjamin A Bennitt executed February 28, 1985. SECTION III. The Mayor is hereby authorized to execute the attached Airport Lease Agreement on behalf of the City. SECTION IV. This Resolution shall be effective immediately upon its passage and approval. ~d PASSED AND APPROVED this the ay of , 1985. ATTEST. · ~'f~/AL~.v.~, C~'r~ F NTON, TEXAS APPROVED AS TO LEGAL FORM: DEBKA ADAMI DRAYOVITCH, CITY ATTOKNEY CITY OF DENTON, TEXAS AIRPORT LEASE AGREEMENT FIXED BASE OPERATOR THE STATE OF TEXAS § KNOW ALL MEN BY THESE PRESENTS COUNTY OF DENTON § This lease and operating agreement, is made and executed this __ day of , 1985, at Denton, Texas, effective April 1, 1985, by and between the City of Denton, a Municipal Corporation, hereinafter referred to as "Lessor", and Airplanes, Incorporated, a Texas Corporation, having its principal offices at Harker Heights, Texas, hereinafter referred to as "Lessee". WITNESSETH WHEREAS, the City of Denton has leased land upon the Denton Municipal Airport to Benjamin A. Bennitt, principal stockholder and President of Airplanes, Incorporated, by lease agreement dated February 28, 1985, and WHEREAS, Benjamin A. Bennitt, individually and as the auth- orized representative of Airplanes, Incorporated, and the City of Denton have agreed that certain provisions of the existing lease be amended and incorporated into a new lease agreement with a commencement date of April 1, 1985, and NOW, THEREFORE, in consideration of the premises and the mutual covenants contained in this Agreement, the parties agree as follows. I. CONDITIONS OF AGREEMENT NOTWITHSTANDING ANY LANGUAGE TO THE CONTRARY HEREINAFTER CONTAINED, THE LANGUAGE IN PARAGRAPHS A THROUGH F OF THIS SECTION SHALL BE BINDING. A. Principles of Operation 1. Lessee agrees to operate the premises leased for the use and benefit of the public. 2. To furnish good, prompt, and efficient services adequate to meet all the demands for its servzce at the airport. 3. To furnish said service on a fair, equal and non- discriminatory basis to all users thereof, and LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 1 4. To charge fair, reasonable, and non-discriminatory prices for each unit of sale or service, provided that the Lessee may be allowed to make reasonable and non- discriminatory discounts, rebates, or other similar types of price reductions for volume purchasers. B. Non-Discrimination The Lessee, for himself, his personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree as a covenant running with the land that: 1. No person on the grounds of race, religion, color, sex, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, 2. In the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, religion, color, sex, or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, 3. The Lessee, shall use the premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Trans- portation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally Asszsted Programs of the Department of Transportation-Effectual of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. That in the event of breach of any of the above non- discriminatory covenants, Lessor shall have the right to terminate the Lease and to re-enter and repossess said land and the facil- ities thereon, and hold the same as if said Lease had never been made or issued. This provision does not become effectzve until the procedures of 49 CFR Part 21 are followed and completed zncluding expiration of appeal rights. C. Right of Individuals to Maintain Aircraft It is clearly understood by the Lessee that no right or privilege has been granted which would operate to prevent any person, firm or corporation operating aircraft on the airport from performing any services on its own aircraft with zts own regular employees (including, but not limited to, malntenance and repair) that it may choose to perform. LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 2 D. Non-Exclusive Right It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 1349 of Title 43, U.S.C.A. E. Affirmative Action Pro~ram 1. The Lessee assures that it will undertake an affirmative action program, as required by 14 CFR Part 152, Subpart E, to ensure that no person shall, on the grounds of race, creed, color, national origin, age, or sex, be excluded from participating in any employment, contracting, or leasing activities covered in 14 CFR Part 152, Subpart E. The Lessee assures that no person shall be excluded, on these grounds, from participating in or receiving the services or benefits of any program or activity covered by this subpart. The Lessee assures that it will require that its covered organizations provide assurance to the Lessee that they similarly will undertake affirmative action programs and that they will require assurances from their suborganization, as required by 14 CFR Part 152, Subpart E, to the same effect. 2. The Lessee agrees to comply with any affirmative action plan or steps for equal employment opportunity required by 14 CFR Part 152, Subpart E, as part of the affirmative action program or by any Federal, state or local agency or court including those resulting from a conciliation agreement, a consent decree, court order, a similar mechanism. The Lessee agrees that the state or local affirmative action plan will be used in lieu of any affirmative action plan or steps required by 14 CFR Part 152, Subpart E, only when they fully meet the standards set forth zn 14 LFR 152.409. The Lessee agrees to obtain a similar assurance from its covered organizations, and to cause them to require a similar assurance of their covered suborganizations, as required by 14 CFR part 152, Subpart E. LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 3 F. Public Areas 1. Lessor reserves the right to further develop or improve the landing area of the airport as mt sees fit, regardless of the desires or views of the Lessee, and without interference or hindrance. 2. Lessor reserves the right, but shall not be obligated to Lessee, to maintain and keep in repair the landing area of the airport and all publicly owned facilities of the azrport, together with the right to direct and control all activities of Lessee in this regard. 3. During time of war or national emergency, Lessor shall have the right to lease the landing area or any part thereof to the United States Government for military or naval use, and, if such lease is executed, the provisions of this instrument insofar as they are inconsistent with the provisions of the lease to the Government, shall be suspended. 4. Lessor reserves the right to take any action it considers necessary to protect the aerial approaches of the airport against obstruction, together with the right to prevent Lessee from erecting, or permitting to be erected, any building or other structure on or adjacent to the airport which, in the opinion of the Lessor, would limit the usefulness or safety of the airport or constitute a hazard to azrcraft or to aircraft nav~gation. 5. This Lease shall be subordinate to the provisions of any existzng or future agreement between Lessor and the United States or agency thereof, relative to the operation or maintenance of the Airport. II. TERM The term of this Agreement shall be for a period of twenty-five (25) years, commencing on the 1st day of April, 1985, and continuing through the 31st day of March, 2010, unless earlier LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 4 terminated under the provisions of the Agreement. Lessee shall have the first right of refusal to renegotiate this lease for two (2) additional five (5) year periods at rentals and term~ mutually agreed upon by the Lessor and Lessee without regard for or con~idering the then cost of living index Lessee's election to renegotlate this Lease shall be in writing addressed to the City Manager at least one hundred eighty (180) days before the expiration of the primary term of twenty-five (25) years and at least 180 days before the expiration of each additional renego- tiated period. The rental and terms to be negotiated shall be reasonable and consistent with the then value, rentals and terms of similar property on the Airport. Lessee's first right of refusal to renegotiate this lease shall expire upon the end of the last day of the primary term of twenty-fzve (25) years and the last day of each additional renegotiated period III. LEASED PREMISES Lessor, for and in considerations of the covenants and agree- ments herein contained, to be kept by Lessee, does hereby demise and lease unto Lessee, and Lessee does hereby hire and take from Lessor, the following described land situated in Denton County, Texas, as described as follows: A. LAND. A 300 foot by 500 foot tract of land, being approximately 150,000 square feet, or 3.44 acres, and a 500 foot by 700 foot tract of land, being approximately 350,000 square feet, or 8.03 acres, drawn and outlined on Attachment A, incorporated herein by reference, and having the following metes and bounds' Ail that certain 11.530 acre tract or parcel of land situated in the Wm. Nell Survey, Abstract No. 970, Denton County, Texas, said tract being part of a tract shown by deed to Czty of Denton, recorded in Volume 305, Page 216, Deed Records, Denton County, Texas, being part of the 'Airport Lands' and being more particularly described as follows. BEGINNING for the northwest corner of this tract at a point in the southwest line of an existing 50.0 foot wide 'Taxtway' said point is south 88°55' west, 1196.66 feet and south 07°52'30'' west a LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 5 distance of 580.47 feet from the southeast corner of a tract shown by deed to P. F. Bryan, recorded in Volume 427, Page 183, Deed Records, Denton County, Texas, THENCE south 82007'30'' east a distance of 185.89 feet to a point for an angle point of this tract, THENCE north 88055' east a distance of 775.00 feet to a point for northeast corner of this tract, THENCE south 01005' east a distance of 710.00 feet to a poznt for southeast corner of this tract, THENCE south 88055' west a distance of 500.00 feet to a point for the most southerly southwest corner of this tract, THENCE north 01005' west a distance of 413.00 feet to a point for an inner ell corner of this tract, THENCE south 88055' west a distance of 510.00 feet to a point in southwest line of said 'Taxiway' for the most westerly southwest corner of this tract, THENCE north 07052'30'' east with said southwest line a distance of 330.00 feet to point of beginning. Together with the right of ingress and egress to said pro- perry, and the right~ in common with others so authorized, of passage upon the Airport property generally, sub3ect to reasonable regulations by the City of Denton, and such rights shall extend to Lessee's employees, passengers, patrons and invitees. For the purposes of this Agreement, the term "Premises" shall mean all property located wlthln the metes and bounds described above including lease hold improvements constructed by the Lessee, but not including certain easements or property owned and/or controlled by the Lessor. B. IMPROVEMENTS PROVIDED BY LESSOR: No improvements to be provided by lessor. For the purpose of this agreement, the term "Lessor improve- ments'' shall mean those things on the leased premises belonging to, constructed by, or to be constructed by the Lessor, which enhances or increases, or will enhance or increase, the value or quality of the leased land or property. Unless otherwise noted herein~ all Lessor improvements are and will remain the property of the Lessor throughout the term of this Agreement. [All Lessor improvements LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 6 must be described in detail above, or above referenced and attached to this agreement in an exhibit approved by the Lessor ] IV. PAYMENTS, RENTALS AND FEES Lessee convenants and agrees to pay to Lessor, as consider- ation for this lease, payments, rentals and fees as follows. A. LAND RENTAL: The sum of three hundred dollars ($300.00) per month payable in advance on or before the first day of each and every month until August 31, 1985. On September 1, 1985, land rental shall be due at the rates specified below The sum of five thousand two hundred fifty 00/100 dollars ($5,250.00) per year, payable in twelve (12) equal monthly in- stallments in the sum of four hundred thirty-seven 50/100 dollars ($437.50) in advance, on or before the first day of each and every month during the term of this lease for Property I outlined on Attachment A, the sum of six thousand one hundred twenty-five 00/100 dollars ($6,125.00) per year, payable in twelve (12) equal monthly installments in the sum of five hundred ten 42/100 dollars ($510.42) in advance, on or before the first day of each and every month during the term of this lease for Property II outlined on Attachment A, the sum of one thousand fifty 00/100 dollars ($1,050.00) per year, payable in twelve (12) equal monthly installments in the sum of eighty-seven 50/100 dollars ($87.50) in advance on or before the first day of each and every month for a period of thirty-six (36) months, or until any portion of Property III is developed, which ever comes first for Property III outlined on Attachment A. After the expiration of the thirty-sixth (36th) month of this lease or upon the development of any portion of Pro- perty III, whichever occurs earlier, the land rental for Property III shall be the sum of six thousand one hundred twenty-five 00/100 dollars ($6,125.00) per year, payable in advance in twelve (12) equal monthly installments in the sum of five hundred ten LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 7 42/100 dollars ($510.42) in advance, on or before the first day of each and every month for the remainder of this lease. B. LESSOR IMPROVEMENT RENTALS. Not Applicable. C. HANGAR AND TIE-DOWN FEES: Lessee shall pay Lessor ten percent (10%) of all hangar and tie-down rental fees collected by the Lessee from customers renting Lessee's hangars or renting tie-down facilities on Lessee's pre- mises each calendar month during the term of this agreement. All rentals and fees shall be paid monthly to Lessor on or before the 15th day of each month during the term of this agreement. All such rentals and fees shall be accompanied by records showing the date and location on the Airport where the aircraft was hangared or parked and the tail number, or side number, of the aircraft. D. FUEL FEES: Lessee shall pay Lessor five percent (05%) of the wholesale price per gallon of all fuel delivered to the Lessee including fuel used by the Lessee. Ail fees shall be paid monthly to Lessor on or before the 15th day of each month during the term of this agreement. Ail such fees shall be accompanied by records showing the time, date, number of gallons delivered and the name of the fuel supplier. It is expressly understood and agreed that the non-exclusive right to conduct aeronautical activities for furnishing services to the public, including the delivery of fuel into aircraft is granted to the Lessee subject to the provisions set forth herezn and all applicable Ordinances of the City of Denton. E. PAYMENT~ PENALTY, ADOUSTMENTS Ail payments due Lessor from Lessee shall be delivered to the Airport Manager, unless otherwise designated in writing by the Lessor. Payments which are more than 15 days past due shall be assessed a penalty of one-half (1/2) of one percent per day, eom- LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 8 pounded daily, for each day or fraction thereof which the payment or fee is more than 15 days past due. The yearly rental for land and improvements herein leased shall be readjusted at the end of each five (5) year period during the term of this lease on the basis of the proportion that the then current Ail Urban Consumer Price Index (CPI-U) for the Dallas/Fort Worth, Texas, Standard Metropolitan Statistical Area, as compiled by the U.S. Department of Labor, Bureau of Labor Statistics bears to the April, 1985 index which was 335.6 (1967 = 100). The land rental amount is now based upon three and one half (03.5) cents per square foot per year for the land herein leased. These four (4) rental adjustments, if any shall occur on the following dates. March 1, 1990 March 1, 2000 March 1, 1995 March 1, 2005 F. RECORDS: Lessee shall keep and maintain accurate records of wholesale fuel delivered under this agreement, and parking and hangar fees collected, for a period of three (3) years from the date the record is made. Such records shall be kept according to generally accepted accounting principles. Lessor or its duly authorized representatives shall have the right at all reasonable times during business hours to inspect the books, records and receipts of Lessee, for the purpose of verification. G. ANNUAL STATEMENT: Within sixty (60) days after the end of each calendar year, Lessee shall furnish to Lessor a certified statement of fuel deliveries, and parking and hangar fees collected during the preceding calendar year. Lessor reserves the right to audit said statement and Lessee's books and records, including examination of the general ledger and all other supporting material, at any LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 9 reasonable time during business hours, for the purpose of verification. If the audit establishes the Lessee has understated or overstated fuel sales, parking fees, or hangar rentals collected by five (5) percent or more, the entire expense of said audit shall be borne by Lessee. Any additional payment due from Lessee shall forthwith be paid to Lessor, with interest thereon at one (1) percent per month from the date such amount originally became payable to Lessor. Any overpayment by Lessee shall be credited against further payments due to Lessor. Either party may refer the results of the audit for resoluton in accordance with Paragraph H (Disputes) below. H. DISPUTES. If any dispute arises as to fuel deliveries or hangar or parking fees collected, one-half (1/2) of the amount claimed due to Lessor shall be paid forthwith and the dispute shall be sub- mitted to three (3) certified public accountants, one to be selected by Lessor, one to be selected by Lessee and the third to be chosen by the first two accountants selected who shall, by majority vote, determine the rights of the parties hereunder in conformity with generally accepted accounting principles. The fees due said accountant for such service shall be paid by the unsuccessful party, or in the event the determination is partially in favor of each party, the fee shall be borne equally by the parties. V. RIGHTS AND OBLIGATIONS OF LESSEE A. REQUIRED SERVICES. Lessee is required and is hereby granted the non-exclusive privilege to engage in the business of and provide the services of a full and complete fixed base operation at the Airport, subject to the following requirements and obligations. 1. Fuel. To have available those grades and octanes of aviation gasoline, Jet fuel and other petroleum products normally LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 10 found at similar airports, and to provide ramp services including the sale and into-plane delivery of those aviation fuels, lubricants and other related aviation products, and to provide aircraft guidance and assistance within the areas of the leased premises, at least during daylight hours, sunrise to sunset, three hundred sixty-five (365) days per year. All fuels shall be a natzonally known brand approved by the Lessor and shall be made avazlable either by tank truck, stationary pump or other suitable equipment approved by the Fire Marshal of the City of Denton and the Airport Manager, and all storage tanks for gasoline and other aviation fuels shall be placed underground in accordance with the provisions of the Fire Code of the City of Denton. Ail fueling operations and all fuel facilities owned or operated by the Lessee shall be in compliance with the Minimum Fueling Standards Ordinance of the City of Denton. Ail prices for fuels and other petroleum products shall be posted in full public view at all times. 2. Ramp Services. To provide ramp servicing of, and assistance to, aircraft, including parking, storage and tie-down service, for both based and itinerant aircraft upon or within facilities leased to Lessee or other areas designated by the Lessor at least during daylight hours, sunrise to sunset, three hundred and sixty-five (365) days a year. 3. Maintenance. To provide for the repair and maintenance of based and itinerant aircraft at a minimum of during normal business hours and days. Lessee agrees to maintain and operate a repair station approved by the Federal Aviation Administration (FAA), with the ratings as follows. 1. Limited Airframe 2. Limited Engine 4. Pilot Lounge. To provide customary accomodations for the convenience of users, including pilot lounge area, informational services, telephone service connections to the Flight Service LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 11 Station at least during daylight hours, sunrise to sunset, three hundred and sixty-five (365) days a year. 5. Parts. To provide for the sales of aircraft and engzne parts and instruments and accessories at least during normal business hours and days. 6. Dealership. To provide and maintain on the airport a new aircraft dealership or distributorship, together with the facilities, personnel, parts, services, and, at least, minimum inventory of FAA licensed aircraft required for such a dealership or dzstributorship. B. AUTHORIZED SERVICES: In addition to the services required to be provided by Lessee pursuant to Section V Paragraph A, 1 through 7 (Required Servzces) above, Lessee is hereby granted the non-exclusive privilege, but is not required, to provzde the following services and to engage in the following activities. 1. Ramp services, including loading and unloading of passengers, baggage, mail and freight, and providing of ramp equipment, aircraft cleaning and other services for persons, firms or air carriers. 2. Special flight services, including but not limited to aerial sight-seeing, aerial advertising, aerial photo- graphy and aerial ambulance operations. 3. Sale of used aircraft. 4. Rental of aircraft. 5. Aircraft charter operations. It is expressly understood and agreed that those services which are authorized, but not required, shall be subordinate to those required services listed in Section A of this Article. C Operattn~ Standards. In providing any of the required and/or authorized services or activities specified in this Agreement, Lessee shall operate for the use and benefit of the public and shall meet or exceed the following standards. 1. ~. Lessee shall select, appoint, and designate to Lessor in writing, a full-time Manager of business at LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 12 the Airport. The manager shall be vested with full power and authority to act in the name of Lessee with respect to the method~ manner and conduct of the operation of the fixed base services to be provided under this agreement. The manager shall be available during regular business hours and during the manager's absence a duly authorized subordinate shall be in charge and available during daylight hours 365 days a year. 2. Employees. Lessee shall provide, at its sole expense, a sufficient number of employees to provide effectively and efficiently the services required or authorized in this Agreement. 3. Employee qualifications. Lessee shall control the conduct~ demeanor and appearance of its employees, who shall possess such technical qualifications and hold such certificates of qualification as may be required in carrying out assigned duties. Lessee shall be responsible to supervise its employees to assure a high standard of service to customers of Lessee. 4. List of Aircraft. Lessee shall file and keep current with the Airport Manager a list of its Tenants and Sub- lessees and a list of the aircraft owned and/or leased by the Lessee. 5. Utilities~ Taxes and Fees. Lessee shall meet all expenses and payments in connection with the use of the Premises and the rights and privileges herein granted, including the timely payment of utilities, taxes, permit fees~ license fees and assessments lawfully levied or assessed. 6. Laws. Lessee shall comply with all current and future ~-~ral, state and local laws, rules and regulations which may apply to the conduct of business contemplated, including rules, regulations and ordinances promulgated by Lessor, and Lessee shall keep in effect and post in a prominent place all necessary and/or required licenses or permits. 7. Maintenance of Property. Lessee shall be responsible for the maintenance, repair and upkeep of all property, buildings, structures and improvements, including the mowing or elimination of grass and other vegetation on the Premises~ and shall keep said Premises neat, clean and in respectable condition, free from any objectionable matter or thing. 8. Unauthorized use of Premises. Lessee may not use any of the lease land as premises for the operation of a motel, hotel, restaurant with on-premises food preparation, private club or bar, apartment house, or for industrial, commercial or retail purposes, except as authorized herein. 9. Dwellin~s. It is expressly understood and agreed that no permanent dwelling or domicile may be built, moved to or established on or within the leased premises nor may the Lessee, his tenants, invitees, or guests be permitted to reside or remain as a resident on or within the leased premises or other Airport premises. LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 13 10. quit Possession. Lessee shall quit possesszon of all premises leased herein at the end of the primary term of this lease or any renewal or extension thereof, and deliver up the premises to Lessor in as good condition as existed when possession was taken by Lessee, reasonable wear and tear excepted. 11. Hold Harmless. Lessee shall indemnify and hold harmless the Lessor from and against all loss and damages, including death, personal injury, loss of property or other damages, arising or resulting from the operation of Lessee's business in and upon the leased premises. 12. Chemicals. Lessee agrees to properly store, collect and dispose of all chemicals and chemical residues, to properly store, confine, collect and dispose of all paint, including paint spray in the atmosphere, and paint products; and to comply with all Local, State and Federal regulations governing the storage, handling or disposal of such chemicals and paints. D. VENDORS AND SUPPLIERS: In providing required and/or authorized services pursuant to this agreement, Lessee shall have the right to choose, in its sole discretion, its vendors and suppliers, except as provided in Section V Paragraph A Subparagraph 1 (Fuel) herein. E. SIGNS During the term of this Agreement, Lessee shall have the right, at its own expense, to place mn or on the leased Premises signs identifying Lessee. Said signs shall be of a size, shape and design, and at a location or locations, approved by the Lessor and in conformance with any overall directional graphics or szgn program established by Lessor on the Airport. Lessor's approval shall not be withheld unreasonably. Said smgns shall be maintained in good repair throughout the term of this Agreement. Notwith- standing any other provision of this agreement, said signs shall remain the property of Lessee. Lessee shall remove, at its expense, all lettering, signs and placards so erected on the premises at the expiration of the term of this Agreement. VI. COVENANTS BY LESSOR Lessor hereby agrees as follows. A. Peaceful Enjoyment. That on payment of rent, fees, and performance of the covenants and agreements on the part of Lessee LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 14 to be performed hereunder, Lessee shall peaceably hold and enjoy the leased premises and all rights and privileges herein granted, B. Compliance. Lessor warrants and represents that in the establishment, construction and operation of said Denton Municipal Airport, that Lessor has heretofore and at this time is complying with all existing rules, regulations, and criteria distributed by the Federal Aviation Administration or any other governmental authority relating to and includ~ng, but not limited to, noise abatement, air rights and easements over ad3ointng and contiguous areas, over-flight in landing or takeoff, to the end that Lessee will not be legally liable for any action of trespass or similar cause of action by virtue of any aerial operations over adjoining property in the course of normal take-off and landing procedures from said Denton Municipal Airport, Lessor further warrants and represents that at all times during the term hereof, or any renewal or extension of same, that it will continue to comply with the foregoing. VII. SPECIAL CONDITIONS It is expressly understood and agreed by and between Lessor and Lessee that this lease agreement is subject to the following special terms and conditions. A. Runways and Taxiways. That because of the present sixty thousand (60,000) pound continuous use weight bearing capacity of the runway and taxtways of the Airport, Lessee herein agrees to limit all aeronautical activity including landing, take-off and taxting~ of all aircraft having an actual weight, including the weight of its fuel, of more than sixty thousand (60,000) pounds, to no more than two (2) operations per year, until such time that the runway and designated taxiways on the Airport have been improved to handle aircraft of such excessive weights. At no time, u~tll such time that improvements are made to the runway and taxiways on the airport, shall an aircraft having an actual LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 15 weight, including the weight of its fuel, of more than one hundred seventeen thousand (117,000) pounds be permitted to land, taxi or take-off from the airport. It is further agreed that, based on qualified engineering studies, the weight restrictions and provisions of this clause may be adjusted, up or down, and that the Lessee agrees to abide by any such changes or revisions as such studies may dictate. "Aeronautical Activity" referred to in this clause shall include that activity of the Lessee or its agents or subcontractors, and its customers and invttees, but shall not include those activities over which it has no solicitory part or control, such as an unsolicited or unscheduled or emergency landing. Negligent disregard of the provisions of this section shall be sufficient to cause the immediate termination of this entire Agreement and subject the Lessee to be l~able for any damages to the Airport that might result. VIII. LEASEHOLD IMPROVEMENTS A. REQUIRED IMPROVEMENTS: As part of the consideration for the privilege herein granted, Lessee is required to and hereby agrees to construct or otherwise make improvements to the premises, as specified herein, but not limited to, the following: 1. The construction of an aircraft hangar of at least 10,000 square feet in size with related office and pilot lounge space. 2. Related aircraft ramps and taxiways designed and constructed to Airport standards and specifications. Within ninety (90) days from the commencement of this lease, Lessee shall provide Lessor with tentative plans for the develop- ment of the entire premises herein leased together with a tentative time table or schedule for said development. Should said develop- ment not occur within the specific time limits mutually agreed upon by and between Lessor and Lessee, Lessor shall have the right to cancel the lease on all non-developed portions of said lease after a thirty (30) day written notice to Lessee to cure such a default. LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 16 1. Plans. Lessee agrees that it shall within one hundred ~y (180) calendar days from the date of this Agree- ment, submit to the Lessor, for approval, detailed plans and specifications for the above listed initial proposed leasehold improvements. Lessor agrees that it shall either approve the plans and specifications as submitted, or transmit proposed revisions to Lessee, within forty- five (45) calendar days of receipt of the plans and specifications from Lessee. In the event that Lessor requires revisions of the original plans and specifica- tions, Lessee shall have forty-five (45) calendar days from the date of receipt of the proposed revisions to resubmit the plans and specifications for Lessor's approval. Such approval shall not be withheld unreasonably. Constructzon shall commence within one hundred eighty (180) calendar days of Lessee's receipt of Lessor's final approval of the plans and specifica- tions, and shall be scheduled for completion not later than three hundred sixty-five (365) days after commence- ment of construction. B. ADDITIONAL REQUIREMENTS: Before commencing the construction of any improvements upon the premises, Lessee shall submit: 1. Documentation, specifications, or design work, to be approved by the Lessor, which shall establish that the improvements to be built or constructed upon the lease premises are in conformance with the overall size, shape, color, quality and design, in appearance and structure, of the program established by the Lessor on the Airport. 2. Ail plans and specifications showing the location upon the premises of the proposed construction, 3. The estimated cost of such construction. No construction may commence until Lessor, actzng by its City Council, has approved the plans and specifications and the location of the improvements, the estimated costs of such construction, and the agreed estimated life of the build- ing or structure. Approval by the City Council shall not be unreasonably withheld, should the City Council fail to deny the Lessee's plans and specifications within sixty (60) days of submission, such plans and specifica- tions shall be deemed approved. Documentary evidence of the actual cost of construction of public improvements shall be delivered by Lessee to Lessor's City Manager from time to time as such costs are paid by Lessee, and Lessor's City Manager is hereby authorized to endorse upon a copy of this lease filed with the City Secretary of Lessor such actual amounts as he shall have found to have been paid by Lessee, and the findings of said City Manager when endorsed by him upon said contract shall be conclusive upon all parties for all purposes of this agreement. C. ADDITIONAL CONSTRUCTION OR IMPROVEMENTS Lessee is hereby authorized to construct upon the land here- in leased, at its own cost and expense, buildings, hangars, and LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 17 structures, that Lessor and Lessee mutually agree are necessary for use in connection with the operations authorized by this lease, provided however, before commencing the construction of any improvements upon the premises, Lessee shall submit specifications as specified in Article VIII (B) above. D. OWNERSHIP OF IMPROVEMENTS: Ail buildings and improvements constructed upon the premises by Lessee shall remain the property of Lessee unless said property becomes the property of Lessor under the following conditions, terms and provisions 1. Removal of Buildings. No building or permanent fixture may be removed from the premzses. 2. Assumption. Ail buildings and improvements of whatever nature remaining upon the leased premises at the end of the primary term of this lease or, if renewed, at the end of any renewal hereof, shall automatically become the property of Lessor absolutely in fee without any cost to Lessor. 3. Butldin~ Life. It is agreed that the lzfe of the building to be constructed by Lessee on the property herein leased is twenty-five (25) years. 4. Cancellation. Should this lease be cancelled for any reason before the end of the twenty-five (25) year term, it is especially understood and agreed that Lessor reserves the right to purchase all buildings, structures and improvements then existing upon the premises by tendering to Lessee one twenty-fifth (1/25th) of the undepreciated value of such building for each year remaining on the agreed life of such building. The undeprectated value of all improvements is to be determined by having such improvements appraised by three appraisers, one appoznted by Lessor, one appointed by Lessee and one appointed by the two appraisers. IX. SUBROGATION OF MORTGAGEE Any person, corporation or institution that lends money to Lessee for construction of any hangar, structure, building or improvement and retains a security interest in said hangar, structure, building or improvement shall, upon default of Lessee' obligations to said mortgagee, have the right to enter upon said leased premises and operate or manage said hangar, structure, building or improvement according to the terms of this Agreement, for a period not to exceed the term of the mortgage with Lessee, LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 18 or until the loan is paid in full, but in no event longer than the primary term of this lease, or any extensions hereof, whichever occurs earlier. It is expressly understood and agreed that the right of the mortgagee referred to herein is limited and restricted to those improvements constructed with funds borrowed from the mortgagee. X. RIGHT OF EASEMENT Lessor shall have the right to establish easements, at no cost to Lessor, upon the leased ground space for the purpose of providing utility services to~ from or across the airport property or for the construction of public facilities on the Airport. However, any such easements shall not interfere with Lessee's use of the leased premises and Lessor shall restore the property to zts original condition upon the installation of any utility services on, in, over or under any such easement or the conclusion of such construction. XI. ASSIGNMENT OF LEASE Lessee expressly covenants that it will not assign thzs lease, convey more than forty-nine percent (49%) of its stock, deemed herein to mean the controlling interest in Airplanes, Incorporated~ to persons or entities other than BENJAMIN A. BENNITT or JOHN M. PINSON, nor sublet, assign, transfer, nor license the whole or any part of the said premises for any purpose, except for rental of hangar space or tie-down space, without the written consent of Lessor. Lessor agrees that it will not unreasonably withhold its approval of the sale or sublease of the facilities for activities directly related to Lessee's activities or operation, provzded, however, that no such assignment, sublease, transfer, license, sale or otherwise shall be approved if the rental, fees or payments received or charged are in excess of the rental or fees paid by Lessee to Lessor under the terms of this lease, for such portion of the premises proposed to be assigned, subleased, LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 19 transferred, licensed or otherwise. The provzstons of this lease shall remain binding upon the assignees, if any, of Lessee. XII. INSURANCE A. Required Insurance. Lessee shall maintain continuously in effect at all times during the term of this agreement, at Lessee's expense, the following insurance coverages. 1. Comprehensive General Liability covering the leased premises, the Lessee or its company, its personnel and its operations on the airport. 2. Aircraft Liability to cover all flight operations of Lessee. 3. Fleet Liability covering all vehicle operations of Lessee. 4. Products liability coverage for completed products and maintenance operations. 5. Liability coverage for errors and ommissions on the part of the Lessee or its officzals or employees. 6. Fire and extended coverage for replacement value for all facilities used by the Lessee either as a part of this agreement or erected by the Lessee subsequent to this agreement. 7. Liability insurance limits shall be in the following minimum amounts: Personal injury: $500,000 per person/$1,O00,000 per occurrence Property damage. $2,000,000 8. All policies shall name the City of Denton as an additional named insured. 9. All policies must be approved by the City of Denton. XIII. LESSEE AS INDEPENDENT CONTRACTOR In conducting its business hereunder, Lessee acts as an inde- pendent contractor and not as an agent of Lessor. Tile selection, retention, assignment, direction and payment of Lessee's employees shall be the sole responsibility of Lessee, subject to the pro- visions of Section I, Paragraphs E, 1 and 2, (Affirmative Action) herein~ and Lessor shall not attempt to exercise any direct control over the daily performance of duties of Lessee's employees. LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 20 XIV. CANCELLATION BY LESSOR In the event that Lessee shall file a voluntary petition in bankruptcy or proceedings in bankruptcy shall be instituted against it and Lessee thereafter is adjudicated bankrupt pursuant to such proceedings, or any court shall take jurisdiction of Lessee and zts assets pursuant to proceedings brought under the provisions of any Federal reorganization act, unless cancellation by Lessor is prohzbited by applicable law in effect at the time of filing such proceedings, or should Lessee be divested of its estate herein by other operation of law, or should Lessee fail to perform, keep and observe any of the terms, covenants, or conditions herein contained~ or on its part to be performed, the Lessor shall give Lessee written notice to correct such condition or cure such default and~ if any condition or default shall continue for thirty (30) days after the receipt of such notice by Lessee, then Lessor may, terminate this lease by a written notice to Lessee In the event of default, Lessor has the right to purchase any or all structures on the leased premises under the provisions of Section VIII Paragraph C (Cancellation) hereof. XV. CANCELLATION BY LESSEE Lessee may cancel this Agreement, in whole or part, and terminate all or any of its obligations hereunder at any time, by thirty (30) days written notice, upon or after the happening of any one of the following events. (1) issuance by any court of competent Jurisdiction of a permanent injunction in any way pre- venting or restraining the use of said airport or any substantial part thereof for airport purposes, (2) the breach by Lessor of any of the covenants or agreements contained herein and the failure of Lessor to remedy such breach for a period of ninety (90) days after receipt of a written notice of the existence of such breach, (3) the inability of Lessee to use said premises and facilities continuing for a longer period than ninety (90) days due to any LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 21 law or any order, rule or regulation of any appropriate govern- mental authority having Jurisdiction over the operations of Lessor or due to war, earthquake or other casualty, or (4) the assumption or recapture by the United States Government or any authorized agency thereof the maintenance and operation of said airport and facilit£es or any substantial part or parts thereof. XVI. MISCELLANEOUS PROVISIONS A. Entire Agreement. This Agreement constitutes the entire understanding between the parties and as of its effective date supersedes all prior or independent Agreements between the parties coverzng the subject matter hereof Any change or modification hereof shall be in writing signed by both parties. B. Binding Effect. Ail the covenants, stipulations and agree- ments herein and applicable Federal and State laws, regulations and City ordinances shall extend to, bind and inure to the benefit of the legal representatives, successors and assigns of the respective parties hereto. C. Severability. If a provision hereof shall be finally declared void or illegal by any court or administrative agency having Jurisdiction, the entire Agreement shall not be void, but the remaining provisions shall continue in effect as nearly as possible in accordance with the original intent of the parties. D. Notice. Any notice given by one party to the other in connection with this Agreement shall be in writing and shall be sent by registered mall, return receipt requested, with postage and registration fees prepaid. 1. If to Lessor~ addressed to. City Manager City of Denton Denton, Texas 76201 2. If to Lessee, addressed to Airplanes, Incorporated P. O. Box 2417 Harker Heights, Texas 76543 LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 22 Notices shall be deemed to have been received on the date of receipt as shown on the return receipt. E. Headinss. The headings used in this Agreement are intended for convenience of reference only and do not define or limit the scope or meaning of any provision of this Agreement. F. Governin~ Law. This Agreement is to be construed in accordance with the laws of the State of Texas. G. Effective Date. The effective date of this lease agreement shall be April 1, 1985. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. CITY OF DENTON, TEXAS, LESSOR o] STE, ,- AYOR' ATTEST. OF ~ENTON, TEXAS U APPROVED AS TO LEGAL FORM: DEBKAADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS BENJAMIN A. BENNITT, INDIVIDUALLY AND AS PRESIDENT OF AIRPLANES, INCORPORATED, LESSEE BY. LEASE AGREEMENT/AIRPLANES, INCORPORATED/PAGE 23 ,... AIRPORT ~EI REFERENCE "~----- : - POINT __111 I JJLIII __ I1[ II I ~ ~ 0473L'~3) RESOLUTION WHEREAS, Section 6.05 o£ the Charter o£ the City of Denton authorizes the City Council to appoint a City Judge to preside over the Municipal Court, and WHEREAS, Section 6.05 of the Charter of the City of Denton authorizes the City Council to appoint Assistant City Judges to handle the 3udlczal functions o£ the Municipal Court in the absence of the City Judge, and WHEREAS, the City Council deems it necessary to appoint a City Judge and two Assistant City Judges to handle the 3udlclal functions of the Municipal Court, WHEREAS, pursuant to Art. 6252-9a, V.A.C.S., the City Council has found that each appointee is currently a state employee, that the holding of this o£flce is of benefit to the state and that there is no conflict between each appointee's holding of his original office and the office of City Judge, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS: SECTION I. That Robin Ramsey is hereby appointed City Judge and Zack Mason, Russell Welch and Camille Milner are hereby appointed Assistant City Judges of the Municipal Court of the City of Denton, Texas pursuant to Section 6.03 of the Charter of the City o£ Denton, Texas, ef£ectlve July 22, 1986. SECTION II. That the City Judge and Assistant City Judges shall receive the sum of Twenty-Five and No/lO0 Dollars ($25.00) per hour for their services. The sum of $12.50 per hour shall be paid for training effective immediately. SECTION III. This Resolution shall become effective July 22, 1986 PASSED AND APPROVED this the 22nd day o£ July, 1986. ~ -A~ORD, ~ MAYO~ PRO ~EM - TY OF DENTON, TEXAS ATTEST LOTTE A].LEN,-CI~FY SE4~RET, KRY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 0475L (3) RESOLUTION WHEREAS, Section 6.03 of the Charter of the City of Denton authorizes the City Council to appoint a City Judge to preside over the Municipal Court; and WHEREAS, Section 6.03 of the Charter of the City of Denton authorizes the City Council to appoint Assxstant City Judges to handle the 3udlczal functions of the Municipal Court in the absence of the City Judge; and WHEREAS, the Czty Council deems it necessary to appoint a City Judge and two Assistant C~ty Judges to handle the 3ud~clal functions of the Municipal Court; WHEREAS, pursuant to Art. 6252-9a, V.A.C.S , the City Council has found that each appointee is currently a state employee, that the holding of this office is of benefit to the state and that there is no con£11ct between each appointee's holding of his original office and the office of City Judge, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS: SECTION I. That Robin Ramsey is hereby appointed City Judge and Zack Mason, Russell Welch and Camille Milner are hereby appointed Assistant City Judges of the Municipal Court of the City of Denton, Texas pursuant to Section 6.03 of the Charter of the City of Denton, Texas, effective July 22, 1986. SECTION II. That the City Judge and Assistant City Judges shall receive the sum of Twenty-Five and No/100 Dollars ($25.00) per hour for their services. The sum of $12.50 per hour shall be paid for training effective lmmedxately. SECTION III. Thxs Resolution shall become effective July 22, 1986. PASSED AND APPROVED this the 22nd day of July, 1986. J(~ORD,-MAYO~ PRo ~EM Y OF DENTON, EXAS ATTEST. ~Y OF OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS RESOLUTION WHEREAS, the autonomy of the Texas Woman's University should be respected as well as that of North Texas State University, and WHEREAS, Denton, Texas, ~s a city of universities, each of xts two great universities being important to the welfare and prosperity of the community, and WHEREAS, the two universities are the largest employers in the City of Denton, and WHEREAS, T.W.U is a statewlde unlverstty with an excellent national and international reputation, and WHEREAS, the Texas Woman's University holds the d~stlnctlve position of being the largest women's university in the United States, and WHEREAS the Texas Woman's University College of Nursing ts the largest nursing school in the United States, and WHEREAS, the Texas Woman's University School of Physical Therapy is the largest in the nation, and WHEREAS the Texas Woman's University has the largest School o£ Occupational Therapy in the United States, and WHEREAS there are numerous outstanding programs at T.W.U. with distinguished faculty, and WHEREAS, 52% of the Texas Woman's University students are graduate students, further illustrating its unique service, and WHEREAS the City Council is aware of numerous instances tn which the two universities have, on their own accord, cooperated and entered into joint enterprises for their mutual benefit and for the benefit of the state, and WHEREAS, both institutions in Denton have been success stories under their own distinctive, separate Boards of Regents, and WHEREAS, all o£ T.W.U.'s accomplishments have been under the Texas Woman's University's own dynamic Board of Regents and own dynamic President, separate and apart from all other untversltles; and WHEREAS, the T.W.U. Board of Regents is committed to upholding the distinctive character of the University and its mission; and WHEREAS, to d~mlnlsh the autonomy of the Texas Woman's University would threaten the name, h~story, mission, traditions, and/or distinctive character of T.W.U., NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS' SECTION I. That the City Council of the City of Denton, Texas opposes any e£fort to reduce the autonomy of the Texas Woman's University, and SECTION II. That the City Secretary is hereby directed to forward a copy of this resolution to the Governor of the State of Texas, the Lieutenant Governor of the State of Texas, the Speaker of the House of the State of Texas; the Select Committee on Higher Education of the State of Texas, and the President of Texas Woman's University SECTION III. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 22n~ day of July, 1986 //~O~.~LFORD, MAY~' ~0 TEM /~?Y ~F DENTON[ TEXAS ATTEST APPROVED AS TO LEGAL FORM DEBRA ADA~I DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS Next Document 1516L RESOLUTION BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the Mayor of the City of Denton, Texas be, and he ~s hereby authorized, to execute on behalf of the C~ty of Denton a letter agreement for the collection of delinquent utility accounts in bankruptcy between the C~ty of Denton and Heard, Goggan, Blair, WIll~ams ~ Harrison SECTION II. That this resolution shall become effect*ye immediately upon Its passage and approval. PASSED AND APPROVED this the ~day of ~ 1986. CITY ON DENTON, TEXAS ATTEST: CHARLOTTE-ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS HEARD, GOGGAN, BLAIR, WILLIAMS & HARRISON ~TORNEYS AT LAW OLIVER S HEARD SR S30 LITTLEFIELD BLD OLIVERO E CANALES (19151977) AUSTIN TEXAS 78701 D MARK BINDOCK ORLANDO L GARCIA OLIVER S HEARO JR (512) 4991481 THOMAS S GOGGAN III JOHN J HORN III STEPHEN S BLAIR LAWRENCE H BOWEN JIM BLAIR JAMES D STANTON LESLIE H WILLIAMB JR REBECCA P BUSTAMANtE W 0 BILL HARRISON RICHARDA STRIEBeR HAROLD D PUTMAN JR July 1 , 1986 TAMERA Lee KINNIE HENRY C MEYER CHARLOTTE G TRIPP Ms. Debra Drayovltch City Attorney City of Denton 215 East McKinney Denton, Texas 76201 Re: Collection of Delinquent city utility Accounts in Bankruptcy Dear Ms. Drayovltch, This letter will constitute a supplemental addendum to the contract between the City of Denton and the firm of Heard, Goggan, Blair, Williams and Harrison adopted by the City Council of the City of Denton on July 1, 1986. It is expressly contemplated that pursuant to such contract the firm will pursue delinquent tax accounts through bankruptcy proceedings. The firm hereby agrees to pursue delinquent City utility accounts in bankruptcy in those cases wherein the debtors have City of Denton delinquent tax accounts in bankruptcy. The firm will receive as compensation the sum of fifteen percent (15%) of amounts actually collected on City utility accounts an bankruptcy. If the foregoing accurately reflects our agreement, we would appreciate your endorsement of the enclosed copy of this letter The original is for your file. We understand that your office wall initiate the appropriate procedures for Council approval of thas agreement. We look forward to working with your offace in the interests of our mutual client, the City of Denton. Very truly yours, HEARD, GOG~, BLAIR, WILLIAMS CITY OF DENTON & HARRI~L~ By: Dgbra Drayov~tch By ~omas GogganU~ - Caty Attorney SAN ANTONIO HOUSTON DALLAS FORT WORTH LAREDO TOWER LIFE BUILDING 3180 CITICORP CENTER ALLIANZ FINANCIAL CENTRE 603 EAST BELKNAP ST 1015 JUAREZ TENTH FLOOR HOUBTON TEXAS 77002 2S23 BRYAN ST FORT WORTH TEXAS 76102 SUITE 101 ADDENDUM TO LETTER OF AGREEMENT BETWEEN THE CITY OF DENTON AND HEARD, GOGGAN, BLAIR, WILLIAMS ~ HARRISON This agreement shall be in effect £rom the 5th day o£ August, i986 to the 1st o£ August, 1987 but may be extended upon mutual agreement o£ the C~ty and law£~rm. In ail other aspects, this agreement shal! be governed by the terms o£ the contract between the C~ty and Heard, Goggan, Blair, Wllllams ~ Harrison, executed on the 1st day o£ July, 1986. 1438L RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS The Mayor is hereby authorized and directed to execute on behalf of the City of Denton, Texas, a Pipe Line License Agreement dated March 19, 1985, between the City of Denton and the M1 ssour 1-Kansas-Texas Railroad Company, relating to the construction, reconstruction, use, maintenance, repair and installation by boring method, of one sanitary sewer line encased in a carrier pipe not exceeding eight inches (8") in diameter at Mile Post K-725.77, Denton County, Texas PASSED AND APPROVED this the ~r~-~day of ~ 1986 RAY STEP.NS, MAY~OR CITY OF~ENTON,TEXAS ATTEST' CHARLOTTE ALLEN, CITY SECRETARY~- CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PIPE LINE LICENSE THIS AGREEMENT No made th~ 19th aay of March 19 8S between the MISSOURI-KANSAS-TEXAS RAILROAD COMPANY, hereinafter called "Licensor", and CITY OF DENTON, TEXAS hereinafter called "Licensee' WITNESSETH ARTICLE I 1. Term' This agreement shell take effect the date hereof, and unless sooner termi- nated es provided herein, shall continue in force 8o long as used for the purpose herein set out for · period of ten (10) years, or until terminated by either percy giving the other party not less than thirty (30) days' advance notice in trriting of an intention to terminate the same, the agreement to terminate upon the expiration of such term or notice, vhichever occurs first. Licensee is hereby given a renevel option at a price and term to be ne$otiated no sooner than 120 days or less than 30 days prior to the expiration of chis term. In the event the amount of renesotiated rental ia not agreed to in vritin$ by both parties, prior to the expiration of the term of this license, this license shall automati- cally terrain&ts vithout notice, effective the last day of the expiring term. 2 Consideration and Des~rlption- In consideration of FIVE HUNDRED NINETY-FIVE ~'~D NO/I, 00 ..... .............................................................. ($ S9S,00 )DOLLARS receipt of which m hereby acknowledged, and of the covenants of Licensee as hereinafter set forth, Licensor hereby grants a license and permission to Licensee to construct, reconstruct, use, maintain, operate, repair and install by borln~ method, one pipe hnes(s) encased m a career pipe not exceedm.o eight ( ;~ ') inches m dmmeter, to be used for carrying sewer across or along Licensor's property at or near Denton ,n the County of Denton and State of Texas For convenience, the said pipe line m hereinafter referred to as "Crossing" The location of said Crossing m more particularly desenbed as follows Saxd e~ght (8") ~nch sewer pxpe line crosses sa~d Raxlroad Company's premxses at an angle of 47 degrees, more or less, measured to the left, Westerly from the centerllne of saxd Raxlroad Company's Denton Subdxvlsxon ma~n track at Mx le Post 725 77 being main track valuation cha~nlng statxon 1706 plus 67 distant 1046 feet, more or less, measured Southeasterly along the centerl~ne of said main track from the Southwesterly end of Brxdge No. K-725 S AR] ICLE Ii Licensee undertakes and agrees I Specifications To install said Crossing according to the specifications of the American Railway Engineering Association Part 5, Pipelines The Crossing shall be laid and maintained at the sole cost of Licensee, and in a manner and w~th material satisfactory to Licensor's Chief Engineer, with Its top at least five and one-half (5 ~A') feet beneath the base of the rail under the track, and at l~ast three (3') feet below the surface of the ground elsewhere, so it will not interfere with the safe operation of sa~d railroad or cause damage to Licensor's property Said pipe line shall be encased in a larger pipe where it passes under any railroad track and for at least twenty-five (25') feet on each side of the center line of any such track 2 Present Occupants To make appropriate arrangements with any person or legal entity occupying the premises affected hereby pursuant to a lease or other permission granted by Licensor, so that Licensee's said Crossing will not unreasonably interfere with the use of the subject property, or create undue hardship on the person or legal entity occupying thc premises 3 Liability Licensor shall not be liable for any damage to said Crossing or the contents thereof, howsoever such damage shall be caused, whether by the negligence of Licensor, its agents, employees, or otherwise L~ccnsee assumes the risk of, and shall protect, mdemmfy and hold harmless Licensor from and against all habd~ty for or on account of injury to or death of any and all persons or damage to property, including livestock killed or injured, result mg from or incident to the construction, maintenance, use, operation, relocation, reconstruction or existence of said Crossing on Licensor s premises, or the removal thereof from said premises, or to the restoration of or failure to restore said premises to their prior or other condition as herein provided, whether such injury, death or damage shall be caused or contributed to by the neghgence of Licensor, its agents, employees or otherwise, and Licensee will protect, indemnify and hold harmless Licensor and any others legally using its right of way, from all claims, demands, suits or actions growing out of any such loss, mjury or demand s, including investigation costs, court costs, and attorneys' fees resulting or in any manner arising from the risks herein assumed by Licensee Licensee further agrees to immediately investigate any such claims demands, or suits and shall defend, settle, and / or otherwise dispose of the same at its sole cost and expense In the event Licensee settles any such claims, demands or stats, it shall obtain a release which includes L~censor Licensee shall not have or make against Licensor any claim or demand for or on account of any damage Licensee may suffer or sustain because of any failure of Licensor's title to the right of way and lands occupied by said Crossing or any part thereof 4 Waiver T~waivea~rightt~qu~stI~nthevahdity~fthisLic~nse~rany~ftheterms~rpr~vIsI~nshere~f~rther*ght or power of Licensor to execute and enforce the same ARTICLE 111 It is mutually agreed by and between the parties, as follows I (a) Repairs and Relocation Licensee will at all times maintain the Crossing in a safe and secure manner, and in a condition satisfactory to Licensor Licensor may request Licensee to change the location of the Crossing, or any part thereof, or to make reasonable repairs as in the judgement of Licensor shall be deemed necessary to avoid interference with or danger in the usc or operation of Licensor's railroad, or any of its present or future appurtenances, or telegraph, telephone, signal or other lines on Licensor's right of way, and In the event it is found necessary for Licensor to use its entire right of way, or any portion of it occupied by t he Crossing, Licensee shall at its sole expense, and within thirty (30) days after notice so to do, (or upon shorter notice in case of emergency), remove said Crossing, or as much of the Crossing as is located upon that portion of the right of way so required by Licensor (b) If Licensee shall fail to perform any of its obligations contained in this agreement to the maintenance of safe conditions in and about said Crossing oras to the protection of wires from electrical interference on Licensor's property or to make any necessary repairs, or to relocate said Crossing, then Licensor may cause such condition to be made safe, or change of loca Ilo n to be made or repairs to be made, or Crossing to be removed from Licensor's property, Licensor acting as the agent of Licensee, and may perform such work as is necessary in the judgement of Licensor, and Licensee shall on demand promptly reimburse Licensor thc whole cost thereof, plus ten (10%) per cent thereon as a charge for supervision, accounting, and use of tools or L~censor may terminate this License by glwng to Licensee not less than ten (10) days' advance written not,cc of its intention so to do 2 Termination Licensor may terminate this License upon ten (10) days' written notice if Licensee fails to keep any of Licensee's covenants herein contained, or If the right of way is required for other purposes by Licensor, and no reimbursement shall be made for Licensee's expenses incurred in the removal of this crossing or the consideration paid for this License No termination or expiration shall affect the rights and hablhties, if any, of the parties hereto then existing 3 Restoration Upon the termination of this agreement, whether in accordance with the provisions of Paragraph I of Article 1, or Paragraph 2 or 4 of Article 111, or otherwise, Licensee shall promptly remove said Crossing from Licensor's right of way, and restore said right of way to its prior condition, or to a condition satisfactory to Licensor If Licensee shall fall to remove sa~d Crossing within thirty (30) days after the termination of th~s agreement, L~censor may remove the same, and charge the expense therefor to the Licensee on the basis provided m Paragraph l(b) of Article Ill 4 Miscellaneous (a) This l nsc and all of the provmons herein contain,.,: shall be binding upon the part:es hereto their he rs executors administrators, successors and assigns and Licensee agrees to supply notice In wr ting to Licensor ofan~ name changes L censeeagreesnottoasslgnthlsLIcenseoranylnteresttherem,w~thout theconsentofLicensorlnwrltmg andan) and every such attempted ass:gnment without such prior written consent shall be void and of no effect In the event of any asszgnment, Llcer~see shall at all times remain fully responsible and liable for the payment of the rental, If any herein specified and for the comphance of all of ItS other obhgat~ons under the terms, provisions, and covenants of this L~cense (b) In the event rent is paid annually, Licensor expressly reserves,the right to increase the above rental rate on any ea ri anniversary date of this license by giving Licensee thirty t30~ da,,s w ........... ' Y ~ percentage that the Consumer Price Index has increased, published by the Department of Labor, since the last r~ntal increase period, or the last anniversary date hereof (c) The personal pronouns used herein as referring to Licensee shall be understood so to refer to Licensee whether L~censee be a natural person a partnership, or a corporation, or any combmaBon thereof (d) Any notice herein required to be given by L~censor to Licensee shall be deemed properly gwen if served upon or dehvered to Licensee or his authorized agent, or If posted on or if mailed, postpaid, addressed to Licensee at his last known place of business (e) No oral promises, oral agreements, or oral warranties shall be deemed a part of this License, nor shall any alteratmn amend merit, supplement, or waiver of any of the provisions of this license be binding upon either pa rty hereto unless t he same be supplemented, altered, changed, or amended by an instrument in writing, s~gned by Licensor and Licensee (f) This License does not become binding upon Licensor until executed by Licensor's vice-president IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above written MISSOURI-KANSAS-TEXAS RAILROAD COMPANY By. VIce-Pres~dent CITY OF DENTON, TEXAS Title Address 1S E. McKxnney Street Denton, TX 76201 File T-18753.B 1S43L RESOLUTION WHEREAS, the Texas Water Development Board has funds avail- able for grants for studying regional water supply issues, and WHEREAS, the Water for the Future Committee of Denton County has been exploring water supply issues for cities and non-incorporated areas of Denton County and desires to acquire such funding, and WHEREAS, the offices of the Denton County Commissioners Court have provided the administrative services in coordinating these study efforts and in receiving engineering proposals for conduct- lng such study, and WHEREAS, the Water Development Board funds are only avail- able to existing water utility entitles, and WHEREAS, the City of Denton is empowered and authorized to operate a water system pursuant to Article 1108, Tex. Rev. Civ. Stat. and other applicable laws, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the City of Denton, on behalf of the Water for the Future Committee of Denton County, desires to submit an application for funding assistance for a study to investigate alternatives for providing water supplies to cities and unincorporated areas of Denton County. SECTION II. That the City Manager of Denton is hereby authorized and directed to make application for such funds SECTION III. That the City of Denton desires to serve as administrator of said grant on behalf of Water for the Future Committee of Denton County, provided that the administration costs be proportionately shared by members of the committee SECTION IV. That funds for preparing the application for subject grant be supplied from pledged funds collected from member(s) of the sub3ect committee. SECTION V. That a certified copy of this Resolution shall constitute an application and request on behalf of the City of Denton to the Texas Water Development Board pursuant to §355.106, Texas Administrative Code, for approval of the funding described in Section 1 of this Resolution. SECTION VI. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this 19th day o£ August, 1986. RAY S~PHENS [ MAYOR CITY OF DENTON, TEXAS ATTEST. g~ARL'0T]~E ~'LL~N-, CITYTSEC~rARY [J2'ITY 0F~DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 1544L RESOLUTION WHEREAS, the City Council of the City of Denton has hereto- fore determined the necessity for and ordered the acquisition by the City of Denton of the hereinafter described right, title and interest in the land hereinafter described, and WHEREAS, the City of Denton has been unable to agree and cannot agree with the owner upon the value of the hereinafter described right, title and interest in the hereinafter described land situated in the City of Denton, Denton County, Texas, NOW, THEREFORE, BE IT RESOLVED BY THE CITY GOUNCIL OF THE CITY OF DENTON, THAT SECTION I. The City Council hereby finds and determines that ~t is necessary to acquire the hereinafter described r~ghts, title and interest ~n the hereinafter described land, and that it is necessary that ~t authorize proceeding in eminent domain to acquire the right, title and interest in the hereinafter described property. SECTION II. The Cxty Attorney of the City of Denton, Texas, is hereby authorxzed and dxrected to bring condemnation proceeding to obtain the fee sxmple title, including all improvements thereof, to the following tract of land situated in Denton County, Texas. ALL that certaxn lot, tract or parcel of land lying and being situated ~n the City and County of Denton, State of Texas, and being part of the S. McCracken Survey, Abst. No. 817, and also being part of a tract of land as conveyed from Denton 185, LTD to Joseph J. Tallal, Jr. Trustee by deed January 18, 1985 recorded ~n Volume 1718, Page 219 of the Deed Records of Denton County, Texas, and more particularly described as follows BEGINNING at the southwest corner of the south tract, said point lying ~n center of btuart Lane, THENCE north 0° 09' east along the west boundary l~ne of said tract and xn Stuart Lane, a distance of 705.0 feet to a point for a corner, THENCE east a distance of 13.0 feet to a point for a corner, THENCE south 5° 43' east a distance of 20S.43 feet to a point for a corner; THENCE south 0° 09' west, 34 feet east of and parallel to the west boundary l~ne of sa~d tract, a distance of 501.0 feet to a point for a corner, sa~d point lying in the south boundary line of said tract; THENCE north 89° 18' 10" west, along the south boundary line of said tract, a distance of 34.0 feet to the place of beginning and containing 0.5011 acres of land, more or less, of which 0.1780 acres l~es within Stuart Road for a net of 0.3231 acres. for street and utility purposes, with the title thereto vesting in the C~ty of Denton, however, there is excluded from said property to be condemned all the oil, gas and sulphur which can be removed from beneath said land without any right whatever remaining to the owner of said oil, gas and sulphur of ingress and egress to or from the surface of said land for the purpose of exploring, developing, drilling or mining the same. SECTION III. This Resolution shall become effective from and after its date of passage. PASSED AND APPROVED this the /~/~day of August, 1986. ATTEST C~ApEOTT~ ALLEN, -CIffY SECRET/~RY IC~ OF ~ENTON, TEXAS ~ APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 1554L RESOLUTION WHEREAS, at this critical juncture in the Select Committee on Higher Education's study, as the Legislature meets in a crucial special session to consxder issues of extreme importance to this State, the City Council of the City of Denton is of the opinion that any attempt to solve the deficit problems facing the State solely by reducing expenditures would be short-sighted, and most detrimental to the future of h~gher education in Texas, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the City Council of the City of Denton, Texas calls upon the Legislature to consider favorably a combination of judicious spending reductions and the enactment of legislation providing for additional sources of public funding. By follow- lng this equitable and reasonable course, the Legislature will assure our colleges and universities of continued support and our citizens will be assured that public education of the highest quality will be preserved and not allowed to deteriorate. SECTION II. That the City Secretary is hereby directed to forward a copy of this resolution to the Governor of the State of Texas, the Lieutenant Governor of the State of Texas, the Speaker of the House of the State of Texas, and the Select Committee on Higher Education of the State of Texas. SECTION III. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 19th day of August, 1986. ATTEST' /L~RLOT~ A"LL~N, C4TY SItCREf~(RY (JT~ITY OWDENTON, TEXAS ~ APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1521L RESOLUTION WHEREAS, additional emergency radio frequencies are urgently needed for City public safety use ~n order to promote the health and safety of the public, and WHEREAS, the City Council has been advised that the City of Mesquite has requested that the Federal Communications Commis- sion allocate MHz bands 821-825 and 866-870 for public safety use~ NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS. SECTION I. That the City Council of the C~ty of Denton urges the Federal Communications Commission to expedite its hearing process in the allocation of MHz bands 821-825 and 866-870 in order to meet urgent needs of pubhc safety units SECTION II. That the City Council of the City of Denton urges that the Commission's determination, effect be given to the Congresszonal intent of Public Law 98-214 and that MHz bands 821-825 and 866-870 be allocated to public safety use SECTION III. That the City Secretary is hereby directed to forward a copy of this resolution to the Honorable Mark S. Fowler, Chairman of the Federal Communications Commission and to Brunhllde Nystrom, Mayor of the City of Mesquite, Texas SECTION IV. That this resolution take effect immediately from and after its passage as the law in such cases provides 1/ PASSED AND APPROVED this the /7~'*day of //~/]Z/.~, 1986. ATTEST c~rqRLOTT?_/ AL~EN; G~.~I'Y '~ECRET~Y C(I/fY OF ~ENTON, TEXAS ~ APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DBNTON, TEXAS ¢ Next Document 1577L RESOLUTION SECTION I. In accordance with the Resolution of the City Council adopted on the 1Sth day of July, 1986, the following individuals are hereby appointed to serve as members of the Special Citizens Advisory Committee on Capital Improvements Karen Abernathy Bllnor Hughes Hugh Ayer Dave Krause Geneva Berg Jo Luker Homer Bly Darla McDade Bill Brady Jack M~ller Derrell Bulls Allle Miller Lucy Campbell Ralph Mornson Mike Campbell Clovis Morrlsson, Jr. Bill Claiborne Bettye Myers Jake Craven Kathy Orr Bob Crouch Lisa Patterson Bill Crouch Fred Patterson Frank Davlla William P. Phillips Roberta Donsbach Harold Reed, Jr George Edwards Larry Reynolds John Enlow Richard Salazar Hazel Frederick Joe Short Robble Gober Chuck Smith Bob Gorton Sue Smith Helen Halley Don Smith Tom Harpool Benny Snlder John Harris Donna Trammell Lloyd Hlndman Ed Wolskl Joe Holland Donald Wright Ann Houston A E Wyatt John Hughes SECTION II. That it shall be the charge of sa~d Committee to make recom- mendations to the City Council on the manner of implementing the City's f~ve-year capital improvements plan SECTION III. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 2nd day of September, 1986. CITY OF DENTON, TEXAS ATTEST: CI~AR~LOTT]~ ~ALLEN, CITY SEORET~Y C1"~ OFf ]J~)NTON, TEXAS APPROVED AS TO LEGAL FORM DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1582L RESOLUTION WHEREAS, the Planning and Zoning Commission has made zts recommendation for a fare year Cap~tal Improvement Plan to the C~ty Counczl, and WHEREAS, the C~ty Council has established a C~t~zens Committee to review the proposed Capztal Improvement Plan together w~th other proposed Capital Improvements and make recommendations to the Planning and Zoning Commission and C~ty Council relatxve thereto, and WHEREAS, a bond elect~on and bond sale may be necessary to prowde fundzng for the Capital Improvements Program, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON: SECTION I. That ~f a $0.59 tax rate (per one hundred dollar valuation) ~s approved by ordinance of the C~ty Councxl, $0.57 (per one hundred dollar valuation) of sa~d $0.59 would be necessary to prowde funding for the C~ty's current 1986-87 maintenance and operation budget and the existing debt serwce requirements of f~scal year 1986-87. SECTION II. That the proceeds from the additional $0.02 tax rate (per one hundred dollar valuation) will be placed ~n the City's General Debt Service Retirement fund an order to help defray the costs of any additional debt service requirements needed to fund a Capital Improvements Program. SECTION III. That, in the event no program is recommended, or the voters fall to approve the constructzon of the proposed capztal zmprove- ments, the proceeds from the additional $0.02 (per one hundred dollar valuatzon) w~ll remain ~n the General Debt Service Fund, and be avazlable to pay future year debt servzce requzrements on exzst~ng outstandzng debt, and allow reductions in the debt servzce levy of future years. PASSED AND APPROVED this the ~/b~C/ day of J~~, 1986. CITY 01~ DENTON, TEXAS ATTEST CH~(R~OTTBqI~LI3EN, CITY SE~REVY CIT~ 0F D]~TON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADA~I DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS RESOLUTION BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, THAT SECTION I. The budget adjustments, as indicated on Exhibit A, attached hereto and included by reference here~n, for the fiscal year 1985-86 are hereby, in all things, approved and ratified. PASSED AND APPROVED this the ./~/C/day of September, 1986. ATTEST: CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS EXIHIGIT A GENERAL FUND DUDOET AD~USTNENT FIOCAL YEAR 170~-86 CURRENT I TRANSFER MODIFIED OROANIZATION / FUND BUDGET D AMOUNT OUDDET LEDAL ADMIN1OTRATIUN 272~429 2?21429 LEGAL MUNICIPAL COURT 129,DSO 129,858 EMERGENCY MANAGEMENT B5,1§2 B5~152 ENGINEERING 743,423 A 10~1327 733,291 INSPECTIONS 407~434 407~434 TRANOPORTATN ENGINEERING 324,191 324,191 AIRPORT B2,46G A 1~720 84,]86 PN / ADMINISTRATION 134,273 A 129 134,402 STREET PATCHING 705,459 705,459 DNEEPING / DRAINAGE 319~057 319~057 GTREET CONSTRUCTION 739,925 A 8,283 748,20B STREET LIDNTINO 3§0,000 350,000 ANIMAL CONTROL 193,066 193,066 GENERAL GOVERNMENT 52B,477 528,477 BUILDING OPERATIONS 621~173 621~173 OP ANALYOI$/ENRGY NNGMNT 1OD,lO§ 105,1U5 WORD PROCESSING CNTR 1RI,B92 IBl~B92 PERSONNEL 326~512 326~§12 DATA PRDCEGSING ADMIN 701,094 701,094 PARKS & RECREATION ADMIN 204,891 204~B91 RECREATION 74D~774 B 20,000 760,774 PARK MAINTENANCE 743,405 B 20,000) 723,405 LIBRARY ADMiN 181,400 C 2,350 1B3~750 SUPPORT SERVICES 170,148 C 4,050 1B2,19B ADULT SERVICES 246,4B5 C B,545 255,030 CHILDREN SERVICES 111,298 C 10,3507 100,94B FINANCE ADMIN 161,247 161~247 PURCHASING IB7,052 iB7,052 CUSTOMER SERVICE 636,65? 636~657 CASHIERING 145,812 145,812 ACCOUNTING 279,533 279~533 TAX 110,108 110,10B FIRE ADMINIOTRATION 252,001 E 34,553) 217,528 FIRE OPERATIONS 3,110,501 E 36,756 3,147,257 FIRE PREVENTION 145,497 E 2,203) 143,294 POLICE ADMINISTRATION 1R3,453 F 2,447 185,900 CRIMINAL INVESTIGATION 629,489 F 2,~477 G27,042 ADMINISTRATIVE 439,683 439,GB3 PATROL DIVISION 2,386,756 2,3B6,756 FIN ADMIN MISC 823,930 D 7,429) 816~501 FIN ACCT MISC 717,695 C 4,595) 713,100 PLANNING MISC 131,BD7 131~807 GENERAL FUND 20,046,712 20,046,712 1095L RESOLUTION A RESOLUTION BY THE CITY OF DENTON, TEXAS, AUTHORIZING THE CITY MANAGER TO SIGN AND SUBMIT TO THE DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT A FINAL STATEMENT OF OBJECTIVES AND PROJECTED USE OF FUNDS WITH APPROPRIATE CERTIFICATIONS, AS AUTHORIZED AND REQUIRED BY TH~. HOUSING AND COMMUNITY DEVELOPMENT ACT OF 1974, AS AMENDED. WHEREAS, the City of Denton, Texas, is concerned with the deve- lopment of viable urban communities, including decent housing, a suitable living environment and expanded economic opportunities, and WHEREAS, the City of Denton, Texas, has a special concern for persons of low and moderate income, and WHEREAS, the City of Denton, Texas, as an entitlement City, has prepared, through a citizen participation process, a program for utilizing Its f~rst year entitlement funds in the approximate amount of $557,384, and WHEREAS, the public hearing w~ll have been held in accordance with the law, and WHEREAS, the Act requires an application and appropriate certi- fication, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, THAT. SECTION I. The City Council of the City of Denton, Texas, authorizes the City Manager to sign and submit to the Department of Housing and Urban Development a grant application and appropriate assurances for entitlement funds under the Housing and Community Development Act of 1974, as amended. SECTION II. That the City Council of the City of Denton, Texas, authorizes the Director of Planning and Community Development to handle all fiscal and administrative matters related to the application, the Housing Assistance Plan and the assurances. SECTION III. Th~s th~s Resolution shall take effect immediately from and after its passage. SECTION IV. That the C~ty Secretary is hereby authorized to furnish copies o£ this Resolution to all interested parties PASSED AND APPROVED th~s the /~z~C~day of September, 1986. ATTEST CFr/~RLDTTE ALLEN, CITY SEiCRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1578L RESOLUTION WHEREAS, Section 6 03 of the Charter of the City of Denton authorizes the City Council to appoint a City Judge to preside over the Municipal Court, and WHEREAS, the Council is desirous of making such appointment, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That Sandra H. White is hereby appointed City Judge of the City of Denton, Texas, effective October 1, 1986. SECTION II. That the Mayor is hereby authorized to execute a letter of agreement between the C~ty of Denton and Sandra H. White as City Judge relative to the terms of her employment, a copy of which is attached hereto and incorporated here~n by reference. SECTION III. Th~s resolution shall become effective ~mmedlately upon ~ts passage and approval. // PASSED AND APPROVED this the /fi day of September, 1986 ATTEST C~Li~N ~ C~ARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS CITY of DENTON~ TEXAS MUNICIPAL BUILDING / DENTON, TEXAS 76201 / TELEPHONE (817) 5668309 Ofhce of the Mayor September 10, 1986 Sandra H. Whxte Attorney at Law P. 0. Box 31512 Dallas, Texas 75231 Re' Your Appointment as Municipal Court Judge Dear Ms. White The City Council of the City of Denton is delighted that you have accepted the posltxon of Judge of Denton. With regard to your employment, the following are conditions surrounding your employment with the City of Denton 1 Employment Date. Your employment date is October 1, 1986 2. Salary' Your salary will be $35,000 annually, payable in installments at the same time as other employees of the City are paid. 3. Duties Your duties include those duties enumerated in your job ~'scrlptlon, a copy of which is attached hereto and marked Exhibit "A". In addition, the C~ty Council has requested that you devote your best efforts to work closely with the Municipal Court Clerk's office to revise Court procedures, recordkeeplng procedures and implement the municipal court computer system.. ~. ~, .... , 4. Changes ~n Pay' . Any changes in pay will be discussed with the City Councll~~*~r, when your performance will be reviewed by the Council. 5. Benefits. You will be entitled to all benefits, 1.e health insurance, worker's compensation, vacation and sick leave, retirement and pension plan contributions provided to other employees of the City. You shall be entitled to receive the same vacation and sick leave benefits as are accorded other department heads, including provisions governing accrual and payment therefor on termination of employment Ms Sandra H. White September 10, 1986 Page Two 6. Separation From Mmployment' Pursuant to Section 6 03 of the City Charter, as Municipal Judge, you serve at the pleasure of the City Council and may be separated from employment at any time. For these reasons, the terms of your employment shall not be subject to the Disciplinary Policies of the City. 7. Appointment of Asslstan~ City Judges Pursuant to the City Charter, the City Council is authorized to appoint Assistant City Judges to perform the duties and functions of the City Judge to act in your temporary absence or disability. The Council may ask you from time to time, to interview applicants and make recommendations relative thereto to the City Council, for the position of assistant judge or judges You shall be responsible for coordinating and supervising the duties of the assistant Judges. 8. Professional Development. It is recognized that you have to devote a great deal of your time outside normal office hours to business of the City, and to that end, you w~ll be allowed to take compensatory time off as you shall deem appropriate during said normal office hours, provided, however, you shall devote your entire time to the performance of the duties and shall not spend more than ten (10) hours per week in teaching, consulting, or other non-City connected business without the prior approval of the City Council. The City Council hereby agrees to budget for and pay your travel and subsistence expenses for professional and official development to adequately pursue necessary official and other functions for the City, including, but not limited to, the Texas Bar Convention, Texas Municipal Judges Association and training seminars, regional, state, local, legal or governmental groups and committees thereof which you serve as a member. The City Council also agrees to budget for your travel and subsistence expenses for short courses, institutes and seminars that are necessary for your professional development and for the good of the City of Denton The City Council agrees to budget and pay the professional dues and subscriptions necessary for your continuation and full participation, including the holding of responsible offices in national, regional, state and local associations and organizations necessary and desirable for your continued professional participation, growth and advancement, and for the good of the City of Denton. Ms. Sandra H. Whxte September 10, 1986 Page Three 9. Relocation Expenses: You shall be pa~d your relocation expenses with respect to your move to Denton pursuant to City of Denton Personnel Policy No. 101.05. If you have any questions about the terms of th~s letter of agreement, please do not hesitate to let me know Please ~nd~cate your acceptance by signing below Sincerely, C~ty of Denton RS js Enclosures xc Personnel File Debra A. Drayovltch, City Attorney I agree to accept the terms of employment as set forth here~n. SANDRA H. }/HITE 1578L OF D OH, MUNICIPAL ~URT JU~E S~ARY Salary C~ensurate ~l+h Ex~rFence DEP~E~ L~AL ~B SUmmARY' Presides over Municipal ~ur~ and edmlnlsters justice In the disposition of cases of ~d Inance ~ s~a?uto~y mlsde~ean~ violations under the Jurlsdlc~lon of the Hunlclpel Court, supervises the operations of the Hunlclpal ~u~? Clerks office P~esldes ove~ trials and Fenders Judgments for mlsdemeano~ vlolatlons~ vlolatlons of city ordinances, ~efflc vlolatlons and any other ~lthln the Ju~lsdlctlon of the Nunlclpal Court Au?hoFlzes Issuance of search~ arrest, lnspectlon end men~el ~ralgns p~lsoneFs, se~s bonds~ levies fines, and Issues magis?re?es warnings Overs~s schedullng of all oases end a~lvltles of the Court Evaluates cases wl~h defendants end ~helF a~ocneys Haln~alns court ~ecoFds as required by Texas State Law ~ovldes Information ~o e~oFneys and cl~Izens regardlng ~a~ran~s~ appeals, and hearlng dates and Performs other related duties es dlcected by the Clty council accordance with state law NINIH~ ~UALIFICATIO~. Education/ JuFls ~ct~ (J.D.) deg~ ~Ith two years* experience In ~he practice Experience of le~ In ~he s~afe of Texas~ one o~ ~hlch must Include criminal frlals~ or municipal law, Including munlclpal T?lnln~ Nem~Fshlp In ~he Sta~e Bar of Texas Knowledge/ ~o~ough knowledge of la~s and o~dlnances rele~ed ~o actlvl?les and Skills/ operations of the Nunlclpal ~lll?les Knowledge of ~he Texas Notor vehicle La~, Texas Penal Code~ Texas Code of CFlmlnal ProceduFes~ state and federal constitutions and Judlclal Code of ~nduct to apply munlclpal~ state~ criminal, edmlnlstretlve and constitutional le~ Skill In analyzing and applying legal principles ?o local government p~oblems Ablllty ?o prepare end administer annual operating budget Ability ~o deal ~Ith general public In a professional and cour~gs manner Ablllty to express legal Interpretations orally and In ~rl~ing clearly and concisely Ablll~y ?o develop e p~ofesslonal and productive ~orklng ~ela?lonshlp Iltlgan~s, employees, public offlclels and ?he general public Nay be called on to Issue ~arren~s a? unusual hours ~ndl?lons of Although posl~lon officially sta~s October Is?~ 1986, ?he Cl?y Is ~lll~ng to .Employment negotiate ?he actual starting date NembershSp In ?he State Bar of Texas P~eference Preference may be given ~o applicants ~lth eddi~$onal years experience In c~mlna[ tFie[s or mun~clpe~ la~, Including munlclpal trials Other eppllcen?s ~lll be ccns~de"ed and salary ~YII be based on expeFlence. CLOSI~ DATE Open un?Il 1583L RESOLUTION WHEREAS, the City of Denton has submitted to the Federal Aviation AdminIstration an application for Federal Assistance dated September 9, 1986 for a grant of Federal funds for a project for development of the Denton Municipal Airport, and WHEREAS, the Federal Aviation Administration has approved a project for development of the Airport consisting of the construction of an aircraft parking apron, construction and marking of a connecting taxlway, and construction of a hellpad, and WHEREAS, the Federal Aviation Administration has submitted to the City of Denton a Grant Offer ~n the amount of Two Hundred Twenty-slx Thousand Four Hundred Fifty and No/100 ($226,450 00) Dollars for the construction of such Improvements, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the C~ty of Denton hereby accepts the Grant Offer and agrees to comply with all of the assurances and conditions contained in the Grant Application and the Grant Offer, and the City Manager of the City of Denton or his designee is hereby authorized to execute such agreements PASSED AND APPROVED this the 16th day of September, 1986 ATTEST CHARLOTTE ~L-LEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS Page 1 of * pages GRANT AGREEMENT FOR DEVELOPMENT PROJECT Part I-Offer ,~lml~stm#mt Date of Offer ,~£p 1 ~ 1~86 Airport Denton [ffun:Lc:l.pal ProJect No 3-~8-0067-03 Contract No DOT FA 86 ST,/-8749 TO The City of Denton, Texas (heretn referred to a~ the "Sponsor") FROM The Untied States of America (acting through the Federal Awatlon Administration, herein referred to as the~ "FAA") WHEREAS, the Sponsor has submitted to the FAA a ProJect Apphcation ( also called an Application for Federal Assistance) dated September 8, 1986 , for a grant of Federal funds for a project for development of the Denton Nunic:l.pal Airport (herein called the "Airport"), together with plans and specifications for such project, which Application for Federal Assistance, as approved by the FAA ts hereby incorporated hereto and made a part hereof; and WHEREAS, the FAA has approved a project for development of the Airport (herein called the "Project") consisting of the following-described a~rport development Construct and mark Taxiway H (approximately 30~ X 750~), I (approx/mately 30~ X 765t) and J (approximately 30~ X l~070t); construct holding apron for Runway 17 (approximately 2~800 s,y,); construct heltpad (approximately 60~ X 60~) and access road (approximately 20~ X 50t) all as more particularly described in the property map and plans and specifications incor- porated in the said Application for Federal Assistance. FAA Form 5100-37 (10-8~) Development or Noise Program Page 2 of 4 pages ~IOW THER~OI~., pursuant to and for ~he ~ose or oa~ng ou~ ~he provisions of ~he A~po~ ~d A~way ~p~ove~nt Ao~ of 1982, he~e~ called ~he "io~," and/or ~he Av~$ion Safeiy and Noise Aba~e~n~ Ao~ of 1979, and ~ oonside~a~t~ of (a) ~he Speech's adoption ~d ra~lfina~ion of ~he ~ep~sen~a~ions ~d assurances contained ~ said ProJeo~ Application ~d i~s aooep~oe of ~his ~fer as hereunder provided, ~d (b) ~he benefits ~o accrue ~o ~he ~i~ed S~a~es ~d ~he public from ~he noon. listenS of ~he ProJ~$ ~d oompli~on wi~h ~he assu~noes ~d conditions as herein p~vided, THE FEDER~ AVIA~ON A~INI~RATION, FOR ~ ON BEH~F OF THE U~TED BTAT~, ~R~ O~ERS ~D AOR~ ~o pay, as ~he ~i~ed S~a~es sha~ of ~he all.able oos~s ~ou~ed ~ noon. liebig ~he ProJeo~, ninety percen~um of all all.able project costs. This Offer is ~ade on and subject to the followins texas and oonditionss Conditions 1. The maximum obligation of the United States payable under this offer shall be $ 226,450 · For the purposes of any ~uture grant amendments ~hich may increase the foregoing · aximum obligation of the United States under the p~ovisions of Section 51~(b) of the Act, the following a~ounts a~e being specified for this purposes $ 0.00 for land acquisition $ 226,450 for airport development or noise implementation (other than land acquisition). The allowable costs of the project shall not include any coats determined by the FAA to be ineligible for oonsideratio~ as to allowability under the Act. Payment of the United States share of the allowable p~oJeot costs will be mede pursuant to and in accordance with the p~ovisions of such regulations and p~ooedures as the Secretary shall pr~soribe. Unless otherwise stated in this grant agreement, any program income earned by the sponsor dur~-_~ the grant period shall be deducted from the total allowable proJent costs prior to making the final determination of the United States share. Final determination of the United States share will be based upon the final audit of the total amount of allowable proJeot hosts and settlement will be made for ar~ up~mrd o~ downward adjustments to the Federal shrove of hosts. Tho aponsor shall net~ out and oomplete the ProJeot withou~ undue de~ys end in aooordenne with the terms hereof, and sunh regulations and p~ooedures aa the Seorotary shall presoribe, and agrees to oomp]~v with the assuranoes whinh ware mede part of the pro,eot applioation. FAA Form 5100-37 (10-84) Development or Noise Program Page 3 of 4 pages 5. The FAA rese~vae the right to amend or withdraw this offer at any time prior to its acceptance by the sponsor. 6. This offer shall expire and the United States shall not be obligated to pay any part of the costs of the project unless this offer has been accepted by the sponsor on or before September 30t 1986 or such subsequent date as may be prescribed in~riting by the FAA. 7. The sponsor ahall take all steps, includin~ litigation if necessary, to recover Federal funds spent fraudulently, wastefully, or in violation of Federal antitrust statutes, or misused in any other manner in any project upon which Federal funds have been expended. For the purposes of this grant agreement, the term "Federal funds" means funds however used or disbursed by the sponsor that were originally paid pursuant to this or any other Federal grant agreement. It shall obtain the approval of the Secretary as to any determination of the amount of the Federal share of such funds, It shall return the recovered Federal share, including funds recovered by settlement, order or Judgment, to the Secretary, It shall furnish to the Secretary, upon request, all documents and records per- raining to the determination of the amount of the Federal share or to any settlement, litigation, negotiation, or other efforts taken to recover such funds. All settlements or other final positions of the sponsoro in court or otherwise~ involving the recovery of such Federal share shall be approved in advance by the Secretary. 8, The United States shall not be responsible or liable for damage to property or injury to persons which nmy arise from, or be incident to, compliance with this grant agreement. 9. The plans end specifications referred to on Page 1 of this Grant Agreement are the preliminary plans approved by the FAA on September 10, 1986. 10. The property map referred to on Page 1 of this Grant Agreement is the Property Map, Exhibit A attached to the Application for Federal Assistance attached to the Grant Agreement for AIP Project 3-48-0067-01. FAA Form 5100-37 (10-8~) Development or Noise Program Page 4 of 4 Pages The Sponsor~8 acceptance of this Offer and retification end adoption of the ?roJect Application incorporated herein shall be evidenced by execution of this instrument by the Sponsor~ as hereinafter provided, and this Offer and Acceptance shall comprise a Grant Agreement, as provided by the Act, constituting the contractual obligations and rights of the United States and the Sponsor with respect to the accomplishment of the Project and compliance with the assurances and conditions as provided herein Such Grant Agreement shall become effective upon the Sponsor's acceptance of this Offer UNITED STATES OF A)IERICA FEDERAL AVIATION ADHINISTRATION (Title) M ~ ~rv Rna ~na~w~q ~oh Part II - Acceptance The Sponsor does hereby ratify and adopt all assurances, statements, representations, warranties, covenants, and agreements contained in the Project Application and incorporated materials referred to in the foregoing Offer and does hereby accept this Offer and by such acceptance agrees to comply with all of the terms and conditions in this Offer and in the Project Application. Executed this /~/4._. day of September , 1986 CITY OF DENTON, TEXAS (Name of Sponsor) (SEAL) ($pon Repres entat ire ) I, ~-~ D~-~JOV ~TC~ , acting as Attorney for the Sponsor do hereby certtfy~ That in my opinion the Sponsor is empowered to enter into the foregoing Grant Agreement under the lays of the State of Texas Further, I have examined the fore~oing Grant Agreement and the actions taken by said Sponsor relating thereto, and find that the acceptance thereof by said Sponsor and Sponsor's official representative has been duly authorized and that the execution thereof is in all respects due and proper and in accordance with the laws of the said State and the Act In addition, for grants involving projects to be carried out on property not owned by the Sponsor, there are no legal impediments that will prevent full performance by the Sponsor Further~ it is my opinion that the said Grant Agreement constitutes a legal and binding obligation of the Sponsor in accordance ~ith the terms thereof. ated at th,s dayof , / Signature of Sponsor's Att~ey ~ FAA Form 5100-37 (10-8&) Development or Noise Program ~0~ Denton ~Oom~ Denton ~a~ Texas $~$~e~ 76201 ~ ~11~ · ~e~mm~e~m~v~a, Bruce Cardwell ~ Ai~ort · ~ (817) 566-8~19 ~mprovement Progr~ Construct and ~rk taxiways H, Z and J, construct holding apron Run~y 17, construct and mark hel~pad and connectzng taxiway City of Denton and Denton County I 100,000 ~ ~7 I Administration ~1~ ~or~ S~andards Section 3-~8-0067-03 Aviation Adminis~ra=ion, ATTN: P O B~ 1689 ~EffiE- Mr. Bill ~gelo ~A~ Assistant Director of ~blic Works · R~NED ~ ~ le BY~ DEPARTMENT OF TRANSPORTATION · FE ~A/ AVIATION ADMINISTRATION PART II PROJECT APPROVAL INFORMATION SECTION A Item 1 Does th~s assistance request requ*re State, local, Name of Governing Body regional, or other prmr~ty rating'~ Prmrdy Rating -- Yes X No Item 2 Does th~s assistance request require State, or local Name of Agency or adwsory, educatmnal or health clearances~ Board Yes ]C No (Attach Documentahon) Item 3 Does th~s assistance request reqmre clearinghouse rewew (Attach Comments) m accordance w~th OMB C~rcular A-95~ Yes X No Item 4 Does th~s assistance request reqmre State, local, Nome of Approving Agency reg~ona~ or other planning approval~ ]C Date __ Yes __ No Item 5 Is the proposed pro~ect covered by an approved Check one State comprehensive plan9 local Regional __ Yes X No Locahon of plan Item 6 W~II the assistance requested serve a Federal Name of Federal Installat,on ~nstallatmn'~ Yes X No Federal Populatmn benefiting from Prolect Item 7 W~II the assistance requested be on Federal land Name of Federal Installatmn or ~nstallahon'~ Locatmn of Federal Lend Yes ]~ No Percent of Project Iti~m 8 Wdl the assistance requested have an impact or effect See mstructmn for addltmnal mformatmn to be on the enwronment? provided Yes ~ No Item 9 Number of Wdl the assistance requested cause the d~splacement of Individual s ~nd~wdua~s famdms, businesses, or farms'~ Famdms Busleesses Yes ]C No Farms Item 10 Is there other related Federal assistance an thss See mstructmns for adddmnal mformat~on to be project prewous, pendmg, or antmlpated9 provided Yes ]( No FAA Fem~ $100-100 (~.?l) SUPERSEDES FAA FORM S10~-I0 PAGES ! THRU ? Pege 2 DEPARTMENT OF' TRANSPORTATIC FEDERAl. A¥iATI~)N ADMINISTRATION OMB NO 04 nOZ09 PART Il. SECTION C (SIICTION Ii OMIT1T~D) The SponMr hereby r~m~n~ and cemfi~ ~ ~ollows I ~mpahble ~nd U~ -The S~nmr h. ~en the following acbons to inure compatible usage of land adjacent to or m the v~cmtty of the 1. Afrpor~ ~e/g~ zoning or~/nsnces 2. ~olse co~s~ib/11~y ~n~ comp~ible land use h. Co~erct~l ~ontng ~roun~ ~rr~or% 2 Dd. ultL-The S~nmr Is not m ddault on any obbgatmn ta the Umted S~tes or any .gene) of the hinted States Govern- ment relative to the development, operahon, or maintenance of any m~, except as stated herewith ~one 3 Possible Dis. bristles -There are no facts or elreumstances (including the ex,stence of effect ve or proposed leases, use agreements or other legal instruments .ffectmg_ use of the A,rport__ or the exmence of _pending linger,on or other legal proceedm ) wh,ch in reasonable probab,bt) m,ght make it imputable for the Sponsor to cam) out and complete the Pro~ect or cam out tt~ provmons of Part V of th,s Apphcat]on, either by Gm,ting its legal or fmancml ab,hr) or otherwise~ except as follows None 4 Land -(a) The Sponsor holds the following propert) interest ,n the follow,ng areas of land* wh,ch are to be develoued or used es part of or in connection w,th the Awpor~ s~bjeet to the following excep~mn.s, ,encumbrances. and adverse mtere'sts, al of which areas erg identd, ed on the ~mmmmmmmi property map des, gu.ted as Exh,bit A Attached to the Application for Federal Assistance attached to the Grant Agreement for AIP Project 3-48-0067-01. Fee simple title Parcels 1, 2, B, 4, 5, 6, C and D *State character o.f property interest in eaeh area and list and ,dentil) for each ell except,om, encumbrances, and adverse sn~emsts el e~ &md and~f~, t~ludt~ lie~, ~ements, I~es, eec The re~mfe ar~s of ~nd need pul) be ~dentffsed he~ by the ~ numbers shoran on/4e ~rty ~p FAA Form 61~1~ (~e) Pop ~ DEP~RTUENT 01= TRANSPORTATION - FEDERAL AVIATION ADMINISTRATION OMa NO 04 n0209 PART II - SECTION C (Continued) The Sponsor further certifies that the above is based on a title examination by e quahfzed attorney or title company and that such attorney or title compan) has determined that the Sponsor holds the above property interests (b) The Sponsor will acqume within a reasonable time, but m any ~vent prior to the start of an~ construct on work under the Prolect the following property nterest m the following areas of land on wh ch such,,co~,nstruct,on work is to be performed, a of winch areas are Identlflecl on the aforementioned property map designated as Exhibit A None 5 Exclusive Rl~{hts -There is no grant of an exclusive right for the conduct of an) aeronautical actl~lt) at any airport owned or controlled by the ~ponsor except as follows None '*State character o[ property interest In each area and list and identlf) for each all exceptions, encumbrances, and adverse interests of every kind anannture, including liens, easements, leases, eta The separate areas o/land need only be identified here by the area numbers shown on the property map FAA Form 5100..~100 (4 re) P~ge 3b DI~PARTM~T OF TP-~SPORTATION o FED L AVIATION ADMINISTRATION oM8 NO PART III - BUDGET INFORMATION - CONSTR~JCTIDN SECTION A - GENERAL 1 Federal Domestm Assistance Catalog Na .... 20.'106 2 Functmnal or Other Breakout ...... SECTION B - CALCULATION OF FEDERAL GRANT Cost Classification Amount Amoum + o, (-) 1 Admlmstrahon expense S $ $ 5oo 2 Preh'nmary expenR 3 Lar~d, structures, n~ht of way 4 Archdectufal englueerm~ basic feec 20,000 5 Other a~chttectulal en~necrmg fees (Teat::Ln~) 4,800 6 ProJect inspechon fees 7 Land development 8 Relocatmn Expenses 9 Relocatron payments to Individuals eno Businesses ]0 Oer~hbon and removal 11 Construction and project ~mprovement . 223.311 12 Eqmpment ]3 U~ecellaneous 14 Total (Lines ] throullh 13) 251 15 Estimated Income (~f apphcable) 16 Net ProJect Amount (Line ]4 minos 15) 25!, 611 I7 Less Inehpble Exclusrons 18 Add Contmj~encles 19 Total ProJect Amt~ (Excludmll Rehabd~tabon Grants) 251 20 Federal Share requested of Line ]9 226,450 21 Add RehabdRatron Grants Requested (lO0 Percent) 22 Total Federal grant requested (Lines 20 & 21) 226,450 23 Grantee share 25,161 24 Other shares 25 Total project (Lines 22, 23 & 24) $ $ $ 251,611 FAA R~ffll SIOCI.~00 {e 7~ SUP~R$IrDES I~AA FORM SI00-10 PAOBS I THRU ? Poge DEPARTMENT OF TRANSPORTATION - FEDERAl. AVIATION ADMINI: SECTION C - EXCLUSIONS None SECTION D - PROPOSED METHOD OF: FINANCING NON-FEDERAl SHARE 27 Grantee Share $ 25,611 a Securities b Mortgagee c Appropnabons(By Apphcant) 25,161 d Bonds e Tax Lewes f Non Cash g Other (Exptmn) h TOTAL- Grantee share 25,161 28 Other Shares a State b Other c Total Other Shares 29 TOTAL $ 25,161 SECTION E - REMARKS PART IV PROGRAM NARRATIVE (Attach - See Instructmns) PART V ASSU~Cm-q (Publ:Lo A~enoy Sponsors of Development or ~o~le Prog~ P~oJect8) 1. ~ooo aoluFemooa ~11 b complied ~ ~ ~e ~rfo~noe of ~e follov~ grant AhteHnt 4ot of 1979. Th~a set of aeou~oee ~noludeo on~ ~oae aoaur~coe eh~oh are applioeb~e to a a~or vho ioa publia qenoy ~ control of a publ~o-uao a~rt. 3. Delete. of ~o gr~ A~o~$ bvolo~ent oF ~o~ao PFos~ Tnplenentat~on Pro,acta ~ndertaken ~ n ~bl~c Asenc~ Sponsor The no~oo ~ogr~ ~lomont~tt~on pro,oct, bus ~n ~ event not to exceed twoat~ (20) years from tho date of 8PONS0~ C~IFICATI*~. ~ spo~or heFo~ assures ~d certifies, ~ ~opoot to ~a fret 1. ~e~eral Fede~l Requirements. It will comp~ ,ith all applicable Federal laws, regulations, executive ~o for thee p~]oo~ Lnolud~ but no~ l~t~ to tb follow~ Ye~e~l Le6ialatioa a. Y~e~al Aviation Act off 19~8 - 49 U.S.C. 1~1, ~. b. Davis-boon Act - 40 U.O.C. 276(a), et seq. o. Federal Fair ~r 8t~a~a Act of ~ 29 ~.8.0. ~1, e~ ~. d. Hat~ Act - 5 U.S.C. 1501, et seq. e. U~fo~ Rel~ation Aasist~ ~ Real ~o~ty Aoq~oition Policies Act off 1~0 - f. ~t~l Historic ~eoe~ation Act of 1966 - Seetion 1~ - 16 U.S.C. 470(f) ~., A~hoologioal ~d Historic P~se~ation Act of 1974 - 16 U.8.C. 469 thigh h. Flood Disaster P~teotion Act of 1~3 - Section 102(a) - 42 U.S C. 4012a. I. R~bllitatioa Act of 1~ - 29 U.S.C. 7~. J. Civil Rights Act of 1~4 - Title VI - 42 U.S.C ~ ~ro~h d4. k. Aviation Saffety a~ Boise Abateaent Act of 1979, 49 U S.C. 2101, ~ 8e~. 1. A~ Discr~tion Act of 1~5 - 42 U.S.C. 6101, et ~. u. A~hiteotuFal hrriera Act of 1~ - ~ U.S.C. 41~, et seq. n. AlsoFt ~ Ai~ Imp~ve~nt Act of 1~ - 49 ~.S.~2~,~et se . o. Powe~l~t a~ lnd~tFial ~el Use Act of 1978 - Section 40~ ~4~.8 C. 8~. p. Contrast Work Sours ~ Safer2 8t~da~o Act - ~ U.8.C. ~27, ~. q. Co~l~d Antikiok~ek Act - 18 U.8.C. ~4. r. Nationl ~vl~ental Policy Act of 19~9 - 42 U.8.C. 4~21, ~. 8. B~eF~ S~oles Act of 1973 - 16 U.8 C. 6~(a), ~ ~. ~e~u~ive 0~e~s. Federal Re~latio~. a. 49 ~ Pa~ 21 - H~ioe~bi~tion In Yedeml~-Aasiotod Profr~s of ~e De~rment of T~t~ - Bffeot~tion of Title VI of ~e Civil R~ts Act of 1~. b. 49 C~ hFt 23 - PaFtioi~ti~ by ~ri~ hoineam ~te~loe la De~r~at of FAA Fern 5100-100 (10-85) Dovelol~nent or Soles Program - Public Sponsor Poge& C. 49 CFR Part 25 - Relocation Assistance and I~d Acquisition for Federal and Federally Assisted or Part b~ Loans or Aaoiot~ Coat.orion. bnefit~ fF~ FedeFal Fi~oi~ Aoeiet~e. I. ~ ~ Pa~ Office of Ha~sonent ~ hdset Cl~ularo. o. A-128 - A~ito of State od Local Oove~enta 2. Ree~o~lblll~ ~d Authorit~ of the s~neor. It ~s legal authori~ to apply fo~ ~e grant, ~d to fi~ce ~ car~ out ~e p~poaed proJect~ ~t a act ~ oo~eotion ei~ the application ~ to provide ouch additio~l info~tion as ~ ~ ~q~d. ~. S~so~ Fu~ Availability. It has sufficient f~da available for that portion of the p~oJeot costs which of itm ~ ~er ~e gr~t ~ree~nt whi~ it will o~ or contel. e~nded e~ ~11 give assuages to ~e ~eo~ta~ ~at good title ~11 ~ obtal~d. 5. P~e~ Ri~te ~ Powers. a ~t ~1 not t~e r~ta o~ ola~ of ~t of othe~ aAree~nt v~ ~at ~ove~ent, ~oept aa othe~ae specified b~ ~e Seoreta~, ~t a{reeaent shall obl~{ate ~e~to a~ ~ eat~efaoto~ to F~ Fo~ ~1~ (10~5) ~velo~nt or .etas P~srm - ~bl~o S~or P~O 7 d. For noise pro~am implnmuatntiun proJscto to be carried out on privately owned property, it rill enter into a~ agrenmemt with the owner of that property vbich includes provisions specified by tho Secretary. It rill take steps to enforce this agrenmwnt against the property ovunr vhensver there ia substantial nonomapliaaoe vith the thr~ of thc a. Deleted. fo If an urreJ~emsnt is wndu for management and operation of the airport by any agency or person other than tbs sponsor or an employee of tho apouoor, tho sponsor rill ressrvs sufficient rights and authority to insure that the airport rill be operated and maintained in acoordancs vith the Airport and Airway Imprevsment Act of 1982~ the ragulations and tho terns, conditions and assurances in the grant agreement and shall insure that such &~ranguawnt also requires ouaplianua therewith. 6. Co~intunc~ vith Loool Plane. The project is reasonably consistent with plans (ex£etin~ at the ti~e of eubmissiou Of this application) of Public agencies that are authoriled by the state in vhich the project is looathd to plan for the dovelopaent of the area surrounding the airport. For noise prograa implnmuutatinm projects, other than land acquisition, to be o&rrisd out on property not owned by the airport and over vhioh property another public agKuo7 has la~d uae control or authority, the spencer shall obtain from each such agunny & ~lttom declaration thnt such agone7 supports the project and the project is reasonably consistent ~ith tho a~enny's plans regardl~ the property. ?. Co~sideratinn of T'oual, Interest. It has given fair consideration to the interest of ooB~unitins in or near uhioh ~he project Bay be located. 8. Coqculintin,n with Ussre. In makin~ a dsciwiua to undertake any airport development project under the Airport and Airway Improvement Act of 1~, it has undertaken reasonable consultations vith affected parties using the airport at vhich the project i8 proposed. 9. Public Rearings In projects involving the location of an airport, an airport runvay, or · major ru~vay extansiom, it has afforded the oppertunity for public hearings for the purpose of considering the econo.lc, sooinl, and euviromaental effects of the airport or runvay location and its consistency vith the goals and objectives of such plannin~ as has been carried out by tho oo~untty. It shall, vhen requested by the Secretary, sub.it a copy of the transcript of such hwnrin~8 to the Secretary 10. Air and Yator Quality Standards. In projects involvin~ airport location, a major runvay extensiom, or runway location it rill provide for the Sovurnor of the state in ehich the project is located to certify in vritin4 to the Secretal~ that the project will be located, designed, cometruotad, and operated ac aB to o0~ply nith appliuable air and untor quality standards. In any uaro vhere such standards have not been approved and uhere applicable air and eater quality standards have been promulgated by the Administrator of the Environmental P~otaotinn A~unc7, certification shall be obtained from such Administrator Notice of oertificatinm or refusal to certify shall be provided vithi~ uizty days after the project application has been received by the Secretary. 11. Deleted. 1~. Terminal Develo~ent P~ere~uisitus. For projects ~hich include terminal development at a public airport, it has, ua the date of cub~ltthl of the project great application, all the safety equipment required for oertifinatiun of such airport under Reotion 612 of the Federal Aviation Act of 1958 nsd all the eecuz~Aty equi~memt ~equired by z~lo or re~Alatiom, and has provided for access to the passenger eaplwniag and deplaniz~ area of such airport by punanager8 anplaain~ or deplaain~ from aircraft other than air oarrisr airoreft. Acoeuntin~ Syctua, Audit. and Reoo~dkeesiun Reouirnmenth. a. It shall keep all project anoounto and records vhinh fully disclose thc amount and disposition by the reoipinnt of the proceeds of the grant, the total coat of the project in connection nith uhinh the Grant is given or nasd, and the nmonmt and nature of that portion of the cost of the project supplied by othe~ sources, and such other faucial reoo~ds per~insmt to the proJsot° The acoouata and records shall bo kept in aooo~da~oo vith nm aooounti~ systan that rill facilitate an effective audit in accordance vith the U.S General Aooonmtin~ Office publioatiun entitled Guidelines for Financial and Compliance Audits of Fuderell~ Assisted Fro~rune. b. It shall saks available to the Sscretary cud the Comptroller General of the Umited States, or of their duly authoriaed roprosemtativos, for the purpose of audit smd examination, any books, docuaemth. papers, and reunrds of the reoipinmt that are pertinent to the grant. The Secretary Bay require that nm appropriate audit bo conducted by a recipient. In a~ case in vhioh an independent audit ia made of the ncoouath of a sponsor ~eLatiag to tho dis~owitinn of the proceeds of a grant or relating to the project in couneotinm vith uhich tho grant vas ~ivem or used, it shall file a certified copy of such audit with tho Comptroller ~enerel of the United Gtotnm not later than 6 months fulloviag the olean of the finual year for vhich the audit vms ands. 14. Nini~anm Yale Rates. Xt shell include, in all ountreota in excess of $2,000 for york on wn~ proJeota funded under ]the Grant agreement uhich involve labor, provisions eetablishin~ ainiunm rates of wngee, to be predetermined by the Secretary of Labor, in asoo~danoe with the Devin-Decns Act, as amended (40 Z76a--~7~a-5), vhich onmtreotore shall pay to skilled and unskilled labor, and anch nininnm rates shall be stated in the in~Atatiun for bide and shall be included in proposals or bide for the wnrk. FAA Fonm 5100-100 (1)-85) Develo~aemt or Coins Program - Publin Spencer PU~e 8 1~. Ye~erana Preference. It shall include, in all contracts for work on any projects ffunded under the grant asreeaent whish involve labor, such provisions aa are necessary to insure that, in the enployuent of labor (eA~s~t in executive, admininotrative, and supervisory positions), preference shall be given to veterans of the ¥1etndun e~a a~d disabled veterans es defined in Section ~l~(c)(1) and (2) of the Airport and Airway Iuprevenent Act of 1982. However, this preference shall apply only where the iadividuala are available and qualified to parsers the work to which the enplo~uent raiatem. 16. 0o~foruit~ tu Plans and Spooifioatioaa. It will execute the project subject to plane, specifications, and schedules approved by the Secretary. Such plaua, specifications, amd schedules shall be submitted to the asroenent, a~d, upon approval by tho Secretary, shall he incorporated into this Stent a~roeneut. Any modificatioao to the approved plane, specifications, and schedules shall also be subject to approval by the Seorwtary end lmao~oretion into the grant agreement. 17. Co~struotion Ius~eotins and Approval. It will provide and maintain conpotaat technical supervision at the constru=tiaa site throughout the project to nssurw that the uork conforms with the plans, specifications, and schedules approved by the Seorethry for the project. It shall subject the construction work on a~v project cemtained in aa approved p~pJect applicatioa to inrpeetins and approval by the Secretary and such work shall be in aaoordaaoe with re~uintinns and pFoondurns prescribed by the Secretary. Such regulations and procedures shell require oush coat and prosrsus reportin~ by the sponsor or sponsors of such project as the Secretary shall 18. Delathd. 19. O~ermtins and Xaintaaanem. a. It will suitably operate and maintain the airport and all facilities thereon o~ connected thsrenith, with due re.rd to clinatic and flood conditions. The airport and all facilities which are necessary to serve the aeronautical users of the airport, other than facilities o~ed or controlled by the United States, shell be oporethd at all tinus in a safe and eervinsable condition and in accordance with the aininun standards aa may he required or prescribed by applicable Federal, state, and local a~enciea for maintenance and operation. It FAll uot cause or peruit rely activiby or action thereon which would interfere with its use for airport purpoaaa. In furtherance of this aseuranQe, the sponsor will have in effect at all tines arrangements for- Opsretin~ the airport's aeronautical facilities whenever required~ (~) Promptl~ marki~ and lifhtin~ hesards reeultin~ from airport conditions, including tnspormry conditinnsl and P~omptly notifyin~ airuon of a~y condition affeotinf aeronautical use of the airport. Xothin~ contained herein shall be construed to require that the airport he operated for operation and ma~teaanem. Further, nothin~ herein shall be ooustrued as requirin~ the maintenance, repair, reetoratiou, or replacement of f~y structure or facility which ie substantially damaged or destroyed due to an act of So~ o~ other condition or oiroumataaoe beyond the control of the sponsor. b. Tt FAll suitabl.v operate and maintain noiaa program inpleneutation itrms that it oen~ or controls upon which Federal Strode have been expended. 20. Haaqrd Removal and Miti~ation. It FAll adequately clear and protect the aerial a reanhns to the airport by ranovll~, lonerin~, relooutin~, marking, or lishtin~ or otherwise aitl~ating enl~oPtin~ e2~p~rt hasards and ~ p~eveatin~ the establishment or orwntion of future airl~rt hasarde. 21. Compatible T'a~d Use. It FAil take appropriate action, inoludln~ the adoption of sonin~ laws, to the extent reasonable, to raatFlot the use of land adjacent to or in the immediate vicinity of the airport to activities sad p~rpoees oempatihle nith normal airport operations, including landin~ and takeoff of aircraft. In addition, if tho proJeat is ~or noise pro~an inpleneutntion, it will not cause Or permit a~y ohan~o in la~d use, within ~th 3uriadiemtioa, that FAIl reduaa the ouapotibility, with respect to the airport, of the noise ooupetibllit~ pro~ral memsurea upon vhinh Federal funds have been expended. Economic Xcndiacrimation. a. It wil ~ako its uirpoz~ available as an airport for public-ua® on fair and reasonable term~ and Without unjust diao~-*nn$1on, to all typos, kinds, and clansns of aernsautinsl uses. b. la an~ asrnsnnst, nsntrect, lease, or otha~ arren~nsent under which a risht or privllegu at the airport ia ~e~ted bo a~y person, firm, or corporation to conduct or engnge Au aa~ aeronautical activity for furnishing aa~vinsa to the public at the airport, the sponsor will insert and enforce previnica requirin~ the FAA Fora 5100-100 (IO-8~S) heemlo~ant or ]~oino l~'ofrun - Public Sponsor Pngo 9 (1) ~o t~Az-aiah ~atd services ca a fair, e~mal, a~4 act ~Ju.~12 dtscr~i~o~ ~sis to all (2) ~o ~r~e fal~, ~aso~ble, ~d ao~ ~justl2 dlaer~i~to~ prices for each ~i~ or se~i~e, p~ded, ~t the oontracto~ ~ ~ allo~ed to ~e ~aaonable ~d nondtecr~i~to~ dioco~ts, rebates, or o~ ~la~ ~e of p~loe ~duot~oua to vol~e pu~eer~ o. ga~ fixed-head o~rator at a~ albert o~ed ~ the sponsor shall ~ subject to the a~e rates, fees, ~ntal8, ~d o~er ~arges as a~ ~lfo~ applicable to all other fixed-based operators ~i~ the or s~ ~es Of au~ alert ~d utllial~ ~e s~e or similar facilities. d. ~ air carrier ~i~ such albert ~all ~ve the right to se~ice itself or to use ~ fixed-head o~rato~ ~t is autho~s~ o~ pe~tted ~ the al~t to ee~e ~ air carrier at such ain.t e. ~oh ~r carrier usl~ au~ ~ort (whether aa a te~nt, nonten~t, or subte~at of ~other air car~le~ tomt) ~11 be sub~eot to such nondieo~i~to~ ~d aubat~tially com~rable ~les, regulatio~, oouditio~, mtea, fees, ~ntale, ~ other oha~gea aa are applicable to all such air carriers, which ~e s~il~ ~e of such air~r~d which utiliae el~lar facilities, subject to ~eaeonable claeeifioatio~ such te~ta o~ aonte~te, ~ combined ~sse~e~ ~d cargo flights or all cargo flights Classification o~ status ~ te~t ~all not ~ ~aso~b~ ~t~eld ~ a~ albert provided an air carrier ase~ee obligatio~ subat~tial~ e~la~ to ~ose alrea~ ~posed ~ te~t air ca~riere. f It mill not axe.lee o~ g~t ~ ~i~t o~ privile~ which o~rates to prevent ~ person, fi~, co.oration o~rati~ ai~raft on ~e ai~ort ~0~ ~o~i~ ~ aegises on its o~ aircraft ~ its o~ ~plo~ea (laolud~, ~t not l~lted to m~atemoe, re~l~, ~d ~ell~) ~t it ~y choose to g. la ~e event ~e epo~o~ itself exe~iaea ~ of the rights ~d privileges referred to in assures, the so.lose involved ~ill ~ p~vided on the e~e conditions aa would app~ to ~e ~lahi~ of h ~he spewer ~ eatabli~ Bush fai~, equal, and not ~Juatly discriminato~ oo~itio~ to be Bet by all ~e~ of ~e ~ort al ~ ~ neoeesa~ for ~e ~fe ~d efffiolent operation of the al~o~. i. ~ sponsor ~ prohibit or li~$ ~ ~ivea ty~, kin~, or claes of aero~utical use of the ai~o~t of the ~blio. 2~. Exclusive Rights. It ~11 ~t no exclusive rl~t for the use of ~e ai~ort ~ a~ p~vid~, or lntendi~ to provide, aeronautical ee~icee to the public. For put. sea of this ~r~ra~, ~e providi~ of ee~ioes at ~ albert ~ a ai~le fixed-~sed operato~ shall not ~ conet~ed as ~ exclusive · ight if both of the follov~ app~ (1) It voul~ ~ ~reaso~b~ costly, burdensome, or impractical for th~ one f~ed-based o~mto~ to p~ovide eu~ sexless, ~4 (2) Iff allovi~ more th~ one fixed-head operato~ to provide such Banjoes vould requi~ the ~duotion of s~oe leased purest to ~ exieti~ ~ement ~tve~ eu~ 8i~le fixed-~sed o~ato~ ~d Bush ai~o~. It ~er ~rees It ~11 ~t, ei~e~ direet~ or indirectly, grant or ~t ~ person, ffi~ or oo~rati~ the exclusive ri~t at the ai~o~, or at ~ othe~ airport nov o~ed or controlled by it, to coquet ~ ae~o~utioal activities, lnolud~, but not l~ted to charter flights, pilot traini~, air.aft rent~ ~d sl~tseel,~, aerial ~otog~a~, o~op dustin, aerial a~vertisl~ and Bu~eyi~, air oa~rier condition ~ ot~,e~ aeronautical activity, ~iP ~d mainten~e off aircraft, sale of ai~raft ~rte, ~d ~ othe~ aotivi$1e~ vh~ ~eauae of ~ei~ dl~et ~lationehip to ~e operation of aircraft can ~ regaled ~ aero~utical act vl~, ~ t~t it rill te~te ~ exclusive right to conduct ~ ae~o~utical activity nov exlet~ at su~ ~ ain.t ~fo~ ~e 4r~t of ~ assistance ~der ~e Airport ~d Al~ IBp~ov~ent Act of 1~. 24. Fee ~ Re3xtal St~oture. It Kll ~intain a fee ~ ~ntal st~cture consistent vith Assurances 22 and ~, for the faaLlitieB ~ ee~iees bei~ provided the albert users vhioh rill ~ake the airart aB 8elf-eustai~ as ~eeible ~e~ ~e ci~o~t~oe8 ~ieting at ~at ~rticular airart, takin~ into aooo~t eu~ factors aB the vol~e of tr, ffio ~d eoono~ of collection ~o ~rt of the Federal share of ~ al~t ~evelo~nt, ai~ort pl~ or noise compatibility p~Jeet for vhioh a grant ia sade ~der the Albert ~d Al~ lBp~oveBeat Act of 1~, the Federal Alert Act or the Airart ~d Ai~ Develo~ent Act of 1~0 shall bo ~ol~ed ~ ~e rote hoe ~ oatablio~ fees, rates, ~d ~arfeo For uae~ of that ai~ort. 2% Ai~fl Reven~. If the alert ia ~er the control of a public alone2, all revenues generated by ~e albert ~ll b exlend~ ~ ~t for ~o capital or oporatl~ costa of ~e ai~ort, ~e local a~ort s~atem, or o~or local facilities which a~ o~od or o~ratod by tho o~or or o~rator of ~e airport and di~ot~ related debt oblifatiou p~wyiou~ issued ~ ~e suer or specter of tho airport, or ~royiolo~ la fovenA~ statutes oo~trolli~ tho re,er OF operator's fl~oi~, provide for the use of ~e ~v~uee from a~ of the albert suer or O~Fa~OFJ8 ,fao~'itieo, inolu~l~ tho aloft, to support not o~ the airart but also the ai~rt suer or ~e~ated ~ ~he a~ ~t Bhll ~t ~. FLI Yom 5100-100 (1085) Dovelol~ent or Noise ~rogron - Yublis 8pon~or Pqe l0 26. Reports nad Inspections It viii submit to the Secretary ouch annual or special financial and operetioun reports aa the Secretary na~ reasonably request For airport development pro~ecta, it viii alas Bake the airport a~d all mirport records nad documents affecting the airport, including deeds, leases, operation and use agreements, re~ulatioun and other lnatreanata, available for inspection by any duly authorisad agent of the doouanata relatin~ to the project nad continued oonplinace vith the terns, conditions, and assurances of the gmat norsemen, iaolud~n~ deeds, leases, a~reenenta, regals,luna, nad other inatruanat8, available for iaapeatina by an~ dul~ au,hex'goad a~ent of the Secretary upon reasonable request. ~7. Use of Sovernaent Aireraft. It rill make available all of the facilities of the airport developed vith Federal factorial assistance and all those usable for lnadin~ nad takeoff of aircraft to the United States for uae by Sovernanat aircraft la oumaun uith other airereft at all ,iaea without charge, except, if the uae ty Gnvereanat aireroft ia subs,an,iai, oharse aa~ be sade for a reasonable share, proportional to such use, for the cost of operatia~ nad aaiataimin~ the facilities used. Unless otherelee determined by thc Secretary, or atherviee a~reed to by the sponsor and the umin~ agency, substantial use of an airport by Government aircraft rill be aonaidered to emiet nhna operations of ouch aircraft are in excess of those vhich, ia the opiniun of the Secretary, could uadul~ interfere mith use Of the landin~ areas by other authorised airereft, or durin~ na~ oaiendar sooth that-- a. Five (5) or a~re ~vernanat aircraft are regularly based at the airport or on load adjacent thezeto~ o~ b. The total number of aovenenta (oountin~ each laadin~ ac a aovenent) of sovernaent aircraft io ~00 or lore, or tho Arose aQOtusulativo ueisht of soverzment aircraft uein~ the airport (the total moveaento of sovez~aeat mi~oraft multiplied by frees uei~hta of auoh aircraft) is in excess of five million pounds 28. La~d for Federal Facilities. Zt rill fureich vithout cost to the Federal Government for uae in oo~naotion mith Luy air traffic ooa~rel or air navisation activities, or yea,her-reportinG and communication activities related to air traffic control, an7 areas of load or Yater, or estate therein, or rights in buildin~s Federal expense of space or facilities for euoh purposes Such areas or any portion thereof rill be made available aa p~ovided herein vi,his four months after reomipt of a eft,tan request from the Secretary. 29. Airport La,out Plan. It ¥111 keep up to date at all tines an airport layout plan of the airport chovi~ (1)boLmdaries of the airport nad all proposed additions thereto, together vith the boumdarie8 of all offoita areas ov~ed ~,r oontrollad by the sponsor for airport purposes and purposed additions thereto~ (2) the location nad nature ~f all existinG and proposed airport facilities and structures (such as runways, taxivays, aprons, terminal butldin~o, hangars, and roads), inoludi~ all proposed extensions and reductions of existing airport faoilitiesl nad(5) the location of all eniotin~ nad proposed nounviatton areas nad of all exietin~ iaprovenenta thereo~. Such airport layout plna nad each amendment, revision, or codification thereof, shall be subject to the approval of tho Secretarp Yhioh approval shall Be evidenQed by the signature of a duly authorised representative of tie Secretary on the face of the airport layout plan The sponsor rill not make or chapel or alterations ia tho airport or ia a~y Of itc facilities other than in oonfcraity uith the airport layout plna as os al,prevad by the Secretary if ouch oha~ea or al,ere,iasc eisht adversely afloat the safety, utility, or effioie~oy of tho airport. 50. ~. Zt rill ooaply vith ouch ~ulec as ere promulgated to assure that no person shall, on the frounds of~ rat4, creed, color, national origin, Ben, ass, or hnadioap be excluded from partioipmtin~ in any activity conducted vith or bonefitin~ fron ~u~de reomived from this Grant This assurance obligates the sponsor for the period durin~ vhiah Federal financial aerate,nasa ia extended to the program, except vhere the Federal financial aamiatnaoa is to provide, or le in the fOFB Of porsounl property or real property or interest therein the lon~er of the f,)lloain~ periodn~ (1) tho period durin~ vhich the property iD used for a purpose for vhich Federal f!~oial assistance in extended, or for another ~urpoee involvins the provision of similar services or benefits or (2) the period duri~ vhiah the sponsor retains ovaerehip or ponaesmion of the property. FAA Font 5100-100 (L0-8~) Dovelolmnat or Ifoloe Pz~grum - Publio SpenaoF Pqe Il ASSURAt~CE 31 Pol~c~es~ Staudards~ and Spec~f~cattons It w~ll carry out the pro3ect ~n accor- dance with polic~es~ standards~ and specifications approved by the Secretary lncludlng but not limited to the advisory circulars listed helow~ and in accor- dance with app1icable state policies, standards, and specifications approved by the Secretary. Number Subject 70/7460-1C Obstruction Narking and Light,ns 150/5200-23A Airport Snow and Ice Control 150/5210-5A Painting, Narking, and Lighting of Vehicles Used on an Airport 150/5210-7B Aircraft Fire and Rescue Communicat~ons 150/~210-10 Airport Fire and Rescue Equipment Building Guide 150/5210-14 Guide Spec£f~cation--A~rport Flreflgher Protective Clothing 150/5220-4A ~ater Supply Systems for Aircraft Fire and Rescue Protection 150/5220-10 Guide Specification for ~ater/Foam Type Aircraft Fire and Rescue Trucks 150/5220-11 Airport Snowblower Specification Guide 150/5220-12 Airport Snowsweeper Specif~cation ~uide 150/~220-13A Runway Surface Condition Sensor--Specification Guide 150/5220-14A Airport Fire and Rescue Vehicle Specification Guide 150/5220-15 Buildings For Storage end Naintenance of Airport Snow Removal and Ice Control Equipment A Guide 150/§300/2D A~rport Design Standards--Site Requirements for Terminal Nawgetion Facilities 1~0/~300-4B Utility Airports--Air Access to National Transportation 150/5300-12 Airport Design S~andards--Transpor~ A~rporcs 1§0/5320-5B Airport Drainage 150/5320-6C Airport Pavement Design and Evaluation 150/§320-12 Hethods for the Design, Construction, and Nalntenance of Skid Resistant Airport Pavement Surfaces 150/$320-1l Airport Landscaping for Noise Control Purposes 150/532§-4 Runway Length Requirements for Airport Design 150/53~0-1E ~arking of Paved Areas on Airports 1§0/~340-iC Ins~allation Details for Runway Centerline Touch~own Zone Lighting Systems 1§0/5340-}B Segmented Circle Airport Harker System I~0/53&0-14B Econoay Approach Lighting Aids 150/~3~0-17A Standby Power for Non-FAA Airport Lighting Systems 150/$140-18B S~andards for Airport Sign Systems 1~0/5310-19 Taxiway Cen~erline L~ghting System 150/5340-21 Airpor~ Hiscellaneoue Lighting Visual Aids 150/53~0-23A Supplemental ~nd Cones 150/53~0-24 Runway and Taxivay Edge Lighting Systaa 150/53~0-27 Alr-to-~round Radio Control of Airport Lighting FAA Form 5100-100 (3-86) Development or Noise Program - Public Sponsor Page 12 ~umber Sub3ect 150/53~5-3~ Speci~ication for L-821 Panels for Remote Control of Airport Lighting 150/5345-5A Circuit Selector Swxtch 150/53&5-TD Specification for L-82& Underground Electrical Cable for Airport Lzghtxng Cxrcuits 150/53&5-10E Specification for Constant Current Regulators and Regulator Monitors 150/53&5-12C Specification for Axrport and Helgport Beacon 150/53&5-13 Specification for L-841Auxxliary Relay Cabinet Assembly for Pzlot Control of Airport Lighting Czrcuite 150/5345-26B Specification for L-823 Plug and Receptacle, Cable Connectors 150/5345-27C Specxficat~on for Wznd Cone Assemblies 150/5345-28D Precision Approach Path Indicator (PAPI) Systems 150/5345-39B FAA Specificat~on L-853, Runway and Taxxway Center- line Retroreflect~ve Markers 150/S3~5-42B FAA Specifxcatxon L-857, Airport Light Bases, Transformer Houses~ and Junction Boxes 150/5345-&3C Specification for Obstruction Lxghtxns Equipment 150/5345-&&D Specif~cation for Texlway and Runway Signs 150/5345-~§ Lightweight Approach Light Structure 150/$345-~6A Specification for Runway and Taxiway Light Fxxtures 150/53~5-47 Isolation Transformers for A~rport Light,nS Systems 150/53~5-~8 Specification for Runway and Tax,way Edge L~ghts 150/53~5-49 Specification L-85~, Radio Control Equipment 150/53~5-50 Specification for Portable Runway Lights 150/5345-51 Specification for D~scharge-Type Flasher Equipment 1~0/5370-6A Construction Progress and Inspection Report--Federal-A~d Airport Program 1~0/5370-10 Standards for Specify~ng Construction of A~rpor~e 150/5370-11 Use of Nondestructive Testing Devices in the Evaluation of A~rport Pavements 150/5370-12 Quality Control of Construction for Airport Grant Projects 150/5390-1B Reliport Design Guide FAA Form 5100-100 (3-86) Development or Noise Program - Public Sponsor Page 13 STANDARD DOT TITLE VI ASSUPJ~NCES The ~itv of Denton. Texas (hereinafter referred to as the Sponsor) hereby agrees that as a condition to receiving Federal financial assista~lce from the Depart~e~lt of Transportation (DOT), it will co~ply with Title VI of the Civil It~ghts Act cf 1964 (42 U.S.C. 2000d et sec~.) and requirements imposed by 49 (~R Part 21, Nondiscrhnination in Federally Assisted Programs Of the Department of Trans~ortation -- Effectuation of Title VI of the Civil R/ghts Act of 1964 (hereinafter referred to as the "Regulations") to the end that no person ~n the United States shall, on the ground of race, color, or national Orig~n, be excluded fro~ participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity for which the applicant receive8 Federal financial assistance and will /mmediately take any measures necessary to effectuate this agreement. Without l~ting the above general assurance, the S~onsor agrees concerning Project NO. 3-48-0067-0~ (hereinafter referred to as the Project) that~ 1. Each "progrem' and "facility" (as defined in Sections 21.23 (e) and 21.23 (b) will be conducted or operated in compliance with all requirements of the Regulations. 2. It will insert the following notification in all solicitations for bids issued in connection with the Project and in adapted form in all proposals for negotiated agreements ~ City of Denton. Texas , in accordance with Title VI of the Civil R/ghts Act of 1964 (42 U.S C. 2000d et seq.) and 49 CFR Part 21, Nondiscr~minetion in Federally Assisted Programs of the Department of Transportation, hereby notifies all bidders that it will affirmatively assure that m~nority business enterprises are afforded full opportunity to submit bids in response to this invitation and will not be discrhninated against on the grounds of race, color, or national origin /n consideration for an award. 3. It will insert the clauses of Attachment I of this assurance in every contract subject to the Act and the R~gulations. 4. where Federal financial assistance is received to construct a facility, or part of a facility, the assurance shell extend to the entire facility and facilities operated in oounection therewith. 5. where Federal f~nanoial assistance is in the form or for the acquisition of real property or an ~nterest in real property, the assurance shall extend to rights to Space on, over, or under such property. 6. It will include the appropriate clauses set forth in Attachment 2 of this assurance, es a ~ovenant running with the land, in any future deeds, Page i ~eases, imz'mit:s, lioenses~ and s~mllsr agreements entered into by ~he Sponsor with o~her parties, (a) ~oF ~he oubs~uen~ ~s~eE o~ ~eal p~o~r~y a~uiFed or ~p~od wi~h Fe~ral ~ln~olal assistan~ under ~ls P~o~ect ~d (b) ~e ~ns~uo~lon or use of ~ a~ss ~o spa~ on~ ~er~ ~ under rea~ a~uir~ or lmp~ed wt~h Fe~ra~ fin~olal assis~ under ~ls Pro~ec~. 7. ~ls assuran~ obliga~eo ~e 8~soE ~o~ ~e ~riod during ~ich FeStal f~nnolal assis~an~ ~s ex~n~d to ~he pr~r~ excep~ where ~he Fe~ral f~nanolal assistance ~s ~ pr~, ~ lo In the ~orm o~ pr~r~y Or real p~o~r~y ~ ln~eres~ ~erein or s~ruo~ure8 or ~pr~emen~s ~e~n~ in wh~ ~8e ~he assur~ obliga~es ~e s~soF or ~y ~ans~eree for ~e longer of ~e ~o~i~ ~rl~s8 (a) ~he perl~ during whioh pr~r~y h used ~ a ~r~se ~ ~loh FeStal finan~ia~ assis~oe ex~n~d~ or ~or ~o~er ~r~se lnvo~vl~ ~e pr~lsion o~ s~ilar servl~s or ~nefit8 or (b) ~e ~riod during ~loh ~e S~sor re~ns ~ership ~session of ~e 8. I~ will pr~lde f~ 8uoh M~8 o~ a~lnis~ra~ion for ~he as ere f~nd ~ ~e Secretary o~ Tr~s~r~ion or ~he officisl ~o whm he delegates ts~ifio au~ori~y ~o give reasonable guar~ee ~ha~ ~, s~so~s~ s~ran~e8~ ~n~ao~rs, s~n~ac~or8, ~ans~eree8~ BUO~SSOFS In ln~ere8~ and o~er participles o~ FeStal fin~o~al ass~s~ce suoh pr~am will ~ply wl~h a~ r~uir~n~o imbed or ~rsu~ to ~he Aot, ~e R~uZations, ~d this 9. Zt agrees ~at the United States has a right to seek ~udicial en~oroement with r~ard to ~y ~tter a~ising under the Act, the R~uXattons, ~d this assur~. ~lS ~S~ tm gi~n tn ~nslderatton o~ ~d ~ the put.se of ob~tning Ye~raX ~AnanolaX assistan~ for ~is Pro~ect nd h binding ~ its oon~actors, ~e 8~sor, o~n~aotors, ~8~er~s, 8uc~ssors in interest ~d o~e~ ~ticipnts In tho Pro~t. ~e per~n or ~r~ns ~ose signatures a~ar ~l~ are au~orised ~ sign th~ aosur~ on beha~ o~ the CITY OF DE~ON, T~S (Signature of lu~rized 0ff~clal) Attachments 1 and 2 Page 2 CONTRACTOR CONTRACTUAL REQUIREMENTS ATTACf~ENT 1 TO STANDARD DOT TITLE VI ASSURANCF Durir~ the performance of this contract, the contractor, for itself, its assignees and successors in interest (hereinafter referred to aa the "contractor,) agrees as follows 1. Compliance with Re~u[ation~. ?he contractor shall comply with the Regulations relative to nondiscrimination in federm[ly aaaiated programs of the Department of Transportation (hereinafter "DOT,) Title 49, Code cf Federal Regulations, Part 21, as they may be amendeC from time to time (hereinafter referred to as the ~egulaticne), which are herein incorporated by reference and made s part of this Contract. 2. ~. The contractor, with rega~ to the work performed by it durin6 the contract, sha~[ not discriminate cn the g~ounds of race, color, or national origin in the selection and retantion of subcontractors, includin~ procurements of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by ~ection 21.5 of the Resu[aticne, inc[udin~ employment practices when the contract covers a Program set forth in APpendix ~ cf the Regulations. 3. Solicitations for Subcontracts, ~nclud~n~ Procurements of Materials and Equipmen~. In all solicitations e~ther b~ competitive biddin~ or ne~otat£on made by the contractor for work to be performed under a subcontract, lncludin~ Procurements of materials or leases of equipment, each potential subcontractor or supplier aha[1 ha notified hy the contractor of the contractor's obliga- tions under th~a contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. ~. Infor~ation and Report~. The oontrmctor shall provide ell information and b~ the Regulations or directives issued pursuant thereto and sha~[ permit access to reports required its books, records, acoouhts, other sources of info. etlon, and its facilities ae me~ be determined by the sponao~ or the Federal Aviation Administration (FAA) to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of a contractor ia in the exclusive ~oeeeasio~ of another who fails or refuses to furnish thia information, the contractor shall ac certify to tbs sponsor or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance. In the event of the oontractor,s noncompliance with the nondiscrlminat~on pro¥~aiona of this contract, the aponaor shall impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to-- a. Withholdin~ of paymenta to the contractor under the contract unti! the contractor complies, and/or b. Cancellation, termination, or suspension of the contract, in whole or in part. 6. ,~ncorppretion of Provisions. The contractor shall include the provisions of paragraphs 1 ~hrough 5 ~n every subcontract, lnoludin~ PrOCurements of materials and [eases of equipment, un[ess exempt by the Regulations or directives issued pursuant thereto. The contractor shall take such action with respect to ar~y subcontract or procurement aa the sponsor or the FAA may direct aa a means of enforo~n~ such provisions lnolud~ sanctions for noncompliance. Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a sub- contractor or e~ppl[er aa a result of such direction, the contractor may request the sponsor to enter into such litigation to protect the interests of the sponsor and, in addition, the contractor may request the ~nited States to enter into such irrigation to protect the interests of the United States. (11-82) CL~UE]B~ FOR DBED8r LICENSESr LRASESr PERMITS OR SIMILAR ZNSTRUI~qTS ATTACHMENT 2 to STANDA~ ~T TZ~ VI ASSU~ ~e ~o11~1~ clauses s~11 ~ ~clu~d An ~eds, lioness, leases, ~ s~ilar Ans~u~nts en~e~e~ An~ ~ CI~ OF ~E~0N, T~S pursuant =o the provisions of Assurances 6 (a) and 6 (b). 1. The (grantee, licensee, lessee, permitee, et3=., as approprAa~e) £or himself, his heirs, personal representatives, successors interest, and assigns, as a part o~ the ~onsideration hereo£, does hereb~ covenant and agree (in the case of deeds and leases add "as a covenant running with the land") that in the event facilities are cOnstructed, ~aAntaAned, or otheneise operated on the said property deeeribed in thio (deed, license, lease, permit, otc.) for & lmrpoee £or which a DOT pre, ram or activity is extended or another purpose AnvolvAnq the provision o£ similar services or benefits, the (grantee, licensee, lessee, permitee, etc.) shell maintain and operate such £ecllitie8 and services in compliance with ell other requirements ~nposed pursuant to 49 CFR Part Nondiocr~uinetion in Federally Assisted Programs o£ the Department o£ T~anspertation, and as said Regulations may be amended. 2. The (grantee, licensee, lessee, peEnLtee, e~., as appropriate) for h*m-elf, his personal represan~atives, successors in interest, and assigns, as a pert of the ~onsideratLon hereof, does hereby covenant and agree (in the c~sa of deeds and leases add 'as a ~ovenant running with the land") that, (l) no person on the grounds of race, color, or nntLonal origin shall be excluded £rou par- tLcLpetion An, denied the benefits of, or be otherwise sub~ec~ed to discrioination in the use of said facilities, (2) that in the construction of any hnprovemants ou, over, or under such land and the furniohLog of services thereon, ,o person on the grounds of tans, ~olor, or national origin shell he excluded frau perticLpetion An, denied the benefits of, or otherwise be subjected to dLscrAmAnation, (3) that the (gran~ee, licensee, lessee, pernLtae, ets.) shall use the premises in ~pliance with all other requirements imposed by o~ pursuant to 49 CFR Part 21, NondiocrLmAnatLon An Federally Assisted Progranm of the Oeper~Mnt of Transportation, and aa enid Regulations may be amended. (11-82) CERI~IFI CATE FOR BESOIYYfION AUTHORIZING/rffBLICATION OF NOTICE OF INTENTION TO ISSUE ~'IFICATES OF OBLIC~TION OF THE CITY OF DENTON, TEXAS THE STATE OF TEXAS COUNTY OF D~'IIDN CI~%~ OF We, the undersigned officers of said City, hereby certify as follc~s. 1. The City Council of said City convened in P~GUIAR MEATING C~ THE 7TH DAY OF OCTOBER, 1986, at the M~niclpal B~ildlng (City ~all), and the roll was called of the Huly constitut~ officers and members of said City Council, to-wit: Charlotte Allen, Cl~y Secretary P~y Stephens, Mayor Ja~e Hopkins Jim Alexa~ger J~m R=~dlasperger Joe Alford an~ all of said pets .~. were present, except the following absentees Whereupon,fanDD~ oth~ b~siness, the following was transacted at Meeting: a written ~LUT/(H~ AUTHORIZING PUBLICATION OF NOTICE OF IN£~NTION TO ISSUE CERTIi~ICATES OF Om?.TGATION OF THE CITY OF D~iDN, TEXAS was duly introduced for the consideration of sa~d City Council and duly read. It was then duly ~oved and seconded that said Resolution be adopted, an~, after due discussion, sa~d motion, carrying w~th it the adoption said Resolutzon, prevailed and carried by the following vote AYES: All members of said City Council shown present above vot~ "Aye" NOES: None. 2. That a true, full, and correct copy of the aforesaid Resolution passed at the Meeting described in the above and foregoing paragraph is attar-bed to and follows this Certificate; that sa~d Resolution has been duly recorded ~_n sa~d City Council's m~nutes of sa~d Meeting; that the above and foregoing paragraph is a true, full, an~ correct excerpt frcm said C~ty Council's m~nutes of sa~d Meetang per~aun~ng the adoption of sa~d ~esolu- tlon; that the persons named in the above and foregoing paragraph are the du~y chosen, cf~a]lfied, and acting officers and m~mbers of said City Council as lndlcated therein, and that each of the officers and members of said City Council was duly and s~fflclently notified officially and per- so, ally, in advance, of the time, plase, and purpose of the aforesaid Meeting, and that said Resolution would be introduced and considered for passage at said Meeting; a~d that said Meet/_ng was open to the public, and public notice of the time, place, and purpose of said meeting was given, all as required by Vernc~'s Ann. Tex. Clv St. Article 6252-17. 3. That the Mayor of said City has approved, and hereby approves, the aforesaid Resotutmon; that the Mayor and the City Secretary of said C~ty have duly signed said Resolution; and that the Mayor and the City Secretary of'said City hereby declare that their signing of this Certlflcat~ shall co~st~tute the signing of the attached and followLng copy of said Resolu- ti~ for all purposes. SI~ED AND SEA?.~ the 7th day of October_r, 1~986 ~ THE STATE OF TEXAS COUNTY OF DENTON CITY OF DENTON NOTICE OF INTENTION TO ISSUE CERTIFICATES OF OBLIGATION OF THE CITY OF DENTON~ TEXAS~ FOR AIRPORT IMPROVEMENTS TEE CITY OF DENTON, In Denton County, Texas, hereby gives notice of intention to issue CITY OF DENTON CERTIFICATES OF OBLIGATION in the maximum principal amount of $500,000 for the purpose of paying all or a portion of the City's contractual obligations to be incurred pursuant to contracts for the construction of improvements to the City of Dention Municipal Airport, to wits additional access roads and utilities, and paying all or a portion of the contractual obligations for professional services of engineerlng, architects, attorneys, and financial advisors ~n connection with such ~mprovements and Certificates of Obligation. The City proposes to provide for the payment of such Certificates of Obligation from the levy and collection of ad valorem taxes in the City as provided by law, and from revenues derived by the C~ty from the operation of the City of Denton Municipal Airport. The C~ty Council of the City tentatively proposes to authorize the issuance of such Certificates of Obligation at 7.00 p.m. on the 9th day of Decen~ber, 1986, in the City Council room at the Municipal Building, Denton, Texas. CITY OF DENTON, TEXAS By Charlotte Allen C~ty Secretary TO BE PUBLISHED TWO TIMES IN THE DENTON RECORD-CHRONICLE* PUBLISH ONE TIME ON WEDNESDAY, NOVEMBER 12, 1986 POBLIbH ONE TIME ON WEDNESDAY, NOVEMBER 19, 1986 See attached Notice of Intention to Issue Certificates of Obligation of the City of Denton~ Texas~ for Airport Improvements The legal requirement for publication of a Notice of Intention is that the notice must be run two times on two consecutive weeks on the same day of the week. Notarized aff~davits of publ~catlon must be completed and actual copies cut from the newspaper must be attached to the back of the affidavits, These a£fldavxts are attached. Please call me at 566-8309 when thxs is completed and I will be glad to pick them up, Thanks for your help! Charlotte Allen City Secretary 2000C AFFIDAVIT OF PUBLICATION THE STATE OF TE~S : CO~T¥ OF DENTON : CIT~ OF DENTON : BEFO~ ~, a notary public in and for the above named County, on this day personally appeared the person whose nme is subscribed below, who, having been duly sworn, says upon oath that he or she is a duly authorized officer or ~ployee of the "Denton Record-Chronicle", which is a newspaper of general circulation publlshed in the above n~ed City; and that a true and correct copy of the NOTICE OF INTENTION TO ISSUE CERTIFI- CATES OF OBLIGATION OF THE CITY OF DENTON, TE~S, FOR AIRPORT IMP~VE~NTS, a clipping of which is attached to this Affi- davi't, was published in said newspaper on the following dates: November 1~, 198~ Authorl~ O~r %r~l~/~e SUBSCRIBED ~D SWORN TO BEFORE ME on November 19 , 1986. ~Not~y Public My Co~ission expires 12/9/89 (NOT~Y PUBLIC 1590L RESOLUTION WHEREAS, on July 25, 1978, the City of Denton ("City") entered into a contract with the State Department of Highways and Public Transportation ("State") to procure right-of-way for the construc- tion and extension of Highway Loop 288, and WHEREAS, pursuant to said acquisition and construction, ARCO Pipe Line Company ("ARCO") is required to relocate its pipeline, and WHEREAS, in accordance with said agreement, the City is obli- gated to initially reimburse ARCO for the actual cost of the pipe- line relocation subject to reimbursement by the State for ninety percent of the eligible cost for relocation as paid by the City to ARCO, and WHEREAS, the actual cost of the pipeline relocation is estimated to be In the amount of $52,960.00, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the City Manager is hereby authorized, in accordance with the terms of the aforesaid contract, to reimburse ARCO Pipe Line Company, upon completion of the relocation of Its pipeline, the eligible actual cost for such location, the estimated eligible cost thereof being in the amount of $52,960.00. SECTION II. That this resolution shall become effective immediately upon l ts pas sage and approval. Z/~- -~ ~J'~ PASSED AND APPROVED this the day of _ ., 1986 ATTEST CHARLOTTE ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM' DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1607L RESOLUTION WHEREAS, September 17, 1987 is the 200th Anniversary of the signing of the United States Constitution, and WHEREAS, the Constitution, as ratified, embodies the Ideals of liberty under law and was designed to maintain our free government in perpetuity as a more perfect union and to secure the blessings of liberty by consent of the governed, and WHEREAS, few governments in the world have been able to provide liberty and stability to their citizens under a written constitution for more than a generation, and WHEREAS, the laws adopted under this charter of freedom and the attractive way of life resulting have drawn to our shores citizens from every corner of the world, and provide impressive evidence of the enlightened vision and the wisdom of the drafters of the Constitution, and WHEREAS, the Bicentennial offers the opportunity for the American people to rededtcate themselves to the great principles that have formed the basis for our national strength and prosperity, and WHEREAS, it is timely and appropriate for us to keep in our hearts and minds the marvelous achievements of the Constitutional Convention in 1787 and to preserve the Constitutional Republic and the high ideals of our Founding Fathers by appointing a Bicentennial Committee to institute a commemorative program to educate the residents of the City of Denton about the meaning and significance of the Constitution, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON. SECTION I. That the following individuals are hereby appointed to constitute the Bicentennial Committee of the City of Denton Ronald L. Arrlngton Maria McNeil Buddy Cole Kay Norman Harry G. Hall Richard E. Nygren Byron Hart Hazel A. Peterson James P. Heath Irene Price Sam Houston Gustav L. Sellgmann Timothy Hoye Joanne Shlpley John Klncald Ruth Tansey Betty Kreps Llnda Platt Bullltt Lowry Lucy Campbell Alan Lobaugh Ray Stephens Mary Alice Moreno SECTION II. That said Committee is hereby authorized to institute a commemorative program to education the residents of the C~ty of Denton about the meaning and significance o£ the Constitution. SECTION III. That this resolution shall become effective immediately upon ~ts passage and approval. PASSED AND APPROVED this the ~-day o£' J~ 1986. ATTEST CHARLOTTE ALL~N, ~ITY ~SECIFETA~Y CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1610L RESOLUTION WHEREAS, Section 14.03 of the Charter of the City of Denton provides that the City Council shall annually select and desig- nate the official newspaper of the City in which all ordinances and official notices that are required to be published shall be published, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the City Council of the City of Denton, Texas hereby designates and appoints the ~,~7~-~u.-'~xt~'~. ~.~_~,~yz,~ as its official newspaper. SECTION II. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this theJ/Jday of ~ '_~, 1986 RAY ST~PI~ENS, ~iAYOR CITY O~DENTON, TEXAS ATTEST' CHARLOTTE ALLEN,-CITY-S~EERETAI~Y CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS Next Doc ument 1612L RESOLUTION WHEREAS, the Denton Development Gulde~ 198S, as amended, was adopted as the official land use and development guide for the City to be used in conjunction w~th planning, development and land use decisions, and WHEREAS, the Guide d~v~des the C~ty ~nto high, moderate and low ~ntens~ty planning areas to ~nsure the goal of balanced growth, and WHEREAS, additional lands have been annexed for which zoning has been requested in areas for which the Guide has not provided an intensity planning ~ndex; and WHEREAS, the City Council, upon the recommendation of the Planning and Zoning Commission, wishes to amend the Guide to provide for an intensity index for the newly annexed area, NOW, THEREFORE, BB IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS. SECTION I. That the Denton Development Gu~de~ 1985, as amended, be fur- ther amended to provide for the establishment of three moderate ~ntenslty areas located as follows 1. At the intersection of U. S. Highway 380 and the north- south major arterial street proposed for the Lakev~ew planned development rezonlng request, currently designated as Z-1779, Z-1800 and Z-1801. 2. At the Intersection of Bast McK~nney street and the north-south major arterial street proposed for the Lakewew planned development rezon~ng request, currently designated as Z-l??9, Z-1800 and Z-1801. 3 At the intersection of the Shady Shores interchange of Interstate Highway 3SW and the north-south major arterial street proposed for the Lakevlew planned development rezon~ng request, currently designated as Z-l??9, Z-1800 and Z-1801. SECTION II. That a copy of th~s Resolution be attached to the Denton Development Gulde~ 1985, as amended, showing the herein made. SECTION III. That this resolution shall become effective ~mmed~ately upon ~ts passage and approval. PASSED AND APPROVED this the ~/~y o£ ~~1986. CITY OF DENTON, TEXAS ATTEST CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 1622L RESOLUTION WHEREAS, on Interstate Htghway 35E, from north of Htckory Creek to U. S. Htghway 77 south of Denton, in Denton County, Texas, a project ts presently tncluded in the S Year Development Schedule of the 10 Year Project Development Plan for wtdentng the ex~sttng factltty, and WHEREAS, tncreastng tndustrtal development tn the tmmedlate area of Farm to Market Road 2181 mandates that special attentton be given to Interstate Htghway 35E tn the Denton, Cortnth, Htckory Creek and Lake Dallas area, and WHEREAS, xt has been determined that xmmxnent tmprovements to Interstate Htghway 35E would require the converston of the frontage roads wxthtn the Ctt~es of Denton, Corinth, Lake Dallas and Htckory Creek from two-way to one-way operatton, and WHEREAS, new potnts of access along an Interstate Highway requtre Federal Highway Admtntstratton Washtngton, D C , Office approval; NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the Ctty of Denton agrees to cooperate tn the converston of the frontage roads along Interstate Highway 35E, from State School Road to the Ctty ltmlts, to one-way operation. SECTION II. That the C~ty of Denton further requests the State Department of Htghways and Public Transportatton to proceed wtth project development through r~ght-of-way acqutsttton and constructton on Interstate Htghway 3SE xnslde the corporate ltmlts of the C~ty of Denton tncludtng any necessary tnterchanges and ramp tmprovements. SECTION III. That the Ctty of Denton agrees, upon receipt of wrttten nottce from the State Department of H~ghways and Public Transportatxon, to adopt an ordtnance converttng the h~ghway frontage roads to one-way trafftc. SECTION IV. By means of this Resolution, the City of Denton hereby accepts Minute Order No. 84908 of the State Department o£ Highways and Public Transportation for District No. 18, Denton County, dated August 28, 1986. SECTION V. That this resolution shall become effective Immediately upon its passage and approval. CITY OF DENTON, TEXAS ATTEST. CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 1630L RESOLUTION WHEREAS, the City Council has called and ordered a bond election for December 13, 1996 for the purpose of submitting to the voters of the City of Denton certain capital Improvements, and WHEREAS, the Blue R~bbon Committee ful£~lled its charge of makxng recommendations relative to the pro3ects which should be submitted to the electorate and, among those recommendations was the suggestion that a special committee be appointed by the City Council to monitor, evaluate and report on the progress of the Five Year Capital Improvements Program should the same be authorized by the voters, and WHEREAS, the C,ty Council ~s desirous of accepting such recommendation, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the City Council hereby commits to its intention to appoint a special committee to monitor, evaluate and report on the progress of the Five Year Capital Improvements Program, should the same be authorized by the voters in the special elect~on to be held on December 13, 1986 SECTION II. That this resolution shall take effective immediately. PASSED AND APPROVED this the ~///~ day of ~t~,~//z~/~ 1986. CITY OF~DENTON, TEXAS ATTEST. CR~RL~)-TTE -ALLEN, CITY SECRL:TARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS BY. ~ 1545L RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON The Mayor ~s hereby authorized and d~rected to execute on behalf of the City of Denton, Texas, a Pipe Lxne L~cense Agreement dated September 1, 1986, between the C~ty of Denton and the Mxssoun-Kansas-Texas Raxlroad Company, relating to the construction, reconstructxon, use, maintenance, repair and ~nstallatlon of one aerial electrical distribution l~ne conta~nxng a maxxmum of 13.2 KV at M~le Post K-725 25, Denton County, Texas. PASSED AND APPROVED th~s the ~/~f( day of~1986 ATTEST CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS i~LK.T COPY POWER LINE LICENSE THIS AGREEMENT No.. made th,~ 1st da~ of September 19. 86 between the MISSOURI-KANSAS-TEXAS RAILROAD COMPANY, hereinafter called "Licensor~ and CITY OF DENTON, TEXAS hereinafter called "Licensee" WITNESSETH ARTICLE I 1. Term. This agreement shall take effect the date hereof, and unless Isomer termi- nated aa provided herein, shall continue tn force so long as used for the purpose here£n set out for a period of ten (10) years, or until terminated by either party giving the other party not less than thirty (30) days' advance notice in vriting of an intention to terminate the same, the agreement to terminate upon the expiration of such term or notice, vhichever occurs first. Licensee is hereby given a renev&l option et a price and term be negotiated no sooner then 120 days or lea8 than 30 days prior to the expiration of this term. In the event the amount of renesottated rental is not agreed to in writinS by both parties, prior Co the expiration of the term of this license, this license shall autou~ti- sally terminate without notice, effective the last day of the expirinS term 2 Consideration and Description In conmderatton of NINF HIl~nRFn ~?~TF~ A~n N~/ln~ ......... ................................... ~ ............................. ($ 915 O0 )DOLLARS rccetp! of whnch ~s hereby acknowledAed, and of the covenants of Licensee as hercmaftcr set forth, L~censor hereby grants a hccnse and permission to L~censee to construct, reconstruct, use, mamtam, repair and mst-Il one aerial electnca~~ne contmmn~ a maximum of ~3_ 2 KV at ~le Post situated on, across or alums Licensor's property at or near Denton . m the County of Denton and State of Texas For convcmence, the said power linc with all towers, poles, wires and appurtenances msofar as they relate to smd power lme upon sa~d mght of way ~s here~n called 'Crossing' The location of said Crossm~ ts more particularly descnbed as follows Sa~d 4 w~re aerzal electrical 13 2 k'V distribution w~re l~ne crosses sa~d Railroad Company's premises at an angle of 74 degrees 00 mnutes, more or less, measured to the r~ght, southwesterly from the centerhne of sa~d Railroad Company's Denton Subdivision ma~n track at N~le Post K-72S 25, being ma~n track valuation cha~n~ng station 173~+g9, d~stant 68 feet, ~ore or less, measured southerly along the centerl~ne of sa~d ma~n track from the centerl~ne of Nayh~ll Road crossing DOT 414 687 R (cha~ning station 17~4+6S) ~a~d w~re l~ne ~s not w~th~n the limits of a public crossing. Alii'l{ I ~ II LIc~n~cc undcrtakc~ and I .~peclfications All crossln~ shall bc c~mlruct~d reconstructed u~ed maintained operated mpa~d and m~lnllcd m It rtct a~ordan~ ~lth thc speClfl~llon~ for thc time cur~nt of thc Natmnal Electrical Safcl~ C~c--Parl 2 "hafet~ R ulc~ lot th* Installation lad Mamtenan~ of Electr]c Suppl~ lad Commumcalmn Llne~'. prnvlded that II] mattrml lad ~erkm.~n~h~p empIo&ed in the con~truclmn. ~onstmCtlon u~ maintenance o~ratmn mpa~r~ lad in~lallatmn of thc Cro~m~ ~hMI h< iuhlcct Inlh~apprmalofLl~nsor'sCh~e[En~m~r Inln~twnl ho~eve~.~dCro~mg ~faeral shallclcar thera~l~fan~ tra<k of L~n~t at I~1 th~n) (30) feet. and no pole& shall ~ plaid nearer Ihan fifteen ( 15 ) f~t to the mare tr,~ k o~ an& ~dc tra~ ~ ~ h< Crossm~ over an& track thai] ~ a~ nearh a~ poss~ble al z~ghl an~le~ If ~d Cro~mg ~ bur~ed ~t shall bc plaid m a cond u~ ~ hcrt the top of the condmt is at least ~ve ~d one-hal~ (S~') ~eet beneath base ot ~d f~ve and one-half (S~~] feet beneath surface of j~o~d at all points Lzcensor~s r~ght of 2 Pr~enl Occupants To make approprmte arran~cmcnt~ ~th an~ person or legal ent~t~ occup&mg th~ Iffect~ h~r~h) pursuant to a leasg or other permission ~ranted b) Lt~nsor, so that L~nsee's ~d Crossm8 will nol unrga ~ona bh interfere w~th thc usc of thc subJeCt pro~rt) or c~te undu~ hardship on thc person or legal entlt) occups m~ thc pmm~; ~ 3 Llabaht) L~c~nsorshallnot~hablcforan)damaFclose~dCrossmgorth~contentsthc~of ho~so~vcrsuchdamaB~ shall be ~uscd, whether by the ncghgcnc~ of Lt~nsor, ~ts agents, employees or otherwise Lmcnscc assumes the r~sk of, and shall protec[, mdemmf) and hold harmlcs~ L~ccnsor from and against all habfl)t~ for on account of mj u~ to or death of an) and all persons or damage to property, including hvestock killed or injured resulting from or incident to thc constructmn, maintenance use o~ratlofl r~locatton reconstruction orextstencc of~td Crossing on I ic~n~(~r ~ premises, or thc removal Ihereof, from ~[d premises, or to the restoration of or failure lo ~storc ~d premises to their prmr or other cond~tmn as hereto provided, whether such mjuG, death, or damage shall be ~used or contributed to by thc neghgcnm of Lt~nsor, its agents, employes or othcmtse, and L~mn~e will protect, mdcmmfy and hold harmless Ll~nsor and an) others Egally using tis right of ~ay, from all claims, demands, suits or actions growing out of any such loss, injury or demands, mcludm~ mvesttga[ ton costs, court costs, and attorney's fees ~su]tmg m or I~ a ~y manner SrlStn~ from the risks herein assumed b) Liccn~ec Ltcense~ fuflhcr agrees to immediately investigate any such claims, demands, or su~ts and shall defend, ~ttlc and/or otherwise d~spos~ of the same at Its sol~ coal and expense ]n the event Licensee settles any such claims, demands, or stats, it shall obtain a release which includes Licensor Licensee shall not have or make a~amst L~nsor any claim or d~mand for or on account of an) damage Licensee ma~ suffer or sus~m bemuse of any failure of L~censor's t~tlc to the right of way and lands ~up~cd by ~d Crossing or an) part thereof 4 Wal*er T~a~v~a]~r~gh~t~questmntheva~d~t)~fth~sLm~nse~rany~fth~t~rms~r~r~&~st~nshcr~f orthcr~hl or power of L~ccnsor to execute and enforce th~ S. FIBSR OPTI~= ~e rz~ts ~ted he~zn are s~ord[nate to, ~d shall not interEere ~ith~ ~y ~z~ts previo~]y ~ted to other ps.ties Eot ~e installation, ~nten~ce ~d operation of ~y Ezbe~ optic co~zcatlon systems, AETICLE Iil It ~s mutually agreed by and ~twecn thc pames, as follows I (al Repal~ and Relocatmn L~censge w~ll at all times mam~m thc Crossing m a ~fe and secur~ manner and m a condition ~t]sfacto~ to Licensor L~nsor may ~quest Ll~n~e to change th~ lo~tton of thc Cross~ng oran) pa~ thc~of or to make reasonable repairs as m thc judgement of L~nsor sha]] bc deemed ncces~ to avoid mtcdcrcncc w~th or danger m the usc or operation of L~nSor's railroad, or an) of ~ts pre.at or future appu~cnsn~s, or telegraph, telephone, s~gnal or other Jmes on L~nsor's r~ght of way, and m the event ~t ts found nc~s~ for L~nsor to usc ~ts entire r~ght of way, or any po~mn of ~t o~ up]ed by the Crossing L~cen~e shall at ~ts sole expend, and within th~y (30) days after not~ so to do, (or upon sho~er not~ m ~ ~ of emergency), ~movc ~d Crossing, or as much of thc Crossing as ~s lo. ted upon that po~mn of thc right of way so ~q mrcd b) L~nsor (b) If Licensee shall fa~] to pc~orm any of ~ts obhgatmns cont~mcd m this agreement to thc maintenance of conditions ]n and about said Crossing or as to the protection of wires from elect rl~l lntc~eren~ on Ll~nsor's property or to make an) ncces~G repairs, or to ~lo~te ~d Crossing then Licensor ma) ~use such cond~tion to be made safe, or change of ]~atmn to ~ made, or repairs to be made, or Crossing to ~ removed from L~ccnsor's propc~y, L~nsor acting as the agent o~ L~ccnscc and ma) pcdo~ such work as ~s n~s~ m the judgement of L~nsor, and Licensee shall, on demand, prompt)) reimburse Licensor the whole cost thereof, plus ten (1~) ~r ~nt thereon as a charge for supc~s~on, a~ountmg, and use of tools or Lt~nsor may terminate th~s Ll~n~ by gwmg to Lt~n~ not less than ten (10) days' advance written notice of ~ts mtentmn so to do 2 Terra.etlon Ll~nsor may ~tc th~s Ll~nsc upon ten (10) days' written not~ ~f License fails to keep any of L~n~e's ~vcnants harem con~m~, or E the right of way ts required for other purposes by L~nsor, and no ~mbur~ment shall be made for Lmen~e's expends mcur~ la the removal of th~s crossing or the consideration paid for this L~cen~ No termination or expiration s~ll affect the r~ghts a~ hab~htles, if any, of thc parties hereto then existing -2- 3 Restoration Upon the term ,tlonot'thisagreement. whethermaceord& wlth the pro,,mons of Paragraph l of Article I, or Paragraph 2 or 4 of Article I!1, or otherwt~, Licensee ihall promptly remove ~ald Crossing from Licensor's right of wa) and restore Mid r~ht of wa) to its prior condition, or to a condmon sat,sfaclor) to Licensor If License~ i~hall latz tn mid Crossing within thlrt) (30) days after the termination of this agreement Licensor ma) remove the mine and charge thc expense therefor to the Licensee on the basl~ proxlded tn Paragraph I(b) of Article III 4 Miscellaneous (a) Thru License and all of the prosls~ons hereto contained shall be binding upon the part~e~ herclo their heirs executors admml,~trators successors and assign,, and Licen~ee agree~ to supp]`, notice tn ,~ rlting to LIcen',or of name cha age,, Licensee agrees not to assign thl~ License or an`, intere~t therein without the consent of Licen~or in wr:tmg a nd a n', and ever,, such attempted assignment without such prior v, mtten consent shall be void and of no effect In the e'.ent of an,. assignment Licen~ee shall at all time,, remain full) respon~:ble and liable for the pa', meat of the rental dan`, hereto speed,ed a nd for the compliance of all of it~ other obligations under the term~ pro`,zs:ons and covenant,, of iht,, L~cen~e (b} In the evenl rent is paid annuall) Licensor expre~sl`, re~er',e~ the right to :ncrea'~e the aho',e rental rate on an`. `.c,t ri`. anmsersar) date of thl~ hcense b) gl',lng Licensee th:ri`, ('~0)dav~ wmtten notice Licensor ma`, :ncreaw the rental h`. thc percentage that the Consumer Pmce Index ha,~ increased published by the Department of Labor since the last rentdl increase period or the last anniversary date hereof (c) The personal pronouns used herein as referring to Licensee shall be understood so to refer to Licensee v, hctht r Licensee be a natural person a partnership, or a corporation or an) combination thereof (d) Any notice herein required to be given b) Licensor to Licensee shall be deemed properl) gz,,en if served upon nr deh'.ered to Licensee or his authorized agent or If posted on or If mailed postpaid addressed to Licensee at h:~ kno'~.n place of business (e) No oral promises oral agreements or oral warranties shall be deemed a part of th:s License nor shall an`, aherat amendment, supplement, or waiver of any of the provismns of this hcense be binding upon either party hereto unless thc same be supplemented, altered, changed, or amended b) an mstrurnent m writing signed b) L:censorand Licensee (f) This License does not become binding upon Licensor untd executed by Licensor's vice-president IN WITNESS WH ER EOF, the part:es hereto have executed this agreement as of the da) and year first abo'. e v, rltten MISSOURI-KANSAS-TEXAS RAILROAD COMPANY Vice-Pres~dent CITY OF DENTON, TEXAS Title Address 215 E McKlnney Street Denton, Texas 76201 F~.le T-18753-B 16 ,L RESOLUTION WHEREAS, on Monday, December 1, 1986, the residents of High- view Circle will hold a block party, and WHEREAS, all abutting residents have g~ven their permission to the temporary closing of sa~d Hlghwew C~rcle, and WHEREAS, in order to provide adequate space for th~s party, and in order to protect the safety of c~t~zens who attend, the C~ty Council of the City of Denton deems ~t ~s necessary to temporarily close Hlghwew C~rcle from the hours of S 30 P.M. until 10:00 P.M. on December 1, 1986, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That H~ghv~ew C~rcle shall be temporarIly closed as a public street or thoroughfare of any kind or character whatever on December 1, 1986 from 5 30 P.M until 10 00 P M for the purpose of holding a block party. SECTION II. That the port,on of the above described street shall revert back to the C~t¥ for normal traffic act~wty ~mmedlately from and after 10.00 P.M. on December 1, 1986 SECTION III. That th~s resolution shall be effective ~mmedlately after ~ts passage and approval. PASSED AND APPROVED th~s the 18th day of November, 1986 CITY C~F DENTON, TEXAS ATTEST. £1~RLOTT~I ~.LL'~q, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1613L RESOLUTION WHEREAS, the Denton Development Guide, 1985, as amended, was adopted as the official land use and development guide for the City to be used in conjunction with planning, development and land use decisions, and WHEREAS, the Guide divides the City into high, moderate and low intensity planning areas to insure the goal of balanced growth, and WHEREAS, the City Council, upon the recommendation of the Planning and Zoning Commission, wishes to expand the original boundaries o£ the Guide in reference to the land in and adjacent to the Denton Municipal Airport to provide for an expanded high ~ntenslty planning area, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS. SECTION I. That the Denton Development Gulde~ 1985, as amended, be further amended by expanding the western boundary of the high xntenslty planning area ~n and adjacent to the Denton Municipal Airports currently shown as extending to the m~ddle of the main runway, to the west to the Dry Fork Branch o£ Hickory Creek. SECTION II. That a copy of this Resolution be attached to the Denton Development Gulde~ 1985, as amended, showing the amendment herein made. SECTION III. That this resolution shall become ef£ectlve immediately upon ~ts passage and approval. PASSED AND APPROVED this the ~//T"~ay~ ~ of~ / .//~~986. RAY ST~H~ CITY 0F DENTON, TEXAS ATTEST CHA~RLOTTE' AL]~EN-[, EITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 1611L RESOLUTION WHEREAS, drug abuse has grown to such an extent that it now threatens the progress, the quality of life, and the very security of this great nation, and WHEREAS, the national war on drugs must be fought on all levels, on all fronts, and the battle in our cities will be a critical one because it is in our cities that the demand for illegal drugs must be halted; and WHEREAS, a successful counter-attack on drugs will require the active support of all the citizens of our cities, and WH~.REAS, the United States Conference of Mayors has declared Tuesday, November 18, 1986 Mayor's D-Day in the War on Drugs and has called upon all mayors to join that day in a national mobilization that will raise all citizens' awareness of the threat posed by illegal drugs, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS' SECTION I. The Council of the City of Denton hereby declares Tuesday, November 18, 1986 to be Mayors' D-Day in the War on Drugs in the C~ty o£ Denton, Texas. SECTION II. That the citizens of the City of Denton, Texas participate in our goal of a drug-free City and a drug-free America. SECTION III. That this resolution shall become e££ect~ve ~mmed~ately upon ~ts passage and approval. ATTEST CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 1628L RESOLUTION WHEREAS, the Director of the Personnel/Employee Relations Department for the City of Denton has presented proposed policies regarding employee rules and regulations for the Council's consideration, and WHEREAS, the City Council desires to adopt such policies as official policies regarding employment with the C~ty, NON, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF TH~ CITY OF DENTON, TEXAS, THAT: SECTION I. The following policies, attached hereto and made a part hereof, are hereby adopted as of£1clal policies of the City of Denton, Texas: Use of City Vehicles (Reference No. 108.04) Separation/Out-Processing Procedure (Reference No. 112.01) SECTION II. The foregoing policies are attached hereto and made a part hereof and shall be f~led in the of£~clal records of the City of Denton w~th the City Secretary. SECTION III. The prewous policies relating to Use of City Vehicles (Reference No. 108.04) and Separation/Out-Processing Procedure (Reference No. 112.01), adopted by Resolution of this Council on September 18, 1984 are hereby rescinded. SECTION IV. This Resolution shall become effective immediately upon passage and approval. /f~d PASSED AND APPROVED this the ay of 1986 ATTEST: CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGB 2 CITY OF DENTON REFERENCE NUMBER SECTIO~S0~/~0Y~ RElATIOnS ~08 04 EFFECTIVE DATE POLICY STATEMENT City vehicles shall be used only for City business, except as otherwise provided for herein This policy and the administrative procedures herein adopted shall apply to all personnel of the City, except for those personnel of the Police Department using City vehicles under the Individual Assigned Vehicle Plan, in accordance with General Order No 109 00 ADMINISTRATIVE PROCEDURE' This policy shall be administered and applied in accordance with the following procedures and regulations A. City vehicle shall mean any motor vehicle owned or leased by the City. B Cit~ business shall mean any authorized work or activity performed by a City employee or other person on behalf of the City C Authorized personnel shall mean those persons authorized to use a City vehicle in accordance with these procedures D "On call" employees shall mean those employees subject to be summoned to perform City work or duties beyond their normal work hours II RULES AND REGULATIONS FOR USE OF CITY VEHICLES A. No employee shall use e City vehicle for commuting to or from his or her residence during off-duty work hours unless authorized to do so in accordance with these procedures and regulations E City vehicles should be properly secured, locked, and tbs ignition keys removed at any time during which the vehicle is parked POLICY/ADMINISTRATIVE PROCeDURE/ADMINISTRATIVE DIRECTIVE (Continued) REFERENCE TITLE NUMBER U~ ~ CITY VEHICLES ~n~.n~ C. City vehicles shall not be used to transport any person, except for the purpose of performing City business, unless specifically approved by a Department Director or City ~anager D City vehicles should, when feasible, be parked off-street, except when otherwise necessary to perform City business E Employees shall use all reasonable care in the operation and use of City vehicles and shall promptly report to the appropriate person or department any required or needed servicing, repairs or maintenance G Any accident or collision involving any damage to any City vehicle, any other vehicle, any private or public property, or injury to any person, shall be immediately reported to the police department in whose Jurisdiction the incident occurred, and within twenty-four hours (24), to the employee's supervisor The Denton Police Department shall promptly forward any reports involving City vehicles to the Vehicle Maintenance Division and Office of the City Attorney H Employees shall operate all City vehicles in compliance with applicable traffic laws. Employees shall use City vehicles only for City business, except that vehicles may be used to attend to non-City business when it may be handled in a short period of time while enroute to a destination which is for City business III AUTHORIZATION FOR "TAKE HO~E VEHICLES" A An employee may be authorized to take a City vehicle to their residence during off-duty hours when an "Authorization for Take-Home Vehicle" (Attachment 1-108 4) has been completed, signed by the employee and approved by the designated super- visor The Division Manager or Director shall maintain a file of all approved requests and forward a copy to the Vehicle Maintenance Division, which shall also maintain a file on approved requests F~E ~ OF ~ POLICYIADM~NISTRATIVE PROOEDURB/ADMXNISTRATIV~ DIR~CTIV~ (Continued) t REFERENCE TITLE NUMBER US~ OF c['~z V~HZCL~S ~n~.n~ B. The authorization Tot & take-home vehicle may be approved when the employee la an "on-call" employee who has a ~ob-re[ated need fo~ the vehicle after noz~aa[ work[n~ hours and the employee resides ~n the corporate limits of the City of Denton, or, [~ the eltlployee does not tee[de in the City, the authorization has been &pp~oved by the City [~l~na~er C The approval for & "take-home" vehicle shall be made for the purpose o~ assur[n~ the per£oru~nce of City business and such authorization or use shall not constitute or be considered a vested employment benefit or right of the employee Such authorization or uae r~y be denied, revoked or suspended st any t~me ~or a~y reason or for no reason 10/09/86 Po,'~ 1-108.4 FOR '~ ~0~ W~ICZ,~ AUTHORIZATION* I__1 Nee I__~ Change I__1 Temporary E~LOYEE INFOI~AT~ON: N~ Title Home A.d~ress Phone REASON FOR AUTHORiZATiON. I_l 1. Stand-ex I__1 2. Frequeetly Called Out/Services ~__~ ~ Job Related Need I---~ ~ Frequently Called Out/~merNency ~ervices I__~ 5 Temporary ~__~ 6 Public Health/Safety Outside City Lim%te Inside City Limits __ Number O~ Miles To Drive Round Trip From Home To Work I have rend policy number 108 O~ Use of City Vehicles &n~ fully understand m~ responsibilities Employee Si~nature Date D~vis~on ~nager Date APPROVED Director Date APPROVED Clt~ ~annger Date (Required for out of C~ty l~mits) 109~J CITY OF DENTON POLXOY/ADM~N~BTBATIVB PROGBDUuU/ADMINIBTUAT~¥B D~RBOT~VB RE~ERENCE NUMBER sE~°~B~O~/E~bO~E R~A~ZONE ~20~ U~ECT~Ve OA~ sued E~VO~U~ARY/Z~OLU~Y 8~PA~TZON REP~CE$ POL~C! 8TATEHENT: ~t i8 the potio~ of the Clt~ of Denton to require advance ~ritten notice of an lmpend~r~ voluntar~ separation from &~l poaition8 of emp~o~nent within the Clt~ orsanZz&t~on Mint~,m not,ce t8 neeeasary ~n orAer to e~pedite employee out-proeeeet~ &~ insure 8 8~oth transition w~thout ~verse~y AepartMnt efficiency. ~M~N~5T~T~VE PROCEDURE. ~OT~C~ A. Dep~t~nt Directors ~d other top executive8 are requt~ed to s~ve twentF (20) work~ ~8 ~vsnce ~itten not,ce o~ separation. B. Dep~rt~nt ~L~-~er8 (Supertntendent8, AsaLstant DLreetora, etc ) a~ required to give fifteen (15) worki~ d~8 ~vance ~itten not~ee of 8eparst~on. C. A~ ot~ e~o~ee8 are required to t~ve ten (~0) ~ork~ ~vanee ~tten not~ee o~ D. The Ctt~ ~n~er or DepartMnt D~rector8 ~ ~a~ve not,ce requLreMnt8 tf ~ot~ 80 would not create u~ue hardship to E. Failure o~ an empto~ee to provide the mZn[~ not~ce require~nt could ~verse~y t~feet future emp~o~nt e%~iZbt%~ty ~tth the C~ty of Denton. A. A "Te~t~tton Check~tst" ~st be completed by the employee's 8upe~vtso~ a~ fo~arded to the Personne~/Emp%oyee Re,at,on8 DepsrtMnt before the T~i paycheck c~ be processed B. The ~ffected DepartMnt/D~v~s~on ~i[1 submit a statue cha~e and employee requisition fo~ alo~ ~th a completed te~nat~on checklist. PAGE 2~OF 2 REFERENCE NUMBER C. Repl&oement costa of unreturned employee ~eeued ~tems or other monetary oblisation8 to the City w~l~ be assessed upon termination III. ~IT INTERVIEW Relations Department for al~ depart~nl employees. A~y information obtained throush these ~nterview8 ~i%~ not become a part of the employees' personnel fi~e8 and will only be used to ~mprove ~orkin~ con~itione and to correct existin~ problems that ~ be identified An employee's exit interview wi~ be scheduled throush the Personnel/~mployee Relations Department by the i~ned~ate supervisor 0295£ 09/10/86 C~TY OF Tll~t~&T~ON DEPARTI*~I~I'I'/D%V~S~ON: SEPARATION DATE R~ASON FOR ~PARAT~ON: ELiGiBLE ~R R~K~: Yes No (~ 8tatl~ reasons) C~-~SSU~D PROPERTY. (To be both. 5upervisor'8 si~n~ture w~ indicate ~pprova~ to Yes N~ ~/A Date/Co~nt8 B~e and/or ID Car~ (Fc~ar~ tQ Personnel) 6a8 Card8 (Fo~ard to ?urchas~nS)~ ~nua~8 Keys (ve~tc~eu/bu~dt~8, etc Unifo~ K~sce~aneou8 F~na~ Status Cha~e Comp~ete~ Kl~gLbil~ty for Rehire Discussed Employee Requisition Fom Cash Advances Settled Exit Interview Scheduled Employee's Signature Supervisor's S~£nature Yes No N/A Date/Comments Library Card Returned (out of Denton County) ~ Refu~ Request Tuition Reimburse~ent Repaid Exit ~nte~view Completed Check Release Form (Final) 0822s Personnel Representative's Signature 03/04/86 CITY of DENTON DENTON, TEXAS 76201 , hereby authorize the Personnel/~mployee Relations Department to retease sky final check In the following manner* Please tnd$cate choice by plactn~ &n 'X' tn the appropriate space and completing requested information 1. That ~Y final check be released to' (Identification must be presented by desisnated person ) That sky final check he deposited to (deposit slip ts enclosed) Employee 5~gnature Date Check released by' Check number Date 0822s 1658L RESOLUTION WHEREAS, traffic and transportation have become the number one concern of the majority of our citizens, and WHEREAS, in 1982 a detailed study was conducted which defined the magnitude of the transportatIon problem that existed at that time, and WHEREAS, the 1986 Greater Dallas Mobility Plan is a complete update and expansion of the 1982 report, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the City Council of the City of Denton, supports and endorses the goals of the 1986 Greater Dallas Mobility Plan and the suggested mechanism by which they may be achieved SECTION II. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 18th day of November, 1986. ATTEST CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 0694L RBSOLUT ION WHEREAS, a majority of the Council will be out of the City of Denton on December 2, 1986, and it is necessary that the Council meeting for such date be postponed until December 9, 1986, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the regular Council meeting to be held on December 2, 1986 be postponed until December 9, 1986. PASSED AND APPROVED this the 18th day of November, 1986. ATTEST: CHARLOTTE ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS Next'D ' cument 1643L RESOLUTION WHEREAS, the Denton City Council was lnstrumental in bringing Serwces Program for Aging Needs (SPAN) into being ~n February, 1974, ~n an effort to meet the acute transportation needs of elderly c~t~zens of the C~ty of Denton, and WHEREAS, the Denton City Council, through the years, has participated actively ~n shaping the scope of Serwces Program for Aging Needs (SPAN) services to citizens of Denton, and WHEREAS, after careful consideration, the SPAN Board of D~rectors has submitted an application to extend ~ts services to enable persons of all ages to r~de on established SPAN routes throughout Denton County, through Section 18 of the Un~ted States Department of H~ghways and Public Transportation, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON. SECTION I. That the Denton C~ty Council hereby affirms ~ts support of Serwces Program for Aging Needs (SPAN) application for Section 18 assistance. SECTION II. That th~s resolution shall be effective ~mmed~ately after its passage and approval. PASSED AND APPROVED th~s the ~ day of ~, 1986. ATTEST CHARLOTTE ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS / 1656L RESOLUTION WHEREAS, Chapter 271 of the Texas Elect~on Code authorizes political subdivisions to conduct joint elect~ons, and, WHEREAS, the Board of Trustees of the Denton Independent School D~strlct have requested the C~ty Council of the C~ty of Denton to conduct its regular elect~on to be held April 4, 1987, jointly with the School District elect~on, and, WHEREAS, the C~ty Council, hawng g~ven due deliberation to the proposal for a joint elect~on, ~s of the op~n~on that designating common polling places for the April 4, 1987 elect~on could adequately and conveniently serve the voters of the C~ty of Denton and facilitate the orderly conduct of such elect~ons, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS SECTION I. That the Mayor ~s hereby authorized to execute an agreement between the City and the Denton Independent School D~str~ct providing for joint polling places ~n the 1987 regular municipal elect~on, a copy of such agreement being attached hereto and incorporated by reference here~n. SECTION II. That th~s resolution shall take effect and be ~n full force immediately upon ~ts passage and approval. PASSED AND APPROVED th~s the 9th day of December, 1986. ATTBST, CHARLOTTE( ALLEN-,--EIT~ SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY 165OL THE STATE OF TEXAS ~ AGREEMENT FOR CONDUCTING COUNTY OF DENTON § JOINT ELECTION This is an agreement by and between the City of Denton, Texas (CITY), and the Denton Independent school District (SCHOOL). WHEREAS, article 978b, Texas Revised Civil Statutes and Chapter 271 of the Texas Election Code authorize cities and school districts to conduct joint elections, and WHEREAS, CITY and SCHOOL represent that they have each adopted resolutions authorizing the terms of this agreement 1) CITY and SCHOOL agree to hold their respective general elections for o££1cers and other issues jointly together on April 4th, 1987. 2) CITY and SCHOOL agree to jointly designate the same polling places within the City. These polling places shall be a) American Legion Hall 629 Lakey Street Denton, Texas b) Fire Station No. 3 2110 Sherman Drive Denton, Texas c) North Lakes Recreation Center 2001 West Windsor Drive Denton, Texas 76201 d) Denla Park Recreation Center 1001 Parvln Denton, Texas 3) CITY and SCHOOL agree to designate the £ollowlng polling places for voters living within the School District but outside the City a) Non-city voters in County Precincts iR, SB, 3D, and 3G: Denla Recreation Center b) Non-city voters in County Precincts lB, lC, 2M, 4M and 4N: Fire Station No. 3, Sherman Drive 4) The CITY and SCHOOL will each provide their own separate ballots, poll lists, tally sheets, returns and ballot boxes. CITY and.SCHOOL will each and separately post election orders and public election notices. Each entity will separately receive applications for place on the ballot, assure eligibility to run for office, draw for places on the ballot, prepare expenditure and contribution reports, and handle other matters relating to candidates. S) CITY and SCHOOL agree to each separately appoint elect~on judges for all voting boxes located in the City at the polling places specified in Section 2 hereof. Absentee voting shall be conducted in accordance with the requirements of the Texas Election Code at the Of£1ce of the C~ty Secretary at City Hall, 215 East McKlnney, Denton, Texas. The parties agree that the C~ty Secretary shall be designated the joint absentee voting clerk for absentee voting and one or more of the deputy absentee voting clerks shall be designated by SCHOOL School's regular absentee voting clerk shall receive applications for absentee ballots to be voted by mall and shall complete the remaining procedures for absentee voting by mall. 6) Each party shall be responsible for bearing the costs of its election and for the tabulation of its own election results. 7) CITY agrees to provide space for absentee voting for School District at the Municipal Building 8) SCHOOL agrees to utilize the punch card voting system and w~ll secure the necessary equipment from the Denton County Clerk's off~ce and shall be responsible for any computer programming related thereto. 9) CITY agrees to place s~gns at all polling places ~ns~de the City on the day of election and to retrieve and store same after the election. SCHOOL agrees to place County-owned voting booths and other election materials at each voting box w~thln the C~ty on election day. SCHOOL further agrees to return the booths to the County after such election. 10) Should a run-off election be required, the party requiring a run-off will be solely responsible for conducting such run-off election. 11) Each party shall be responsible for any l~ablllty resulting from its elect~on should a recount be requested for the City election, the C~ty Secretary shall represent the City. Should a recount be requested for the school elect~on, the Superintendent or his designee shall administer the recount on behalf of SCHOOL. PAGE 2 12) This agreement shall be effective upon approval of the United States Attorney General pursuant to Section S of the Voting Act. EXECUTED this the ~M~day of z~~- , 1986 TItlE CITY OF DENTON, TEXAS DENTON INDEPENDENT SCHOOL DISTRICT BY. LLOYD V. HARRBLL CITY ldANAG~:R BY BO~ CROUCH; PRESIDENT ! APPROVED AS TO LEGAL FORM. DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 1655L RESOLUTION WHERSAS, the Lease Agreement among Flow Regional Medical Center, the County of Denton, Texas, the City of Denton, Texas and the Board of Directors of Flow Memorial Hospital requires the County of Denton and the City of Denton to advise the New Corporation of the ~nitlal eligibility standards to be utilized in determining the value of services to be provided to indigent patients; and WHEREAS, Article 4438f, Vernon's Annotated Texas Statutes, the Indigent Health Care and Treatment Act, defines the responsibility of counties to provide health care services to indigent residents, and WHEREAS, said Article 4438f, V.A.T S., also determines the persons who are eligible for health care assistance, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS S~CTION I. That the City Council pursuant to the aforementioned Lease Agreement, hereby advise that the in,rial eligibility standards to be utilized in determining the value of services to be provided to indigent patients are 1) The standards established by the Texas Department of Human Services (DHS) pursuant to Section 1.06 of the Indigent Health Care and Treatment Act, Article 4438f, V.A.T.S., as such eligibility standards may be changed from time to time. These standards are available from DHS or the County Auditor, 2) EXCEPT that residents who were eligible for assistance from Elow Memorial Hospital during the fiscal year ending September 30, 1984 shall be eligible for assistance if they continue to meet the eligibility standards that were In effect during the fiscal year ending September 30, 1984, the Hill-Burton category A standards for 1984, as attached. Section II. That the City Secretary is hereby directed to forward a copy of this Resolution to Mike Wh~tten, President of Flow Regional Medical Center Board of Directors. Section III. That the Resolution shall take effect and be in full force immediately upon Its passage and approval. PASSED AND APPROVED THIS THE /_~day of ~%~, 1986. ATTEST Ct[~RLO3~E ~LLEN, CITY ~ECRh-~A~Y[ cr~ OF }ENTON, TEXAS APPROVED AS TO LEGAL FORM: DEBRA AD~I DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS Page 2 Vol i:~, No 39 I Monday February 27 1g~4 I Notices 7151 19121 NO. A RESOLUTION APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE YL ROSES OF TEXAS REPEATER ASSOCIATION FOR EMERGENCY COIvhMUNICATIONS ASSISTANCE, AND PROVIDING FOR AN EFFECTIVE DATE NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES SECTION I. That the Mayor and Czty Secretary are hereby authorzzed and directed to execute and attest, respectively, an agreement between the City of Denton and the YL Roses o£ Texas Repeater Association for emergency assistance under the terms and conditions being contained in sazd agreement which is attached hereto and made a part hereof. SECTION II. That this resolutxon shall become effectzve immediately upon its passage and approval. PASSED AND APPROVED this the~/~f'"day of ~, 1986. CITY OF DENTON, TEXAS ATTEST CH~[LOTTI[ ~LLEN, EITY CITJ( OF IIENTON, TEXAS APPROVED AS TO LEGAL FORM' DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1636L THE STATE OF TEXAS ~ AGREEMENT BETWEEN THE YL ROSES OF TEXAS REPEATER ASSOCIATION AND COUNTY OF DhNTON § THE CI£Y OF DENTON, TEXAS The City of Denton, hereafter referred to as the "City" and the YL Roses of Texas Repeater Association, hereafter referred to as "YLRTRA", hereby agree to the terms and conditions set forth herein. SECTION I. Purpose The purpose of th~s agreement is to provide emergency communications for the C~ty of Denton ~n meeting any emergency or disaster from enemy attack or other cause, natural or man- made This agreement recognizes that the prompt, full and effective utilization of the resources of the respective organi- zations, the City and YL Roses of Texas Repeater Association, is an effective utilization of the resources of the respective parties and may be essential to the safety, care and welfare of the people thereof in the event of a major emergency or disaster SECTION II. Responsibilities The d~rectors and officers of both parties shall constitute a committee to formulate plans and take all necessary steps for the implementation of th~s agreement. Such planning shall incorporate the use of resources, including personnel and equipment necessary. It shall be the duty of each party to formulate emergency plans and programs for application within the boundaries of each. There shall be frequent consultation between the representatives of the City and YLRTRA and free exchange of information and services. In carrying out such emergency serwces, the C~ty and YLRTRA shall, so far as possible, provide and follow un~form standards, practices and rules and regulations, ~ncludlng A Warnings and signals for exercises or disasters and the mechanical devices to be used in connection therewith, B Selectxon of equipment and serwces used, or to be used, for emergency purposes to assure that such equipment and services w~ll be easily and freely Interchangeable when used in or by the other party, C The conduct and control of generators, trustees, radio operators, C~ty staff and other involved personnel and their proper movement or activities prior, during and subsequent to exercises, emergencies or disasters, D. The compliance of governing FCC rules and regula- tions, which may require periodic monitoring of the frequencies involved by the City. Equipment provided by YLRTRA must not belong to an individual, but must be YLRTRA approved, sponsored and operated Either party requested to render aid shall take such action as is necessary to provide and make available the resources covered by this agreement in accordance with terms hereof, provided that it is understood that the party rendering aid may withhold resources to the extent necessary to provide reasonable protection for the other. The emergency communications forces, YLRTRA, and the utilizing forces, the City, will continue under the command and control of their regular leaders, but the com- munications units or forces shall come under the operational control of the City authorities receiving assistance when this agreement is activated. SECTION III. Administration The City Manager or his designee, shall be responsible for the administration of this agreement on behalf of the City All requests under this agreement shall be made between the City and YLRTRA officials, or according to emergency plan activation, when appropriate. SECTION IV. Assistance by YLRTRA The following detailed services shall be provided by YLRTRA to the C~ty: A Emergency communications, if requested, for 1. Telephone/power outages il. Tornado warning Ill. Flash flood warning ~v. Shelter/evacuation v Surveillance/reconnaissance B. Non-emergency services for 1. Provision of consultation on communications systems/upgrade il. Planning for other emergency services PAGE 2 ill. Provision of electricity for repeater operations iv. Telephone line/charges for repeater operations v. UHF and VHF repeater systems vi Maintenance of tower and equipment C. In addition, YLRTRA will continually maintain its assigned area in a clean and neat manner and provide a minimum of one patrol during daytime and one at night, on an irregular basis, for security. SECTION V. Assistance by City The following detailed services shall be provided by the City to YLRTRA: A. Emergency support for. 1. Assessment of needs il. Direction and control of information iii. Keeping YLRTRA informed of the emergency situation iv Portable generator, if available B. Non-emergency use of City's tower located at the corner of Scripture and Thomas Streets SECTION VI. Limitations Limiting factors affecting YLRTRA services to the City will be based on severity of situation and manpower availability due to catastrophic disasters or survival situations. Portable power generators are available for electrical power and normal repeater operations Limiting factors affecting the City's service to YLRTRA will be based on access to the antenna, repeater, and controller apparatus. SECTION VII. Liability and Compensation Neither party shall provide payment of compensation nor death benefits to injured members of the other party and the representatives of deceased members of either party in case such members sustain injuries or are killed while rendering aid pursuant to this agreement. SECTION VIII. Supplementary Agreements Inasmuch as it is probable that the pattern and detail the arrangements for mutual aid among two (2) or more agencies PAGE may differ from that appropriate among other agencies hereto, th~s agreement contains elements of a broad base common to all parties, and nothing herein contained shall preclude any party or agency from entenng into supplementary agreements with other agencies. Such supplementary agreements may Include and ad- dress, but shall not be l~mlted to, prowdlng communications for evacuation,reception of ~n3ured or other persons, and the exchange of information concerning medical care, fire, police, public utility reconnaissance, welfare, transportation and assistance to the City communications personnel, equipment and supplies for communications by YLRTRA Spec~£~cally, City intends to enter ~nto agreement w~th another Repeater orga- nization who may be licensed to utilize City's tower and YLRTRA hereby recognizes City's right to take such action and specifically covenants not to interfere with the quiet en3oyment of any other authorized organization's use of City's property. SECTION IX. Consideration YLRTRA w~ll pay one dollar ($1.00) per year for facility usage in addition to prowdlng the above services SECTION X. Term This agreement shall continue in force and remain binding on each party for one (1) year from the date of execution and shall be automatically renewed for successive on (1) year terms, until such time as the governing body of either party takes action to withdrew therefrom Such action shall not be effective until thirty ($0) days after written notice thereof has been sent by the other party wishing to terminate the agreement Notices shall be deemed effective when deposited in the United States mall, certified, postage prepaid, return receipt requested and shall be delivered to CITY OF DENTON YL ROSES OF TEXAS REPEATER ASSOCIATION Lloyd V. Harrell Maureen B McClaln City Manager Box 10Sl 215 E. McKlnney Sanger, Texas 76266 Denton, Texas 76201 SECTION XI Severablllt¥ This agreement shall be construed to effectuate the purposes stated in Section I hereof. If any provision of this agreement is declared unconstitutional, or the applicability thereof to any persons or c~rcumstances is held invalid, the constitutionality of the remainder of the agreement and the applicability thereof to other persons and circumstances shall not be affected thereby PAGE 4 SECTION XII. Default Any violation of rules set forth in this agreement by YLRTRA shall necessitate the immediate removal of all YLRTRA equipment from City property and invoke the provisions of Section IX. SECTION XIII. No Duty Imposed This agreement shall not be construed as or deemed to be an agreement for the benefit of any third party or parties. Any performance undertaken by the City pursuant to this agreement shall be pursuant to the governmental function of providing emergency services to the public in general and this agreement is not meant to and shall not be construed an imposing any duty, public or private, on any party hereto to provide any assistance, aid, or care to the other party or to any third party EXECUTED this the ~_~day of ~ , 1986 CITY OF DENTON, TEXAS ATTEST CHA~LOTT~RL~N, CITYtSECRETA~Y CI~OP D~NTON, TEXAS APPROVED AS TO LEGAL FORM DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS YL ROSES OF TEXAS REPEATER ASSOCIATION MAUREBN B. MCCLAIN PAGE 5 RESOLUTION WHEREAS, on December 3, 1985, the City Council adopted a resolution relating to the employment of Debra Adaml Drayovltch as City Attorney for the City of Denton, and WHEREAS, the City Council ls desirous of amending said Resolution, NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS. SECTION I. That Section II of the Resolut,on adopted December 3, 1985 ~s hereby amended to provide as follows. "Sectlon II. The City Council agrees to pay Debra Adam~ Drayov~tch for her services an annual base salary of $55,900 payable in installments at the same t~me as other employees of the City are paid and an automobile allowance of $200 per month, provided, however, the Council may from time to time adjust said salary after conducting the Cxty Attorney's annual performance review." SECTION II. That this resolution shall take effect January 1, 1987 PASSED AND A PROWD this the / day of , 1986. RAY S1~PHENg, MAYOR CITY 0T DENTON, TEXAS ATTEST CH~LOTT~ AL%~N~ CITY ~ECRETA~ CI~ OF ~NTON, TMXAS APPROVED AS TO LNGAL FORM: D~BRA AD~I DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1664L RESOLUTION WHEREAS, the City of Denton, Texas, is a member city of the National League of Cities, and WHEREAS, nominations for National League of Cities committee memberships are presently being accepted by the Texas Municipal League for its recommendation to the National League of Cities, and WHEREAS, the City Council wishes to nominate Mayor Ray Stephens as a candidate for membership to the National League of Cities Policy Committee, and WHEREAS, Mayor Ray Stephens, having held an elected off,ce for at least one year and hav~ng previously served on Texas Municipal League's legislative policy committees, meets the Texas Municipal League's qualifications for recommendation as a candidate for the Policy Committee of the National League of Cities, and WHEREAS, Mayor Stephens would be an able proponent ~n representing the interests and values of the Texas Municipal League in considering and addressing federal and municipal policy Issues as a National League of Cities Policy Committee member, NOW, THEREFORE, BE IT RhSOLVED BY THE COUNCIL OF THE CITY OF DENTON, TEXAS' SECTION I. That Mayor Ray Stephens, having met all of the criteria for recommendation by the Texas Municipal League for appointment to the Policy Committee of the National League of Cities, is hereby nominated as a candidate for the Committee. SECTION II. That the City Secretary is hereby d~rected to forward a copy of this Resolution to the Texas Municipal League by January 1, 1987, for its consideration in making recommendations for candidates to the Policy Committee of the National League of Cities. SECTION III. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ~__~day of~~.. 1986 CITY OF DENTON, TEXAS ATTEST. CHf~R~OTT~/ALL~ ;-CITY SEc~'rAP~I CITY7 OF DENTON, TEXAS kO APPROVED AS TO LEGAL FORM' DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1645L RESOLUTION WHEREAS, it is necessary for the Council of the City of Denton to authorize the submission of an application to the Texas Rental Rehabilitation Program Fund for federal funds, and WHEREAS, the City of Denton is eligible to receive such funds and desires to apply for federal funds administered by the Texas Rental Rehabilitation Program Fund, and WHEREAS, the City of Denton, as an entitlement City, has prepared a program for utilizing its share of the fund for rehabilitation of privately owned rental property to be used primarily for resident lal rental purposes in the amount of $100,000; and WHEREAS, the City of Denton desires these funds to support the rehabllltat ion of privately owned rental property, NOW THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That the City Council of the City of Denton, Texas authorizes the City Manager to sign and submit to the Texas Rental Rehabilitation Program Fund a grant application and approprlate assurances for entitlement funds under the Houslng and Community Development Act of 1974, as amended. SECTION II. That the City Council of the City of Denton, Texas authorizes the City Manager to handle all fiscal and administrative matters related to the applIcation and the assurances required therefore. SECTION III. That the City Secretary is hereby directed to forward a certified copy of this Resolution to the Department of Housing and Urban Development. PASSED AND APPROVED this the~ ~ day of December, 1986 ATTEST. CHARLOTTE ALLEN, CITY SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM DEBRA AD~I DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS 1629L RESOLUTION BE IT RESOLVED BY THE COUNCIL OF THE CITY OF DhNTON, TEXAS S~CTION I. That the attached agreement between the State of Texas and the Clty of Denton for the installation, construction, existence, use, operation, and maintenance of certain highway traffic signals/illumination at the location(s) shown on Exhibit 1, attached hereto and made a part hereof, in the C~ty of Denton, be and the same ~s hereby approved. SECTION II. That the C~ty Manager is hereby authorized to execute said contract on behalf of the City of Denton and to transmit the same to the State of Texas for appropriate action. SECTION III. That th~s resolution shall become effective ~mmed~ately upon its passage and approval. PASSED AND APPROVED this the//~day of ~, 1986 CITY OF DENTON, TEXAS ATTEST. APPROVED AS TO LEGAL FORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS STATE OF TEXAS COUNTY OF TRAVZS ~ This AGREEBENT, dated thts y of , lg~ by end between the State of Texas, hereinafter celled the 'State,# P~rty of the Ftrst Part~ and the Ctty of , Denton Denton County, Texas, acting by and through 1ts duly authorized offtcers under an Ordtnance~esolutton, passed Second Part, is made to become effective when fully executed by both parties. WITNESSETH WHEREAS, by vtrtue of' a'Mbnfclb~ Maintenance Agreement entered into by the City and the State, the City has authorized the State to maintain certain highways wtthtn the City which consist in part of the freeway t~q~e highway; and WHEREAS, from time to ttme the City requests the State to 1natal1 traffic s~gnals on such highways; and WHEREAS, the State under the provisions of Minute Order 70179, dated July 31, lg75, has authority to install traffic signals in cities of over 15,000 population on freeway type highways; and WHEREAS, the City has a populatien of over 15,000 according to the latest Federal Census; AGREEMENT NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the parties hereto to be by them respectively kept and performed, as hereinafter set forth, it is agreed as follows: AGREEMENT (TRAFFIC SIGNAL FREEWAY TYPE-B) 11-84 1-4 ]. Tht$ Agreement shall apply to all htghway traffic signal Installations approved by both the State and the Ct~y, the Ctt),'~ approval betng indicated by signature of the~~~~ll~on the plan tttle sheet ~or such tns~allatton~a~t'tc slgn~l Installations made a part of thts agreement shall contatn on ~h~ tttle sheet the following statement: "The Ctty hereby consents to the construction ~f thts Htghway Trafftc Stgnal as to tocatton and manner of construction as indicated on these plans, said Installa- tion being a part of "Agreement (Trafftc Stgnal Freeway - Type 8), dated~.,, 2. The State wtll furntsh the necessary funds for the actual construction, prepare plans and specifications, Install satd htghway trafftc signal(s) and supervise construction. 3. The Ctty hereby consents to the construction of the htghway traffic signal(s) by the approval of the locatton and manner of construction as shown on plans and described in specifications. 4. The City will operate and maintain the highway traffic signal(s) at their expense upon completion of the installation(s) by the State. 6. The Ctty w111 ~ay all power costs for operating the signal(s), Including all power neGessary for Installation and testing of the stgnals prior tO comple- tion of the Installation by the State. 6. The City will obtain written approval of the State Department of Highways and Public Transportation before making any changes in the design of operation and timing of the signal(s) or before removing any part of the installation(s). AGREEMENT (TRAFFIC SIGNAL FREEWAY TYPE-B) 2-4 11-84 7. The Ctty will return any and a]l parts of satd htghway trafftc stgnal Installation(s) to the State shou]d tt (they) be removed by the ¢tty for any reason other than for Installation on a State or Federal numbered highway route at a locatton approved by the State. 8. The Ctty wt~t be responstbte for the poltce enforcement requl~d for securtng obedience to the htgh~ay traffic signal(s). 9. Zn the event the signal(s) tnstatted tn ~accor4ance ~l!h ~ht~Ag~ement becon~ unnecessary ~r are removed for any reason, thTs Agreement shat1 tenptn~e~ ~0. To the extent permitted by la~, the City shatt indemnify and save harmless the State. 1ts agents or employees, Crom at1 suits, aGttons or c;atms and from alt ltabtttty and damages for any and all tn~urles or damages sustained by any person or propert~ tn consequence Of any neglect tn the performance, or fatlure of performance of the Ctt~. its agents and employees under this Agreement. ~. The State wtlt not tncur an~ financial obttgatton to the City as a result of thts Agreement. AGREEMENT (TRAFFIC SIGNAL FREE~AY - TYPE B) 3-4 11-84 ,~ ~ ~ .l IN TESTIMONY WHEREOF, the parties hereto have caused these presents to be j- executed in triplicate on the dates shown hereinbelow. k~ted o~ ,Ae.ha}~,/j~~he City, this /fl.!::jJay of~~ 19,~ ATTEST: By411J~ mi~~ ity Manager THE STATE OF TEXAS Certified as being executed for the purpose and effect of activating and/or carrying out the orders, established policies, or work programs heretofore approved and authorized by the State Highway and Public Transportation Commission: APPROVED: By: v~c~ Chief Engineer of Safety and Maintenance Operations DATE: )-:(t,-fl AGREEMENT (TRAFFIC SIGNAL FREEWAY - TYPE B) 4-4 11-84 1666L RESOLUTION WHEREAS, the City of Denton through its City Council and the County of Denton through its Commissioners Court, have given serious consideration to the present and future health care needs of the residents of the community served by Flow Memorial Hospital, and WHEREAS, the City and the County desire to assure the availability of health care for indigent county residents and the New Corporation is willing to provide such care, and WHEREAS, the City and the County have requested a Blue Ribbon Committee to study the Hospital and its future, and WHEREAS, upon receipt of the report of the Blue Ribbon Committee, the City and the County have determined that significant changes are necessary to assure the future viability of the Hospital, and WHEREAS, the City and the County have determined that entering Into a Lease Agreement with the New Corporation to lease assets of Flow Memorial Hospital is in the best interests of the residents of the County of Denton and the City of Denton, an WHEREAS, entry into such Lease Agreement is contingent upon the issuance by a court of competent jurisdiction of a final non-appealable declaratory judgment pursuant to TEX. REV. CIV.STAT.ANN art. 717m-2 (Vernon's Supp. 1986) upholding the legality and validity of such Lease Agreement, NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF DENTON SECTION I. That subject to the contingencies set forth above as well as all conditions precedent set forth in the Agreement, the Mayor is hereby authorized to execute the Lease Agreement between the City of Denton, the County of Denton, Flow Memorial Hospital Board of Directors and Flow Regional Medical Center, for the lease of the assets of Flow Memorial Hospital to Flow Regional Medical Center, in substantially the form as attached hereto and made a part hereof. SECTION II. That thxs resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the/~:~day ot~~ 1986. ATTEST: Y OF{/DENTON, TEXAS APPROVED AS TO LEGAL PORM: DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY CITY OF DENTON, TEXAS PAGE 2 LEASE AGREEMENT Between FLOW RRGIONAL MEDICAL CENTER (a newly-formed Texas non-profit corporation), COUNTY OF DENTON, TEXAS (a 9olltlcal subdivision of the State of Texas), CITY OF DENTON, TEXAS (a munlclDal corporation), H. E. FLOW TRUST (a charItable trust established February 14, 1946) and BOARD OF DIRECT0~8 0F FLOW MEMORIAL HOSPITAL (a joint agent of the County of Denton, Texas and the City of Denton, Texas) Dated: December 16, 1986 CERTAIN PROVISIONS OF THIS AGREEMENT ARE SUBJECT TO ARBITRATION UNDER THE TEXAS GENERAL ARBITRATION ACT~ TEX. REV. CIV. STAT.~ ARTICLES 224~ ET. SEQ. JAN ~ $ '1987 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS . 2 Section 1.1 Terms Defined . 2 ARTICLE 2 DEMISING CLAUSES AND RENT 4 Section 2.1 Lease of the Hospital Facility 4 Section 2.2 Lease Term 5 Section 2.3 Rent. . 5 Section 2.4 Liabilities to be Assumed 5 Section 2.5 Services to be Provided by Corporation. 5 Sectlon 2.6 Accounting of Indigent Care Provided by Corporation: Review by County and City. 8 Section 2.7 Third Party Payors. 9 Section 2.8 Delivery. 10 Section 2.9 Execution and Delivery of Delivery Documents 10 Section 2.10 Further Assurances. 10 Section 2.11 Rent Absolute and Obligations Unconditional 11 ARTICLE 3 REPRESENTATIONS AND WARRANTIES OF CORPORATION. 12 Section 3.1 Organization and Good Standing of Corporation . 12 Section 3.2 Power and Authority . 12 Section 3.3 Authority and Val~dlty. 12 Section 3.4 Binding Effect. 12 Section 3.5 Necessary Approvals and Consents. 12 ARTICLE 4 COVENANTS OF CORPORATION. 13 Section 4.1 Cooperation . 13 Section 4.2 Compliance w~th HOspltal Survey and Construction Act (Hill-Burton Act). 13 Section 4.3 Maintenance of Corporate Existence and Tax Status. 13 Section 4.4 No D~scr~m~nat~on . 14 Section 4.5 Medical Staff 14 Section 4.6 Articles of Incorporation and Bylaws. 14 Section 4.7 Management Contracts. 15 --1-- Pa~e Section 4.8 Charges for Additional Hospital Services Purchased by County and/or City. 15 Section 4.9 Annual Reports; Financial Statements, Books, and Records 16 Section 4.10 No Representation by Lessors as to Condition or Suitability . 16 Section 4.11 Filing and Recording 16 Section 4.12 Taxes, Charges, Assessments, and Utilities. 16 Section 4.13 Liens. 17 Sectlon 4.14 Compliance wlth Orders, Ordinances, and Other Laws 17 Section 4.15 Permitted Contests 17 Section 4.16 Repairs, Maintenance, Inspections, and Alterations 18 Section 4.17 Provision and Removal of Equipment in the Hospital Facility 20 Section 4.18 Liability and Casualty Insurance . 21 Section 4.19 Lessors' Right to Perform Corporation's Covenants. . 24 Section 4.20 Indemnification of the Lessors . 24 Section 4.21 Liability for Salaries, Wages and Benefits 25 Section 4.22 Additional Covenants of the Corporation 25 ARTICLE 5 DAMAGE, DESTRUCTION, AND CONDEMNATION. 26 Section 5.1 Damage or Destruction 26 Section 5.2 Condemnation 28 Section 5.3 Other Provisions with Respect to Net Proceeds 29 ARTICLE 6 COVENANTS OF LESSORS 30 Section 6.1 Access 30 Section 6.2 Notice of any Material Change. 30 Section 6.3 Cooperation. 30 Section 6.4 Conduct of Business Before Delivery Date. 30 Section 6.5 Restriction on Agreements Lease and Hospital Facility. 31 ARTICLE 7 CONDITIONS PRECEDENT TO OBLIGATIONS OF LESSORS . 31 Section 7.1 Compliance 31 Section 7.2 Representations and Warranties 31 Section 7.3 Absence of Litigation. 31 -il- Page Section 7.4 Bylaws 31 Section 7.5 Appointment of Trustees and Advisors 32 Section 7.6 Licenses and Permits. 32 Section 7.7 Declaratory Judgment. 32 Section 7.8 Prior Indebtedness 32 Section 7.9 Approval by the County and the City 32 ARTICLE 8 CONDITIONS PRECEDENT TO OBLIGATIONS OF CORPORATION. 32 Section 8.1 Compliance. 32 Section 8.2 Consents to Transaction . 32 Section 8.3 Absence of Litigation 32 Section 8.4 Material Adverse Changes 33 Section 8.5 Llcenses and Permits. 33 Section 8.6 Declaratory Judgment 33 Section 8.7 Approval by the County and the City 33 ARTICLE 9 EMPLOYMENT 33 Section 9.1 Transfer of Employees 33 Section 9.2 Transfer of Hospltal Service. 33 Section 9.3 Retained Sick Leave and Vacation Time 33 ARTICLE 10 DEFAULTS AND REMEDIES 33 Section 10.1 Lessors' Defaults; Corporation's Remedies 33 Section 10.2 Corporation's ~efault; Lessors' Remedies 34 Section 10.3 R~ght of Re-Entry 35 Section 10 4 Right to Re-Sublease 35 Section 10.5 Damages in the Event of Termination . 36 Section 10.6 No Remedy Exclusive . 36 Section 10,7 No Additional Walver Implied by One Waiver 36 Section 10.8 Corporation's Right of Possession and Use of Hospital Facility 36 ARTICLE 11 TERMINATION 36 Section 11.1 Termlnatlon of Lease Prior to Delivery Date 36 Section 11.2 Termination of Lease 37 Pa~e ARTICLE 12 LEASEHOLD MORTGAGES. 38 Section 12.1 Definitions. 38 Section 12.2 Notice to Lessors 38 Section 12.3 Default Notice 39 Section 12.4 Notice to Leasehold Mortgagee 39 Sectlon 12.5 Procedure of Default 40 Section 12.6 Leasehold Mortgagee Need Not Cure SpecIfied Defaults 41 Section 12.7 No Merger. 42 Section 12.8 Estoppel Certlf~cate 42 Section 12.9 Notices. 42 Section 12.10 Erroneous Payments 42 ARTICLE 13 MISCELbANEOUS 43 Section 13.1 Expenses 43 Section 13.2 Entire Lease 43 Section 13.3 Counterparts 43 Section 13.4 Notices 43 Section 13.5 Successors and Assigns . 44 Section 13.6 Governing Law 44 Section 13.7 Waiver and Other Action 44 Section 13.8 Severablllty 45 Section 13.9 Survival of Representations and Warranties 45 Section 13.10 Certain Persons Not Liable . 45 Section 13.11 Llm~tation on LiabIlity. 45 Section 13 12 Dispute Resolution Proceedings 45 Section ~3.13 References 45 Section 13.14 Holidays 46 -1v- THIS LEASE, made as of the 16th day of December, among Flow Regional Medical Center, a Texas non-profit corporation ("Corporation"), the H. E. Flow Trust, a charitable trust established by an inter vivos gift made by H. E Flow on February 14, 1946 and by the will of H. E Flow dated January 17, 1946 and flied for probate on February 8, 1947 (the "Trust"), the County of Denton, Texas, a political subdivision of the State of Texas (the "County"), the City of Denton, Texas, a municipal corporation (the "City") and the Board of Directors of Flow Memorial Hospital, a 3olnt agent of the County and the City for hospital purposes pursuant to Article 44941-1, Vernon's Annotated Texas Statutes (the "Board") WITNESSETH. The County, the City, the Trust and the Board (referred to 3olntly herein as "Lessors") desire to lease to the Corporation all of the assets and property of Flow Memorial Hospital (the "Hospital"), and WHEREAS, the City and the County directly, and through their agent the Board, and the Trust own Flow Memorial Hospital, each having an undivided percentage interest therein, and W~EREAS, the County through its Commissioners Court, and the City through Its City Council have given serious consideration to the present and future health care needs of the residents of the community served by the Hospital and have determined that it is in the best interest of the citizens of Denton County for the part~es to enter Into this lease; and WHEREAS, the proposed lease is consistent with the provisions of the Trust, which was created for the purpose of establishing a hosplta~ for the benefit of the people of Denton and Denton County, and wll,1 assist in fulfilling the purposes o~ the Trust; and WHEREAS, Corporation desires to enter into this lease; and WHEREAS, the County and the City desire to assure the availability of hospital care for indigent County residents, and Corporation is willing to provide hospital care for indigent persons upon the terms and sub3ect to the conditions set forth herein; and WHEREAS, the lease agreement is designed to provide for the continued existence and viability of Flow Memorial Hospital for the benefit of the City of Denton and Denton County, Texas, and the lease arrangement is believed to be in the best interest of said Hospital and the people of Denton and Denton County; NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements contained herein, the parties hereto covenant and agree as follows: ARTICLE 1. DEFINITIONS 1.1. Terms Defined. For all purposes of this Lease, except as otherwise expressly provided or unless the context otherwise requires: A. The terms defined ~n th~s Article have the meanings assigned to them ~n th~s Article and ~nclude the plural as well as the s~ngular. B. All accounting terms not otherwise defined herein have the meanings assigned to them, and all computations here~n provided for shall be made, in accordance w~th generally accepted accounting principles. C. All references here~n to "generally accepted accounting prlnc~ples" refer to such principles as they ex~st on the date of applicability thereof. D. Ail references ~n th~s instrument to designated "Articles," "Sections", "Exhibits", and other provisions are to the designated Articles, Sections, Exhlblts, and other prov~slons of th~s ~nstrument. E. The words "here~n", "hereof", and "hereunder" and other words of s~mllar lmportance refer to th~s Lease as a whole and not any particular Article, Section, or other subdivision. As used ~n th~s Lease, the followlng terms shall have the Iollow~ng meanings unless the context clearly otherwise requires: "Board" means the Denton County-City of Denton, Texas, Hospital Board, a publlc agency and body polltlc, duly created by the Commissioners' Court of Denton County, Texas, and the governing body of the C~ty of Denton, and ex~st~ng under and by vlrtue of the Act, and lts successors and assigns. "C~ty" means the C~ty of Denton, Texas, acting by and through its c~ty councll. "Code" means the Internal Revenue Code of 1986, as amended. "Corporation" means Flow Regional Medical Center, a non-profit corporation organized and ex~st~ng under the laws of the State of Texas, and ~ts successors and assigns. "County" means Denton County, Texas, acting by and through ~ts Commissioners' Court. "Default" means those events and defaults speclfled ~n and defined ~n Article 10. -2- "Fiscal Year" means the period commencing on the first day of October of any year and ending on the last day of September of the following calendar year, or such other period commencing on the date designated by the Corporation and ending one year later, but in no event may the period hereafter be changed more than once in any fiscal year period. "Force Majeure" means any cause or event not reasonably within the control of the Corporation, including without limitation the following: acts of God; strikes; lockouts, orders of any kind of the government of the United States or of the State of Texas or of any of their departments; agencies, or officials, or civil or military authorities; Insurrections; civil disturbances; epidemics, plagues; famines; landslides; lightning; earthquakes, fires; hurricanes; tornadoes; storms, typhoons; cyclones; waterspouts; volcanic eruptions; floods, washouts; droughts; arrests, restraints of government and people; explosions; breakage or accident to machinery and transmission lines or pipes; or partial or entire failure of utility services. "Hospital," "Hospital Facility" or "Hospital Facilities" means the Leased Land, any buildings, ~mprovements, and fixtures located on the Leased Land on the date of this Lease, all buildings, improvements, and fixtures constructed on the Leased Land after the date of this Lease by the Corporation, and all equipment, furniture and fixtures located thereon or therein on the date of this Lease and used or useful for hospital purposes, and all substitutions and replacements of such equipment, furniture and fixtures (but not additions thereto) including all assets shown on the balance sheet of the Hospital dated as of November 30, 1986, as well as all intangible properties such as rights to trade names, and all books and records regarding the foregoing. "Lease" means this hospital lease agreement dated as of December 16, 1986, between the Lessors and the Corporation. "~eased Land" means the real estate described in Exhibit A hereto and which is sub3ect to this Lease, including any land which may be added thereto by agreement of the parties and approved by the City and County. "Net Proceeds" when used with respect to any Insurance or condemnation award, means the gross proceeds from the ~nsurance or condemnation award with respect to which that term is used remaining after payment of all expenses (including attorneys' fees and expenses) incurred ~n the collection of such gross proceeds. "Own Expense" or "own cost and expense", when reference is made to payments being made or obligations assumed by the Corporation, the same is payable from any money or properties at any time received by the Corporation, including any received by reason of the operation of the Hospital Facilities. -3- "Permitted Encumbrances" means, as of any particular time, (1) all liens, encumbrances and other charges existing on the Delivery Date, (,Il) liens for ad valorem taxes and special assessments not then delinquent, (ill) utlllty, access, and other easements and rights of way, restrictions, and exceptions that will not materially interfere with or impair the operations being conducted an connection with the Hospital Faclllty (or, if no operations are being conducted therein, the operations for which the Hospital Facility was designed or last modlfled), (Iv) such minor defects, ~rregularltles, encumbrances, easements, rights of way, and clouds on t~tle as normally exist with respect to properties similar in character to the HoSpital Facility and as do not in the aggregate materially impair the property affected thereby for the purpose for which it was acqulred or is held, (v) subleases permitted by Section 4.22(b)(i), and (vi) liens arising in connection w~th worker's compensation, unemployment insurance, taxes, assessments, statutory obligations or liens, social security legislation, mechanics and materlalmen's liens (to the extent permitted by law) for services or materials for which payment is not overdue, undetermined liens and charges incidental to construction, or other similar charges arising in the ordinary course of operation and not overdue or, if overdue, being contested in good faith and such other liens and charges at the time required by law as a condition precedent to the transaction of the health care activities of the Corporation or the exerclse of any privileges or licenses necessary to the Corporation, provided, with respect to any such l~ens filed against real property after the Delivery, Lessee shall remove or bond such liens within f~fteen days. "Person" means any ~ndlvldual, corporation, partnership, 3o~nt venture, association, 3olnt-stock company, trust, unincorporated organlz.atlon, or government, or any agency or political subdlvlslon thereof.. "Trust" shall mean the trust established by by an inter vivos gift made by E. E. Flow on February 14, 1946 and by the will of H E. Flow dated January 17, 1946 and f~led for probate on February 8, 1947. "~rltten Request" shall mean a request in writing s~gned by the President or any Vice President of the Corporation or any other officer of the Corporatlon satlsfactory to the Board. ARTICLE 2. DEMISING CLAUSES AND RENT 2.1. Lease of the Hospital Facility In consideration of the rentals reserved and of the covenants and promises herein contained to be ~ept and performed by the Corporation, the Board, the City, the County, and the Trust hereby lease, let, assign, and set over the Hospital Facillty to the Corporation, and the Corporation hereby leases, takes, and accepts the Hospital Facility from the Board, the City, the County and the Trust for the term, at the rental, and on the covenants and conditions here~n set forth but sub]ect to Permitted Encumbrances. --4-- 2.2. Le~ase Term. The lease term for the Hospital Faclllty shall commence on the date established in Section 2.8 and shall end at Midnight on September 30, 2027, unless sooner terminated in accordance with the provisions of Artlcle 10. The original lease term may be extended for an additional term of 40 years, commencing October 1, 2027, ~f the Corporation gives notice in writing to Lessors of its Intentions to extend not less than 730 calendar days prior to October 1, 2027, and if (a) the Lease has not been terminated pursuant to Section 10 2(b); (b) no default has occurred and ls then continuing which would entitle Lessors to terminate this Lease pursuant to Section 10 2(b) 2 3. Rent. The Corporation agrees, notwithstanding any other provisions of this Lease, to pay rent for the Hospital Facility in the amount of $10 00 per annum (such sum to be paid in full in advance on the date of delivery of this Lease and divided equally among the Board, the City, the County and the Trust), plus the assumption by the Corporation of all duties and obligations with respect to the operation of the Hospital Facility as set forth in th~s Article The Corporation further agrees, notwithstanding any other provision of this Lease other than Section 10 8, to pay the Lessors rent for the Hospital Facility by assuming llabllltles of Lessors as provided in Section 2.4 and by provldlng in-patient and out-patient hospital services to residents of the City and the County as provided in Section 2 5. As additional rent, Corporation hereby covenants and agrees that it w~ll continue, during the term of this Lease, to operate the Hospital on a non-profit basis until the prior written consent of the County and the City is obtained to cease such operation, and will take appropriate action to cause Lessors to be named as addltlonal lnsureds on any liability and/or malpractice insurance policies existing now or hereafter In the event the Corporation seeks the written consent of the County and the City to cease operation of the Hospital on a nonprofit basis, it shall be required to give ~j~ one hundred (100) days prior notice to the Attorney General of the State of Texas of its intent to cease such operation As further additional rent, Corporation hereby covenants and agrees to operate the Hospital in accordance with the purposes of the Trust 2 4. Liabilities to be Assumed. As partial rent, Corporatlon shall assume and agree to pay and discharge all liabilities of Lessors relating to the Hospltal exlstlng on the Delivery Date other than liabilities relating to hospital or medical malpractice claims which have not been both: (1) asserted against Lessors by the Delivery Date and (il) described specifically on a written schedule provlded to Corporation by Lessors not later than the Delivery Date 2 5. Services to be Provided by Corporation. (a) (~) As partlal rent, commencing with the Delivery Date, Corporation agrees to provide in Denton, County to persons meeting the eligibility standards speclfled In Section 2.5(b) ("Eligible Indigents"), at no charge to Lessors within the llmlts specified below, health care services (the "Services") of the types: (1) provided by the Hospital during the last full operating year that ended before January 1, 1985, and (l~) usually and customarily provided by comparable community-based hospitals ~n Texas. It ~s recognized that changing technology and other factors may make it necessary or desirable from time to t~me to change the types of services offered by the Hospital Prior to ceasing to provide any of the types of Services described above, Corporatzon w~ll obtain the approval of the C~ty and the County; and the City and the County agree not to unreasonably w~thhold thelr consent to any such approval. If the City or the County refuse to g~ve any such requested approval, Corporation will be entltled to submit to a dispute resolution proceeding pursuant to Section 13 12 the question of whether such refusal ~s reasonable Temporary ~nterrupt~ons ~n the renderlng by Corporation of particular types of service because of factors beyond the control of Corporation shall not be deemed a default under th~s lease (~) In each flscal year of Corporatlon, Corporation provide Services to Ellg~ble Indigents with a value determined as provided ~n Section 2 5(a)(v) equal to up to the percentage speclfled in Section 2.5(a)(~v) (the "Percentage") of the Net Patient Service Revenues (as defined in Section 2.5(a)(1~1)) ot Corporation during Corporation's preceding f~scal year. In the part~al f~scal year commencing on the Delivery Date, the value of Services to be provzded by Corporation pursuant hereto w~ll be up to 3% of a percentage the Net Patient Service Revenues of Corporation during ~ts f~scal year ended September 30, 1986 equal to the percentage determined by dividing the number of days remaining in the f~scal year of Corporation to end September 30, 1987 after the Delivery Date by 365. (~) For purposes of th~s Lease, the term "Gross Patient Service Revenues" shall mean the gross revenues attributable to services provided to patients by Corporation and (to the extent of Corporation's interest there~n) any affiliated entlt~es For purposes of th~s Lease, the term "affiliated ent~t~tes" shall mean any corporation or entity owned or controlled by, or otherwise operated for the benefit of, Corporation whlch provides medical care, including but not l~m~ted to clinics, ambulatory care un,ts, neo- natal screening clinics, nursing homes and alcohol~sm/detoxlf~cat~on programs. Affiliated ent~tles excludes ~ndependent non-owned joint venturers or partners but includes (to the extent of Corporation's ~nterest there~n) the resulting joint ventures or partnerships For purposes of th~s Lease, the term "Net Patient Service Revenues" shall mean the Gross Patient Service Revenues of Corporation less contractual ad3ustments (~ncluding Medlcare and Medicaid, but excluding adjustments provided for ~n th~s Lease w~th respect to services rendered to or pa~d for by the C~ty or the County) and provisions for doubtful accounts as determined by use of generally accepted accounting procedures utilized in a system which recognizes provisions for doubtful accounts and charity allowances as separate items. (~v) (A) For purposes of th~s Section 2.5(a)(lv), the following terms shall have the ~ndlcated meanings. (I) "Increase Year" - Any fiscal year lmmed~ately £ollowlng a fiscal year during which the Percentage --6-- 3% and the Gross Patient Service Revenues of Corporation are equal to or greater than $20 M~lllon; provided however, no Increase Year shall occur prior to the f~scal year beginning October 1, 1988. (II) "Decrease Year" - Any fascal year ammedaately following a f~scal year during whach the Percentage as 4% and the Gross Patient Service Revenues of Corporation are less than $15 M~ll~on. (B) Initially, the Percentage w~ll be 3%. The Percentage will continue to be 3% until the f~rst Increase Year. Beginning w~th the f~rst Increase Year and continuing thereafter until the first Decrease Year, the Percentage w~ll be 4%. Beginning w~th the f*rst Decrease Year and continuing thereafter untll another Increase Year occurs, the Percentage w~ll be 3%. Thereafter, the Percentage will be e~ther 3% or 4%, determined as follows, once a Percentage ~s established, such Percentage shall contanue in effect untal an Increase Year or a Decrease Year, as the case may be, has occurred, at which t~me the Percentage w~ll be changed (to 3% ~f it has most recently been 4%, or to 4% if ~t has most recently been 3%). (v) In the part~al fiscal year commencing on the Delivery Date, Serv*ces provided by Corporation w~ll be deemed to have a value equal to 80% of Corporation's standard charges for such Services ~n effect at the t~me such Services are provlded. For each full fiscal year of Corporation thereafter, the County shall be entitled to choose a method of valuation (from those speclfled in the followlng sentence) of the Servaces rendered an such fascal year by gavang written not~ce to Corporation at least 30 days prior to the commencement of such f~scal year. The method of valuation shall be e~ther. (A) 80% of Corporation's standard charges for the Services provided in effect at the time such Services are provided or (B) the prospective payment rates (DRGs) for such Services allowed under the Medicare program as administered by the Health Care Flnanclng Administration of the Un~ted States Department of Health and Human Services. (b) (~) The eligibility standards utilized by Corporatlon pursuant hereto wall be those established by the Texas Department of Human Resources pursuant to Section 1.06 of the Indigent Health Care and Treatment Act, Article 4438f, Vernon's Annotated Texas Statutes (the "Indigent Health Care Act"), as such act may be amended and as such eliglb~laty standards may be changed from t~me to t~me, provided however, that from t~me to t~me, upon 60 days notice, the County and the Clty may change the ellglb~llty standards to be used by Corporation, if the change would make the el~gabal~ty standards less restrictive. If the change would make the standards more restrictive, the County and C~ty and Corporation w~ll follow the procedures set forth an Section 13.02 of the Indagent Health Care Act to ~he extent they are applicable; otherwise, the City and County will g~ve Corporatlon 60 days notice of the proposed change. Further provided, however, that from the Delivery Date until the date notified of a change ~n el~g~bll~ty standards to be used, Corporataon will use as eligibility standards the standards the Hospatal used to meet --7-- Its Hill-Burton obligation during its last full operating year that ended before January 1, 1985. Not later than the Delivery Date, the County and the City will advise Corporation in reasonable detail of the initial eligibility standards to be utilized. (il) In the event that either the City or the County requests a change in eligibility standards and the other governmental entity does not agree to the change within 30 days after an adopted resolution of the Commissioners Court requesting a change has been delivered to the Mayor of the City, or in the case of the City's seeking a change in eligibility standards, within 30 days after an adopted resolution of the City Council requesting a change in eligibility standards has been delivered to the County Judge, then on the 60th day following the adoption of the resolution of the Commissioners Court or the City Council, as the case may be, requesting the change, the ellglblllty standards will become the minimum eligibility standards applicable to Denton County under the Indigent Health Care Act. (c) The County and the City shall be entitled from tlme to time, during normal business hours, to review Corporation's records relating to the performance of its obligations hereunder, including records concerning the satisfaction by persons to whom Services have been rendered of the applicable eligibility standards and records relating to Corporation's charges for such Services. Any review by the County and the City pursuant hereto shall be conducted in such a manner as not to unreasonably interfere with Corporatlon's day- to-day business. (d) Nothing in th~s Lease shall be deemed to constitute an admission by the City that it has any obl~gatlon to provide hospital or other health care services or funding therefor to residents of the Cl~y or the County. Nothing in th~s Lease shall be deemed to constitute an admission by the County that the C~ty does not have any obligation to provide hospital or other health care services or funding therefor to residents of the City or the County. It is the lntentlon of the City and the County that any legal questions regarding the exlstence and extent of the City's respons~bllty, ~f any, for indigent health care are not addressed by th~s contract. 2.6. Accountlng of Indigent Care Provided by Cor~oratlon. Rev~ewlby County and City. (a) By the tenth working day after the end of each month, Corporation shall submit to the County Judge and the Finance Director of t~e City an accounting of the hospital care provided to Indigent Patients who were discharged during that month. The accounting shall include: (1) the name of each indigent patient discharged, (bi) a detailed itemized statement (in the form generally provided to patients when they are discharged) showing a total of the charges for care provided to such patient, (ill) a statement of the patient's admitting diagnosis/condition, (~v) documentation in form mutually satisfactory to the County, the City and Corporation relating to such patient's satisfaction of the eligibility standards specified in Section 2.5(b) and (v) a representation that all Services covered by such accounting were provided pursuant to physlclans' --8-- orders. Upon the request of the City or the County, Corporation will p~ovlde the information required by this paragraph in a summary form mutually agreed to by the City, the County and Corporation. (b) Within thirty (30) days of receipt of each monthly accounting, the County Judge and the Finance Director of the City will notify Corporation of (1) any patients they determined did not meet the eligibility requirements set forth in Section 2.5(b), (2) any Ser~vlces which were provided that they determine are not eligible services to be provided Indigent Persons under Section 2.5(a) and (3) any charges for Services provided that they determine are in excess of permitted amounts. The County Judge and the Finance Director of the City shall also have authority to ob3ect to and to dispute any portion of the accounting which does not conform to the requirements of this Lease. Unless the County Judge or the Finance D~rector of the City ob3ect in writing to Corporation within thirty (30) days after their receipt of a monthly accounting, the County and the City shall be deemed to have agreed that the patients covered thereby met the eligibility requirements set forth in Section 2.5(b) and to have agreed to the other matters set forth in such accounting, and they shall not thereafter be entitled to dispute such matters except to the extent the information contained in such accounting is based on fraud or misrepresentation and except to the extent of any clerical errors therein. (c) Within twenty (20) days after Corporation receives an objection pursuant to Section 2.6(b), unless the parties mutually agree to a later time, a representative of Corporation and the County Judge and the Finance Director of the City or their designated representatives shall meet to negotiate any matters ob3ected to by the City or the County. Amounts still in dispute thirty (30) days after the first meeting between the County Judge, the Finance D~rector of the City and Corporation with respect thereto shall not be counted toward satisfaction of Corporation's obligation pending the results of a dlispute resolution proceeding between the parties conducted pursuant to Section 13.12. 2.7. Third Party Payors. Corporation shall attempt to ascertain whethe= a person seeking indigent care at the Hospital is eligible for partlclpation ~n the Medicaid or Medicare programs or for coverage by any other third-party payors. If Corporation determines that patient may reasonably be eligible for such coverage (sa~d determination being referred to as the "Initial determination"), then C'orporatlon shall provide that patient with assistance ~n preparing and submitting his application for coverage. If a patient's eligibility for Medicare or Medicaid has not been determined by the thirtieth (30th) day after the date of initial determination and if the patient meets the eligibility requirements set forth in Section 2.5(b), Corporation shall be entitled to count Services rendered to such patient toward satisfaction of its obligation under Section 2.5, sub3ect to the satisfaction by Corporation of its obligations under Section 2.6 with respect to such patient If such patient ~s later ,determined to be eligible for Medicare or Medicaid, the prev~omsly credited amounts attributable to services rendered to --9-- such patient after the date that such patient became eligible for Med~ca~e or Med~cald shall be deducted from the value of Services provld~d by Corporation pursuant to Section 2.5 Cdrporat~on agrees to use ~ts best efforts to obtain reimbursement from any th~rd-party payor prior to crediting the provision of service toward ~ts obligation to provide services under Section 2.5. 2.,8. Delivery. The delivery of the Hospital Facility (the "Delivery") shall be made and rental shall commence to accrue at 12:01 al.m. of the day following the closing which shall take place at 10 o'clock a.m., Denton t~me, at the Hospltal, 1310 Scripture Street, Denton, Texas, on the tenth bus~ness day after the 3udgment contemplated by Sections 7.7 and 8.6 has become f~nal and nonappealable, or on such other date and at such other t~me and place as ~s agreed upon by the part~es hereto. The day on which the Dellvery of the Hospital Facility occurs ls referred to as the "Delivery Date." If any of the condlt~ons to the obligations of the part~es to th~s Lease have not been satisfied or waived by the Delivery Date, then the party to th~s Lease that ls unable to meet such condition or conditions shall be entitled to postpone the Delivery by written not~ce to the other part~es until such condition has been satlsfled (which such party shall seek to cause to happen at the earliest practicable date) or waived, but the Delivery shall occur not later than December 31, 1987, unless further extended by wr,tten agreement of the part~es to th~s Lease. 2..9. Execution and Delivery of Delivery Documents. Before the Delivery each party shall cause to be prepared, and at the Delivery the par.t~es shall execute and del~ver, each agreement and ~nstrument required by th~s Lease to be so executed and dellvered and not theretofore a~compl,shed. At the Delivery, (a) The Lessors shall deliver to Corporation possession of the Hospital Facilities; (D) Corporation shall deliver to the Lessors an ~nstrument of assumption relating to the obligations of the Lessors to be assumed by Corporation pursuant to Sectlon 2.4; (c) Each party also shall execute and deliver such other appropriate and customary documents as the other part~es reasonably may request for the purpose of consummating the transaction contemplated by th~s Lease. Ail ac~ons taken at the Delivery shall be deemed to have been taken s~multaneously at the t~me the last of any such actions ~s taken or completed. ~.10. Further Assurances. After the Delivery, the part~es hereto shall execute and deliver such addlt~onal documents and take such additional actions as may reasonably be deemed necessary or -10- advisable by any party in order to consummate the transactions contemplated by this Lease. 2.11. Rent Absolute and Obligations Unconditional. The Board, the City, the County, the Trust, and the Corporation agree that the Corporation shall bear all risk of damage or destruction in whole or in part to the Hospital Facility or any part thereof including, without limitation, any loss, complete or partial, or interruption in the use, occupancy, or operation of the Hospital Facility, or any manner of thing which for any reason ~nterferes w~th, prevents, or renders burdensome the use or occupancy of the Hospital Facility or the compliance by the Corporation with any of the terms of this Lease other than any occurrence which results in a breach by Lessors of their obligations contained in Section 10.8. In furtherance of the foregoing, and except as set forth specifically herein, but without limiting any of the other provisions of this Lease, the Corporation agrees that Its obligations to pay the rent and other sums herein provided for and to perform and observe its other agreements contained herein shall be absolute and unconditional and that the Corporation shall not be entitled to any diminution thereof nor to any termination of this Lease by reason of the following: (a) any physical damage to or destruction or condemnation of the Hospital Facility or any part thereof; or (b) any interruption or prevention from any cause whatsoever of the use or occupancy of the Hospital Facility or any part thereof whether or not resulting from any restriction or requirement of law, ordinance, rule, or regulation of any public body or authority having jurisdiction over the Hospital Facility (whether relating to the use or occupancy of the Hospital Facility or the quality, character, or condition of the structures, buildings, Improvements, or equipment thereon or otherwise); or (c) any change ~n the tax or other laws or administrative rulings Of or administrative actions by the United States of America, the State of Texas, or any political subdivision or agency of either thereof~ or (d) Force majeure. Notwithstanding the foregoing, in the event the Corporation ls unable to perform the services required by Section 2.5 hereof because of any of the occurences specified in clauses (a), (b) or (d) above, the Corporation's obligation to perform the services required by Section 2.5 shall be abated to the extent and during the period that it is unable to perform such services, provided that the Corporation continuously uses diligent efforts to cure the cause or mitigate the effects of such occurrence, and provided further that such period of abatement shall terminate ninety (90) days following the date of such occurrence, unless the Corporation (1) sends to Lessors, immediately upon the expiration of such ninety (90) day period, written notice of the nature and cause of such occurrence and the action which the Corporation plans to take to cure the cause or -11- mitigate the effects of such occurrence, and (l~) uses diligent efforts continuously thereafter to cure the cause and m~t~gate the effects o2 such occurrence. ARTICLE 3. REPRESENTATIONS AND WARRANTIES OF CORPORATION 3.1. Or~an*zat~on and GoodStandln~ of Corporation. Corporation · s a non-profit corporation duly organized, validly existing, and · n good standing under the laws of the State of Texas. 3.2. Power and Authority. Corporation has the corporate power and authority and all licenses and permits required by governmental authorities to own, lease, and operate its properties and assets and to carry on ~ts bus~ness as currently being conducted. 3.3. Author*ty and Validity. Corporation has the corporate power and authority to execute, deliver, and perform ~ts obligations under th~s Lease and the other agreements and documents executed or to be executed by ~t in connection w~th this Lease, and the execution, delivery, and performance by Corporatlon of th~s Lease and the other agreements and documents executed or to be executed by it ~n connection w~th th~s Lease have been duly authorized by all necessary corporate action. 3.,4. B~nd~ng Effect. Th~s Lease and the other agreements and documents executed or to be executed by Corporation ~n connection w~th thzs Lease have been or will have been duly executed and delivered by ~t and are or w~ll De, when executed and delivered, ~ts legal, valid, and D~nd~ng obligations, enforceable ~n accordance w~th their terms except that: (a) enforceability may be l~m~ted by bankruptcy, ~nsolvency, or other s~m~lar laws affectlng creditors' r~ghts; and (b) the availability of certain remedies may be l~m~ted by equitable principles of general appllcabll~ty. 3.5. Necessary Approvals and Consents. Except for approvals already obtained or f~l~ngs or notices already made or g~ven, no authorization, consent, permit, or license or approval of, or declaration, registration, or f~l~ng w~th, any person or governmental or regulatory authority or agency ~s necessary for the execution and dellvery by Corporation of th~s Lease or the other agreements executed or to be executed by Corporation in connection wlth th~s Lease or the consummation by ~t of the transactions contemplated hereby and thereby. -12- ARTICLE 4. COVENANTS OF CORPORATION Corporation covenants and agrees with Lessors as follows: 4.1. Cooperation. Corporation shall use its best efforts to: (a) cooperate with and keep Lessors informed in connection with this Lease, (b) proceed promptly to make or give the necessary applications, notices, requests, and flllngs to obtain at the earliest practicable date and, in any event, Defore the Delivery Date, the approvals, authorizations, and consents necessary to consummate the transactions contemplated by this Lease; and (c) take such actions as Lessors may reasonably request to consummate the transactions contemplated by this Lease and d~llgently attempt to satisfy, to the extent w~th~n ~ts control, all conditions precedent to its obligations to close this Lease as contemplated in Section 2.8. 4.2. Compliance with Hospital Survey and Construction Act (Hill-Burton Act). To the extent that Flow Memorial Hospital has any obligation under any application for federal f~nanclal assistance under the Hospltal Survey and Construction Act (42 U.S.C. Sec. 291, et. seq.) (the "Hill-Burton Act"), Corporation agrees that it will use its best efforts to obtaln the appropriate state and federal approval for the lease of the Hospital. Corporation represents that ~t is an entity that would have been eligible for the original grant under the Hill-Burton Act, and ~t will assume the Hospital's responslblllty for providing the assurances originally given by the Hospital. The Board of Trustees of Corporation will adopt a resolut,on formally assuming such obligations. To the extent that Corporatlon · s unsuccessful in obtaining such approval, so as to relieve the Lessors of such obligations, the Corporation agrees to be solely responsible for liabilities of Lessors relating to the Hospital under the H~ll-Burton Act. Notwithstanding the foregoing, Corporation agrees to assume any and all obligations and/or liabilities ~ncludlng expenses of lltlgatlon and administrative proceedings, of Lessors, relating to any recovery attempted or made by the federal government pursuant to the Hill-Burton Act. 4.3. Maintenance of Corporate Existence and Tax Status. Corporation represents that it is an organization described in section 501(c)(3) of the Internal Revenue Code of 1986, as amended to the date hereof (the "Code"), and ls exempt from federal income tax under section 501(a) of the Code. Corporation agrees that it will at all times maintain lts existence as a non-profit corporation and that · t will take no action or suffer any action to be taken by others which w~ll alter, change, or destroy ~ts status as a non-profit corporation or ~ts status as an organization described ~n section 501(c)(3) of the Code and exempt from federal income taxation under -13- section 501(a) of the Code (or any successor sections of a subsequent federal income tax statute or code). If for any reason Corporation should lose its status as a nonprofit corporation under section 501(c)(3) of the Code, Corporation shall notify the City, the County,,~ the Trust and the Charitable Trust Section of the Office of the/~ Attorney General of Texas within thirty (30) days of the time such status as a nonprofit corporation is lost 4.4. No D[scrlmlnatlon. Corporation agrees to make available Hospital services without discrimination on the ground of race, color, national origin, or creed. 4.5. Medical Staff No present member of the Hospital medical staff shall lose any staff membership and/or clinical privileges at the Hospltal solely as a result of this Lease. 4 6. Articles of Incorporation and B~laws The Articles of Incorporation and/or the Bylaws of Corporation shall provide for a Board or Trustees and a Board of Advisors with the following structure and powers. (a) the Board of Trustees will consist of n~ne members and be entitled to manage the affairs of Corporation pursuant to Section 2 14 of the Texas Non-Profit Corporation Act, including the establishment of Hospital policy, participation ~n long-term strategic planning, and the delegation of day-to-day management actions for the Hospital. The Board of Trustees' members will each serve slx-year terms which will be staggered so that three members' terms expire every two years (lnltlal appointments will be for 2, 4 and 6 year terms; three in each group); (b) the Board of Advisors wlll consist of twenty-eight members who will advise the Board of Trustees concerning the health care needs of the region and the affairs of Corporation No member of the Board of Advisors will be eligible to serve simultaneously on the Board of Trustees. Members of the Board of Advisors will serve four-year, staggered terms with the terms of seven members expiring every year (initial appointments will be for 1, 2, 3 and 4 year terms; seven in each group). Members of the Board of Advisors will not be permitted to serve successlve terms; (c) the initial members of the Board of Advisors and the Board of Trustees will be appointed by the City and the County Vacancies in either of said boards created by expirations of terms, reslgnatlons, or otherwise, will be filled by election by the Board of Advisors! and (d) the Bylaws of Corporation shall contain a conflict of interest policy which will prohibit Corporation entering into any contracts or engaging in any transactions (~ncludlng those relating to the purchasing of services, personal property or real property or which involve any sales commission, broker's commission or finder's fee) with any member of the Board of Trustees, any relative of any such member or any business entity of which any such member or combination of members own or owns 10% or more of the equity interest In add~tlon, such conflict of interest policy will prohibit -14- Corporation entering Into any such contracts or engaging in any such transactions with any business entity in which a ma3or~ty of the members of the Board of Trustees own any equity interest or with any business entity of which any member of the Board of Trustees owns any equity interest unless members of the Board of Trustees who comprise a ma]orlty of such Board and which own no equity interest of such entity approve such contract or transaction. For purposes of this provision. (1) the term "business entity" shall mean a sole proprietorship, partnership, firm, corporation, holding company, 3olnt-stock company, receivership, trust, or any other entity recognized in law, (11) a person related in the flrst degree by either affinity or consanguinity to a member of the Board of Trustees shall be deemed to be a relative of such member; and (111) the term "equity interest" shall mean: (A) with respect to a corporatlon, the capital stock thereof, (B) with respect to a trust, a beneficial interest therein and (C) with respect to a partnership or any other entity, an interest in the capital or profits thereof. A purpose of the corporation, stated in the articles of ~ncorporatlon, shall be to operate a not for profit hospital in Denton County, Texas. 4.7. Management Contracts So long as it is subject to the Hill-Burton Act, Corporation covenants that ~f it enters into any agreement, formal or Informal, providing for management of the Hospltal or part thereof, the agreement will contain the following provisions: (a) Either (1) the Board of Trustees of Corporation retains authority to terminate the agreement at any time upon reasonable notice to the contractor or (11) the agreement will be submitted promptly to the Department of Health and Human Services for its review under its regulations; and in the event the Secretary of Health and Human Services (the "Secretary") determines that the agreement results in the Hospital ceasing to be a public or non- profit facility for which a grant could have been made under the Hill-Burton Act, then the Board of Trustees shall have the right to terminate the agreement by giving 30 days notice to the contractor, (b) No employee of the contractor may be a member of the Corporation's Board of Trustees; and/or any other provisions required by law to insure that the management agreement does not affect Corporation's status as a public or non-profit corporation eligible to receive grants under the Hill-Burton Act. 4.8. Charges for Additional Hospital Services Purchased by Cou~t~ and/or City. To the extent the County or the City purchases or is responsible under applicable law for paying for services provided by Corporation in addition to those Corporation ~s obligated to provide pursuant to Section 2 5, the parties agree that the party requesting or responsible for paying for such services w~ll pay for -15- the services provided at amounts equal to 80% of Corporation's standard charges for such services in effect at the time such services are provided. 4 9. Annual Reports; F~nanc~al Statements, Books, and Records The Corporation covenants that within 150 days after the end of each F~scal Year ~t shall furnish to the Lessors a copy of ~ts annual report and such other f~llngs as are required by the Internal Revenue Service to be filed on an annual basis The Corporation further covenants that ~t w~ll keep proper books of record and account ~n which tull, true, and correct entr~es w~ll be made of all dealings or transactlons of or ~n relation to the buslness and affairs of the Corporation, in accordance w~th generally accepted accounting principles and w~th~n 150 days after the end of the F~scal Year w~ll furnlsh to the Lessors an annual audit of the flnanc~al condition of the Corporation made by a certified public accountant 4 10 No Representation by Lessors as to Condition or Suitability. The Corporation acknowledges that ~t has examined the Hospital Facll~ty and any and all ~mprovements or structures thereon and knows the condlt~on thereof and accepts the same ~n said condition, that the Lessors have made no warranty, e~ther express or implied, as to the condition of the Hospital Facility or any part thereof or that the Hospital Facility w~ll be suitable for the Corporation's purposes or needs, and that the Corporation entering ~nto th~s Lease ~s relying solely upon ~ts own examination thereof The Corporation further acknowledges that ~t has been g~ven the opportunity to examine the books and records, ~ncludlng the f~nanc~al information, w~th respect to the existing Hospital Facll~t~es and that neither the Lessors, the Trust, the C~ty nor the County has made any representation or warranty in regard to the same 4 11. F~l~n~ and Recording. The Corporation shall f~le and record or cause to be filed and recorded this Lease. 4 12. Taxes, Char~es, Assessments, and Utilities The Corporation covenants and agrees, subject to the provisions of Section 4 15 relating to permitted contests, to pay or cause to be pa~d (before the same shall become delinquent) and to hold the Board, the City, the County and the Trust harmless therefrom: (a) all taxes and charges on account of the use, occupancy, or operation of all or any part of its properties, ~nclud~ng the Hospital Facility, or the ~ncome therefrom, including but not llm~ted to all sales, use, occupation, real, and personal property taxes, all permit and inspection fees, occupation and l~cense fees, and all water, gas, electric l~ght, power, sewer service, refuse dlsposal, telephone service, or other utility charges assessed or charged on or against any of such properties, including the Hospital Facility, or on account of the Corporation's use or occupancy thereof or the activities conducted thereon or there~n; and (b) all taxes, assessments, and impositions, general and special, ordinary and extraordinary, of every name and kind, whlch shall be taxed, lev~ed, imposed, or assessed during the term of th~s -16- Lease upon all or any part of its properties, lncludang the Hospital Facal~ty, or the anterest of the Lessors and of the Corporataon or earner o~ them an and to any of the properties of the Corporataon, ancludalng the Hospatal Facal~ty and the Corporation's anterest thas L~ase. If under applacable law any such tax, charge, fee, rate amposation, or assessment may at the optaon of the taxpayer be paad · n ~nstallments, the Corporataon may exercise such option. As between the partaes hereto, the Corporataon shall have the duty of makang and falang all statements or reports whach may be requared under the applacable law an connectaon w~th any such tax, charge, fee, rate, ~mpos~taon, or assessment relating to the Corporation or the Hospital, and the Lessors agree promptly to forward to the Corporation any and all notices of or balls in connection wath any such charge, fee, rate, ~mpos~taon, or assessment. The Lessors hereby grant to the Corporation the raght to use the name of the Lessors, to the extent the use of the name of the Lessors permitted by or necessary under applicable law, an connection w~th any con~est of the amount or validity of any tax, charge, fee, rate, ampos~aon, or assessment. If the provasaons of any law, rule, or regulation at the tame in effect shall require such statements or reports to be executed and f~led by the Lessors or such proceedings to be brought by the Lessors, the Lessors shall at the request and expense of the Corporataon execute and file such statements or reports or, as the case may be, shall joan ~n such proceedangs, but the Lessors shall not be subject to any laabal~ty for the payment of any costs or expenses an connectaon therewith, and the Corporation covenants to andemnafy and save the Lessors harmless from such costs and expenses. Nathang contaaned herean shall be deemed to constatute an admass~on by eather the Lessors or the Corporation to any third party that e~ther the Lessors or the Corporataon ~s l~able for any tax, charge, fee, rate, lmposataon, or assessment. 4.13. L~ens. Subject to the prov~saons of Section 4.15 relatang to permlatted contests, the Corporataon w~ll not create or permat to be created or remain, and will, at ~ts Own Expense, promptly dascharge all l~ens, encumbrances, and charges on all or any part of the Hospital Facalaty other than Permatted Encumbrances. 4.'14. Compliance wath Orders~ Ord~nances~ and Other Laws. Subject to the provas~ons of Section 4.15 relatang to permatted contests, the Corporation w~ll, at ~ts Own Expense, promptly comply wath a%l present and future laws, ordanances, rules, regulataons, and requirements applacable to the Hospital of every duly constituted governmental authority and comm~ssaon and all orders and decrees of every ~ourt having jur,sd~ctaon and the officers thereof of whach at has 4.15. Permatted Contests. The Corporataon shall not be required to pay any tax, charge, assessment, or amposataon referred to an -17- Section 4.12, nor to remove any lien, charge, or encumbrance required to be removed under Section 4.13, nor to comply with any law, ordinance, rule, order, regulation, or requirement referred to ~n Section 4.14, so long as the Corporation shall contest, in good faith and at its cost and expense, ~n lts own name and behalf or ~n the name and behalf of the Lessors, the amount or validity thereof, ~n an appropriate manner or by the appropriate proceedings which shall operate during the pendency thereof to prevent the collection of or other realization upon the tax, assessment, levy, fee, rent, charge, lien, or encumbrance so contested, and the sale, forfeiture, or loss of any of ~ts properties or of the rent or any port~on thereof, to satisfy the same; provided that no such contest shall subject the Lessors to the r~sk of any l~abll~ty. Wh~le any such matters are pending, the Lessors shall not pay, remove, or cause to be d~scharged the tax, assessment, levy, fee, rent, charge, l~en, or encumbrance being contested unless the Corporation agrees to settle such contest. Each such contest shall be promptly prosecuted to the f~nal conclusion (subject to the r~ght of the Corporation to settle any such contest), and ~n any event the Corporation wlll save the Lessors harmless against all losses, judgments, decrees, and costs (~nclud~ng attorneys' fees and expenses in connection therewith). The Lessors agree to cooperate with the Corporation, at the Corporation's cost and expense, ~n any such contest. 4.16. Repa~rs~ Maintenance~ Inspectionsr and Alterations. Subject to the Corporation's rlghts in the event of damage, destruction, or condemnation as set forth ~n Article 5 of this Lease, the Corporation w~ll throughout the term of th~s Lease at its own cost and expense keep and maintain the Hospital Facility in good and tenantable repair and working order, reasonable wear and tear and obsolescence ~n sp~te of repair excepted, and ~n as reasonably safe condition as ~ts operation w~ll permit, and w~ll make all necessary repalrs thereto, lnter~or and exterior, structural and nonstructural, ordinary as well as extraordinary, and foreseen as well as unforeseen, and al~ necessary replacements or renewals. The Corporation shall not permit, commit, or suffer any waste of the whole or any part of the Hospital Facility and shall not use or permit the use of the Hospital Fac~llty, or any part thereof, for any unlawful purpose or permit any nuisance to ex~st thereon. The Lessors, through their respective offlcers, employees, consultants, and other authorized representatives, upon reasonable notice, shall have access at all reasonable t~mes to the Hospital Faclllty for the purpose of ascertaining whether the Corporatlon has compl~edw~th ~ts agreements contalned in th~s Lease. The Corporation shall, upon the request from t~me to t~me of the Lessors, which request shall not be made except upon reasonable bellef that the Corporation may have v~olated any of ~ts agreements under the provisions of th~s Lease respectlng the operation, maintenance, or repalr of the Hospital Facility, cause an inspection of the Hospital Facility to be made by a qualified engineer retained by the Corporation and acceptable to the Lessors and the Corporation shall f~le wlth the LeSsors ~mmedlately following each such ~nspect~on a report of such engineer setting forth (a) f~nd~ngs as to whether the Hospital -18- Faclllty has been maintained in good repair, working order, and condltllon and (b) recommendations as to the proper maintenance and repair of the Hospital Facility during the remainder or the term of this Lease. If any such report shall indicate that the Hospital Facility has not been maintained in good repair, working order, and condition in any material respect, the Corporation shall restore the Hospital Facility promptly to good repair, working order, and condltl, on with all expedition practicable. The cost of any inspection performed pursuant hereto shall be paid by the Lessors unless the report relating thereto concludes that the Hospital Facility has not been maintained in good repair, working order and condition in some material respect, in which case the cost thereof shall be paid one- half by the Lessors and one-half by the Corporation. The Lessors shall never be liable or responsible for any repairs to or maintenance of the Hospital Facility, and the Corporation expressly agrees to be liable and responsible for the same in accordance with the provisions of this Lease. The Corporation shall have the right from time to time at sole cost and expense to make additions, alterations, and changes (hereinafter collectively referred to as "alterations") in or to the Hospital Facility, sub]ect, however, in all cases to the following conditions: (a) no alteration of any kind shall be made which would result in a violation of the provisions of Section 4 3; (D) no building or buildings constituting a part of the Hospital Facility shall be demolished or removed which would substantially impair t~e operating integrity of the Hospital Facility taken as a whole nor shall any alteration to the Hospital Facility be made which would substantially impair the structural strength, utility, or market value of the Hospital Facility taken as whole wlthout in each case the prior written consent of the City, the County and the Trust thereto, which shall not be unreasonably withheld; and (¢) all alterations to the Hospltal Facility shall be located wholly within the boundary lines of the Leased Land or any other real estate subsequently leased hereunder and shall become a part of the Hospital Facility. With respect to any repairs, construction, restoration, replacement, or alterations performed upon the Hospital Facility by the Corporation during the term hereof, in accordance with or as required by any provisions hereof, the Corporation agrees that: (1) no work in connection therewith shall be undertaken until the Corporation shall have procured and paid for, so far as the same may be required, from time to t~me, all municipal and other governmental permits and authorizations of the various municipal departments and governmental subdivisions having 3urlsdlctlon; (il) all work in connection therewith shall be done with due diligence (taking into account the occurrence of any Force -19- Majeure) and in good workmanlike manner and in compliance with the building and zoning laws of the munlc,pallty or other governmental subdlvllslon wherein the Hospital Facility is situated, and with all laws, Qrdlnances, orders, rules, regulations, and requirements of all federal, state, and municipal governments and the appropriate departments, commissions, boards, and officers thereof, and shall not violate the provisions of any policy of ~nsurance covering the Hospital Facility, and the work shall be prosecuted with reasonable dispatch, unavoidable delays excepted; and (Ill) worker's compensation ~nsurance as required by Texas law covering all persons employed ~n connection with the work and with respect to whom death or bodily injury claims could be asserted against the Lessors, the Corporation, or the Hospital Facility, and general liability Insurance (specifically covering this class of risk) for the mutual benefit of the Lessors and the Corporation, shall be maintained at the Corporation's sole cost and expense at all times when any substantial work is in process. The general liability insurance provided for in this paragraph may be effected by an appropriate endorsement, if obtainable, upon the insurance referred to in Section 4.18. Ail such insurance shall be effected with financially sound and reputable insurance companies, and, upon the written request of the Lessors, the Corporation shall deliver to the Lessors all policies or certificates therefor issued by the respective insurers endorsed "PremiumPald" by the company or agencies issuing the same or with other evidence of payment of the premiums satisfactory to the Lessors. The Corporation shall have the rlght to receive the proceeds of any such insurance. Notwithstanding any provision of this Lease to the contrary, the Corporation shall be entitled to establish one or more facllltles which are not located on the Leased Land and which do not constitute a part of the Hospital Facility. The Corporation shall be entitled to perform any of the services required by Section 2.5 at any such other facilities which are located in Denton County, Texas. 4.±7. Provision and Removal of Equipment in the Hospital ~. The Corporation shall provide from its Own Expense all equipment, furn~shings, supplies, and other personal property required for its operation, repair, and maintenance of the Hospital Facility as required by the Lease. Except to the extent necessary to comply with the obligation imposed on the Corporation an Section 2.5, the Lessors shall not be under any obligation to renew, repair, or replace any lnadequate, obsolete, worn out, unsuitable, undesirable, or unnecessary equipment located in the Hospital Facility. If the Corporation in its sole discretion determines that any item of such equipment has become inadequate, obsolete, worn out, unsuitable, undesirable, or unnecessary, the Corporation may remove such item of such equlpment from the Hospital Facility and sell, trade-in, exchange, or otherwise dispose of such item (as a whole or in part) w~thout any responsibility or ac¢ountabillty to the Lessors therefor, provided that the Corporation substitutes and lnstalls anywhere ~n the Hospital -20- Facility (subject to the provisions of the ne~t sentence of this Section 4.17) other machinery or equipment having equal or greater utility (but except as necessary to comply with the obligations set out in Section 2.5 hereof, not necessarily having the same function) in the operation of the Hospital Faczlty, and provided further that such removal and substitution shall not impair the operating v~ab~llty of the Hospital Faclllty Where the removal of machinery or equipment will not result in a fallure to comply with the obligation set out in Section 2.5 hereof, the Corporation shall not be required to install other machinery or equipment ~n substitution for any equipment removed pursuant to the preceding sentence if, in the reasonable opinion of management of the Corporatlon, such substitution is not necessary to preserve the operating viability of the Hospztal Facility and if the net proceeds from the sale, exchange, or other dlsposltzon of equipment removed pursuant to the preceding sentence remain w~th and are used in some other manner for the benefit of the Hospital Facility. Ail equipment, fixtures, and other similar capital ~tems of a deprec~able nature purchased by the Corporation ~n replacement of or ~n substxtutlon for s~milar items located on the Leased Land, shall immediately become the property of the Lessors and a part of the Hospltal Faclllty. Notwithstanding the foregoing, any equipment, fixtures and other slmllar items of a depreclable nature (but not including structures and other real property improvements affixed to the real estate) acquired by the Corporatlon during the term hereof for use ~n the Hospital Faculty and not described in the preceding sentence shall be and remain the property of the Corporation and may be removed by the Corporation at the termination of th~s Lease if such removal may be accomplished without s~gn~flcant damage to the Hospital Facility. Notw~thstandlng any other provision of this Lease, Corporation shall be entitled at any time, and from time to time, to remove items of equipment, fixtures, furniture, and other s~m~lar capital items of a depreclable nature (other than structures and other real property Improvements affixed to the real estate) from the Hospltal Facility for use in other operations of the Corporation within Denton County, provided that (1) the Corporation remains in compliance with the other provisions of this Lease, (1~) any such items so removed shall at all times remain fully subject to this Lease, and (~11) Corporation g~ves written notice to the C~ty, the County, and the Trust prior to removal spec~fylng the ~tems to be removed and the place where such items will be located. Provided, however, that if the Hospital Faclllty is operated by a for proflt entity which succeeds to the interest of the Corporation as lessee hereunder under the terms of section 12.5 of this Lease, such successor lessee shall not be entitled to remove individual ~tems of equipment, fixtures, furniture and other similar items of a depreclable nature with a purchase price or fair market value, whichever is greater, of $100,000 or more without the prior written permission of the City and the County 4.18. Llabilit~ and Casualty Insurance. The Corporation shall maintain the following insurance during the term of this Lease at its sole cost and expenses (a) Insurance against loss and damage to the Hospital Facility under a pollcy or policies covering such risks as are ord~narlly -21- insured against by similar hospitals, including without limiting the generality Of the foregoing, fire, lightning, windstorms, hall, explosion, riot, riot attending a strike, civil commotion, damage from aircraft, smoke, and uniform standard extended coverage and vandalism and malicious mischief endorsements and, to the extent obtainable and normally carried by other hospitals in the area, earthquake coverage, limited only as may be provided in the standard form of such endorsements at the time in use in the State of Texas Such insurance shall be in an amount equal to the full insurable value of the Hospital Facility, but any such policy may have a deductible amount of not more than $10,000 No policy of insurance shall be so written that the proceeds thereof w~ll produce less than the minimum coverage required by the preceding sentence, by reason of co-~neurance provisions or otherwise, without the prior written consent thereto by the City, the County and the Trust The term "full Insurable value" shall mean the actual replacement cost of the Hospital Facility (excluding foundation and excavation costs and costs of underground flues, pipes, drains, and other uninsurable items) after deduction for physlcal depreciation, and shall be determined from time to time at the request of the Lessors, but not more frequently than once every three years, by an architect, contractor, appraiser, or appraisal company or one of the insurers, in any case, selected and paid for by the Lessors and approved by the Corporation, which approval shall not be unreasonably withheld (b) Comprehensive general public liability insurance (including medical malpractice liability insurance) and landlord's liability insurance, protecting the Lessors and the Corporation as their interests may appear, against liability for injuries to persons and property, occurring on, in, or about the Hospital Facility, with minimum limits for each occurrence, annual aggregate and umbrella coverage as are reasonably and customarily obtained and carried by other accredited hospitals in the State of Texas of comparable size and providing comparable services; (c) insurance coverage for boilers, pressure vessels, auxiliary piping, and selected machinery (pumps and compressors) with limits and deductible provisions in minimum amounts at least equal to those as are reasonably and customarily obtained and carried by other accredited hospitals in the State of Texas of comparable size and providing comparable services; (d) comprehenslve automobile liability insurance with minimum limits for each occurrence, annual aggregate and umbrella coverage as are reasonably and customarily obtained and carried by other accredited hospitals in the State of Texas of comparable size and providing comparable services; (e) worker's compensation insurance with respect to all employees of the Corporation to the extent necessary to be a subscriber as defined in section 1 of article 8309, VTCS, as amended; provided that, to the extent authorized by law, the Corporation may be self- insured w~th respect to all or any part of its liability for worker's compensation; (f) malpractice insurance, protecting against liability for death, injury, loss, or damage occurring during examination, -22- dlagnos.ls, treatment, or care of any patient at the Hospital Facility or any ioccupant of the Hospital Facility, with minimum limits for each occurrence, annual aggregate and umbrella coverage as are reasonably and customarily obtained and carried by other accredited hospitals in the State of Texas of comparable size and providing compara~ble services; (g) fidelity bonds on all officers and employees who have access to or have custody of revenues, receipts, or income from the Hosplta.1 Facility in minimum amounts as are reasonably and customarily obtalneld and carried by other accredited hospitals in the State of Texas of comparable size and providing comparable services. T~e Corporation shall not be required to carry the comprehensive general public liability insurance required by subparagraph (b) above if and to the extent that the Board of Trustees of the Corporation, upon the recommendation of a nationally recognized insurance consultant from whom the Corporation does not purchase insurance and who is not a member of the Board of Trustees nor an officer or employee of the Corporation, in good faith determines that the Corporation shall (1) be self-insured with respect to the liability referred to therein and create reserves therefor deemed reasonable by such~consultant, (ii) enter into agreements with other hospitals to achieve such insurance or forms an insurance company with other hospitals for such purposes, (iii) enter into any agreements with the State of Texas or the federal government in order to achieve such insurance, or (iv) take advantage of State of Texas or federal statutes or laws now or hereafter in existence limiting such llablll, ty. The Corporation shall promptly notify the Lessors if it decides not to carry the insurance required by subparagraph (b) hereof specifying which of the options it has selected under the provisions of this paragraph. Such option shall be reviewed by such an independent insurance consultant annually with respect to (1) and (il) above and at least once every five years with respect to (iii) and (iv) above, and a copy of such consultant's report shall be furnished to the Lessors. Each policy of insurance obtained pursuant to this Section shall (1) be Issued by a recognized, financially sound, and responsible Insurance company qualified under the laws of the State of Texas to assume ,the risks covered by such policy, (ii) name the Lessors and the Corporation as lnsureds, as their respective interests may appear, and (ill) provide that such policy shall not be cancelled without at least 10 days' prior written notice to each insured named therein Any policy obtained pursuant to subparagraph (a) of this Section shall further provide, to the extent reasonably obtainable, that any loss thereunder not exceeding $500,000 shall be payable directly to the Corporation, and any loss thereunder in excess of $500,000 shall be payable to the Lessors notwithstanding any act of negligence of the Corporation which might otherwise invalidate said insurance, and the Lessors shall have the exclusive right to receive the proceeds from such insurance and to receipt for claims thereunder. Except as otherwise provided herein, the Corporation shall have the right -23- to receive the proceeds from any insurance maintained pursuant to subparagraph (b) and (d) of this Section. Upon the request from time to time of the City, the County, the Trust or the Board, certificates issued by the respective insurers of the policies provided for in this Section, or copies of such policies, shall be delivered by the Corporation to the Lessors. If requested in writing by the Lessors, the Corporation shall furnish the Lessors with the schedule of premium payment dates and receipted bills or other evidence satisfactory to the Lessors of the payment when due of all premiums for all policies of insurance at any time required to be maintained under the terms of this Lease. In the event the Corporation shall at any time neglect or refuse to obtaln or maintain the insurance required by this Section, the Lessors may, at their option, obtain and maintain such insurance, and the Corporation shall be obligated to reimburse the Lessors promptly for all amounts reasonably expended in connection therewith. No acceptance or approval of any Insurance policy by the Lessors shall relieve or release the Corporation from any liability, duty, or obligation under the provisions of this Lease. 4.19. Lessors' Right to Perform Corporation's Covenants; Advances. In the event the Corporation shall fall to (1) pay any tax, ~-~rge, assessment, or imposition pursuant to Section 4.12, (ii) remove any lien, encumbrance, or charge pursuant to Section 4 13, (iii) maintain the Hospital Facility in repair pursuant to Section 4.16, (iv) procure the insurance required by Section 4.18, or (v) make any other payment (other than rent) or perform any other act required to be performed hereunder, then and in each such case the Lessors may (but shall not be obligated to) remedy such default for the account of the Corporation and make advances for that purpose. No such performance or advance shall operate to release the Corporation from any such default, and any sums so advanced by the Lessors shall be repayable by the Corporation on demand and shall bear interest from the date of the advance until repaid at a rate equal to the lesser of (l) the rate charged by RepubllcBank Dallas N.A., Dallas, Texas, announced from time to time as its "prime rate", and (ii) the maximum non-usurious interest rate permitted by law. The Lessors shall have the right of entry on and into the Hospital Facility or any part thereof in order to effectuate the purposes of this Section 4.19. 4.20. Indemnification of the Lessors. The Corporation agrees to indemnify and save harmless the Lessors against any and all losses, ln3urles, claims, or damages to persons or property, demands, and expenses, including reasonable legal expenses, of whatsoever kind and nature and by whomsoever made arising from or in any manner directly or indirectly growing out of (a) the use and occupancy or nonuse of the Hospital Facility or any equipment or facilities thereon or used in connection therewith by anyone whomsoever, (b) any repairs, construction, restoration, replacements, alterations, remodeling on or to the Hospital Facility, or any part thereof, or any equipment or facllltles therein or thereon, and (c) the condition of the -24- Hospltal Faclllty including any ad3oln~ng sidewalks, ways, or alleys and any. equipment or facllltles at any time located thereon or used in connection therewith. Provided, however, that nothing in this section establishes any obligation of the Corporation to the City, the County or the Board to provide hospital or other services to · ndlgents or to relmburse the C~ty, the County or the Board for the cost of providing such services to ~nd~gents, other than the obligation imposed in Section 2.5 hereof. 4.21. Liability for Salarlesr Wages and Benefits. The Lessors shall ~ave no liability for any salary, wage, or benefit accruing, due, or payable with respect to the Hospital Facility after the effective date of this Lease. 4.22. Additional Covenants of the Corporation. (a) The Corporation may not, without the prior written consent of the Trust, the City and the County: (1) sell or dispose of any of the properties which constitute a part of the Hospital Facilities, except as permltted by Section 4.17; (2) assign thls Lease, in whole or in part; (3) sublet the Hospital Facility, or any part thereof, except as permitted by paragraph b(1) of th~s Section, (4) grant any securlty interest in any of the property which constltutes a part of the Hospital Facilities, except as permitted by paragraph b(2) of th~s Section; (5) mortgage or encumber the Leased Land, (6) merge with any other corporatlon, if such merger would result in a violation of Section 4.6 or any other provisions of this Lease. (D) The Corporation may: (1) sublease all or port~ons of the Hospital Facilities for the operation of medical offices, a flower shop, a g~ft shop, a pharmacy, a laundry or other activities the Corporation determines are supportive of and not in competition with facilities provided by the Hospital as of December 31, 1986; provlded, however, that the Corporation will not enter into any sublease which would cause ~t not to be in compliance with the requirements of Section 4.3 of this Lease, (2) acquire personal property to be a part of the Hospital Fac~lltles on a lease/purchase or installment sale basis and grant a security interest to secure the unpaid purchase price. -25- (3) mortgage its leasehold interest, provided, however, that Corporation shall g~ve the C~ty, the County and the Trust written not~ce of such mortgage prior to the effective date of any such mortgag, e; and provided further that the proceeds of any such mortgage shall ~e used solely for the purposes of paying costs d~rectly and reasonably ~ncurred ~n the construction of improvements or the purchase of property located upon the Leased Land and to become a part of the Hospital Facility. Notwithstanding the foregoing, no mortgagee or trustee or anyone that claims by, through or under a leasehold mortgage shall, by v~rtue thereof, acquire any greater right ~n the Hospital Facility and ~n any building or ~mprovements thereon than Lessee then had under th~s Lease, and provided further that any leasehold mortgage and the ~ndebtedness secured thereby shall at all times be and remain inferior and subordinate to all of the conditions, covenants and obligations of th~s Lease and to all of the r~ghts of the Lessors hereunder. ARTICLE 5. DAMAGE, DESTRUCTION, AND CONDEMNATION 5.1. Damage or Destruction. The Corporation agrees to notlfy the Les,sors ~mmedlately ~n the case of damage exceeding $200,000 in amount 'to, or destruction of, the Hospital Facility resulting from flre or other casualty. In the event any such damage can be repaired w~t~ln 270 days, the Corporation w~ll forthwith repair, reconstruct, and restore the Hospital Facility to substantially the same condition as it existed prior to the event causing such damage and will apply the Net Proceeds of any ~nsurance relating to such damage received by the Corporation to the payment or reimbursement of the costs of such repair, reconstruction, and restoration. In the event the Hospital Facility or any port~on thereof ~s destroyed by f~re or other casualty and the damage or destruction · s estimated to require more than 270 days to repair, then the Corporation shall wlth*n 30 days after such damage or destruction elect one of the following three options by written notice of such elect~on to the Lessors: (a) Option A: Repair and Restoration. The Corporation, ~f not in default hereunder, may elect to repair, reconstruct, and restore the Hos~ltal Facility. In such event the Corporation shall proceed forthwith to repalr, reconstruct, and restore the Hospltal Facility to substantially the same condition as it exlsted prlor to the event causlng such damage or destruction and w~ll apply the Net Proceeds of any Insurance relating to such damage or destruction received to the payment or reimbursement o~ the costs of such repair, reconstruction, and restoration. So long as the Corporation ~s not · n default hereunder, any Net Proceeds of ~nsurance relating to such damage or destruction received by the Lessors shall be released from t~me to t~me by the Lessors to the Corporation upon the receipt of the Written Request of the Corporation executed by its President or any V~ce President jointly with ~ts Treasurer or any Assistant Treasurer, specifying the expenditures made or to be made or the -26- indebtedness incurred in connection with such repair, reconstruction, and restoration and stating that such Net Proceeds, together with any other money legally available for such purposes, will be sufficient to complete such repair, reconstruction, and restoration It is further understood and agreed that in the event the Corporation shall elect this Option A the Corporation shall complete at its Own Expense the repair, reconstruction, and restoration of the Hospital Facility, whether or not the Net Proceeds of insurance received for such purposes are sufficient to pay for the same (b) Option B~ Partial Failure to Repair or Restore. The Corporation, if it is not in default hereunder, may elect to repair or restore only part of the damage or destruction but only if concurrently with such election the Corporation shall deliver to the Lessors a certificate of an independent architect to the effect that either (l) the property damaged or destroyed and not repaired or restored Is not essential to the Corporation's use or occupancy of the Hospital Facility, or (ii) the Hospital Facility has been restored to a condition substantially equivalent to its condition prior to such damage or destruction. In such event, the Corporation shall direct that the Lessors apply the Net Proceeds of any insurance which are not required for partial repair and restoration as follows: First, such Net Proceeds shall be applied to the payment of Indebtedness secured by the leasehold estate or any part thereof, but only in an amount equal to the amount of such Net Proceeds which constitutes compensation for damage to or destruction of any improvements or other property (i) which were constructed or purchased subsequent to the Delivery Date with the proceeds of such indebtedness, and (11) are not to be replaced or restored. If any amount of indebtedness secured by improvements or property which have been destroyed or damaged and which are not to be replaced or restored is immediately due and payable subsequent to the application of Net Proceeds pursuant to the preceding sentence, the Corporation shall pay such amount. Second, the remaining Net Proceeds shall be allocated to the City, the County and the Trust in accordance with their percentage interest in the Hospital Facility. (c) O~tlon C: Complete Failure to Re~air or Restore; Distribution of Proceeds. The Corporation, if it is not in default hereunder, may elect, with the consent of Lessors, not to repair or restore the property damaged or destroyed. In such event, this lease shall terminate and the Corporation shall direct that the Lessors apply the Net Proceeds of any insurance as follows: First, the Net Proceeds shall be applied to the payment of indebtedness secured by the leasehold estate or any part thereof, but only ~n an amount equal to the lesser of (i) the total amount of such Indebtedness, or (ii) the replacement cost of any improvements or other property constructed or purchased subsequent to the Del~veryDate w~th proceeds of such indebtedness. If any amount of indebtedness secured by · mprovements or property which have been destroyed or damaged and which are not to be replaced or restored is Immediately due and payable subsequent to the application of Net Proceeds pursuant to the preceding sentence, the Corporation shall pay such amount. -27- Second, the Net Proceeds shall be allocated to the City, the County and the Trust in accordance with their percentage interest in the Hospital Facility. 5 2. Condemnation. This Lease and the interest of the Corporation therein shall terminate as to the Hospital Facility or portion thereof condemned or taken for any public or quasi-public use when title thereto vests in the party condemning or taking the same (hereinafter referred to as the "termination date"). The Corporation hereby irrevocably assigns to the Lessors all rights, title, and interest of the Corporation in and to any Net Proceeds of any award, compensation, or damages (hereinafter referred to as an "award"), payable in connection with any such condemnation or taking during the term hereof. Such Net Proceeds shall be initially paid to the Lessors for disbursement or use as hereinafter provided. In the event of any such condemnation or taking the Corporation shall within 90 days after the termination date therefor elect one of the followlng three options by written notice of such election to the Lessors: (a) Option A: Repairs and Improvements. The Corporation, if it is not in default hereunder, may elect to use the Net Proceeds of the award made ~n connection with such condemnation or taking for repairs and improvements to the Hospital Facility. In such event, so long as the Corporation is not in default hereunder, the Corporation shall have the right to receive such Net Proceeds from time to time upon the receipt by the Lessors of the Written Request of the Corporation executed by its President or any Vice President jointly with its Treasurer or any Assistant Treasurer specifying the expenditures made or to be made or the indebtedness incurred in connection w~th such repairs and improvements and stating that such Net Proceeds, together with any other money legally available for such purposes, will be sufficient to complete such repairs and improvements. The Corporation agrees to apply any such Net Proceeds so received solely to the purposes specified in such Written Request. (b) Option B. Partial Failure to Re, air or Improve. The Corporation, if it is not in default hereunder, may elect to repair or improve only part of the property condemned or taken but only if concurrently w~th such election the Corporation shall deliver to the Lessors a certificate of an Independent Architect to the effect that either (1) the property condemned or taken and not repaired or improved is not essential to the Corporation's use or occupancy of the Hospital Facility, or (il) the Hospital Facility has been restored to a condition substantially equivalent to Its condition prior to such condemnation or taking. In such event, the Corporation shall direct that the Lessors apply the Net Proceeds of any condemnation or taking which are not required for partial repair and improvement as follows: First, such Net Proceeds shall be applied to the payment of indebtedness secured by the leasehold estate or any part thereof, but only in an amount equal to the amount of such Net Proceeds which -28- constitutes compensation for the condemnation or taking of any improvements or other property which were (1) constructed or purchased subsequent to the Delivery Date with the proceeds of such indebtedness, and (il) are not to be repaired or Improved. If any amount of indebtedness secured by ~mprovements or property which have been condemned or taken and which are not to be repaired or improved is immediately due and payable subsequent to the appllcat~on of Net Proceeds pursuant to the preceding sentence, the Corporation shall pay such amount. Second, the remaining Net Proceeds shall be allocated to the City, the County and the Trust in accordance with their percentage interest ~n the Hospital Facility. (c) Option C. Complete Failure to Repair or Improve, D~strlbutlon of Proceeds. The Corporation, if it is not in default hereunder, may elect, with the consent of Lessors, not to repair or improve the property condemned or taken. In such event, this lease shall terminate and the Corporation shall direct that the Lessors apply the Net Proceeds of any condemnation or taking as follows. F~rst, the Net Proceeds shall be applied to the payment of Indebtedness secured by the leasehold estate or any part thereof, but only in an amount equal to the lesser of (1) the total amount of such indebtedness, or (11) the replacement cost of any improvements or other property constructed or purchased subsequent to the Delivery Date with proceeds of such ~ndebtedness. If any amount of indebtedness secured by improvements or property which have been condemned or taken and which are not to be repaired or improved is ~mmedlately due and payable subsequent to the application of Net Proceeds pursuant to the preceding sentence, the Corporation shall pay such amount Second, the Net Proceeds shall be allocated to the Clty, the County and the Trust in accordance with their percentage interest in the Hospital Facility. The Lessors shall cooperate fully with the Corporation in the handling and conduct of any prospective or pending condemnation proceedings w~th respect to the Hospital Facility or any part thereof and w~ll, to the extent they may lawfully do so, permit the Corporation to l~tlgate in any such proceeding in the name and on behalf of the Lessors. Unless an event of default hereunder shall have occurred and be continuing, the Lessors w~ll not voluntarily settle, or consent to the settlement of, any prospective or pending condemnation proceedlngs with respect to the Hospital Facility or any part thereof without the written consent of the Corporation 5.3. Other Provisions with Respect to Net Proceeds. The Net Proceeds of any insurance or condemnation award received by the Lessors shall, at the Written Request of the Corporation, be deposited w~th a corporate trustee in a special trust account and invested or reinvested by the trustee in eligible investments for trust funds, subject to the Corporation's right to receive the same pursuant to Section 5.1(a) and Section 5.2(a) of this Article. -29- ARTICLE 6 COVENANTS OF LESSORS Lessors covenant with Corporation as follows 6.1. Access. During the period pending the Delivery Date, Lessors shall a--- a ord to Corporation and to Corporation's offlcers, employees, accountants, counsel, and other authorized representatives full access during regular business hours to 1ts assets, properties, books, contracts, commitments, and records (giving due regard to patxent rights and patlent confidentiality) and w~ll furnish or use ~ts best efforts to cause their representatives to furnish promptly to Corporation and ~ts representatives such additional flnanc~al and operating data and other documents and lnformat~on (cert~fzed ~f requested and reasonably susceptible to certification) relating to 1ts business and properties as Corporation or ~ts duly authorzzed representatives may from t~me to t~me reasonably request 6 2. Not~ce of any Material Change. Lessors shall, promptly after the first notice thereof but not later than the Delivery Date, not~fy Corporation in writing of the occurrence of any event or the existence of any state of facts that constitutes a mater~al adverse change in thebus~ness, results of operation, working capital, assets, liabilities, or condlt~on (financial or otherwise) of the Hospital (compared to such matters as they existed on the date of thls Lease) 6.3. Cooperation. Lessors shall use their best efforts to: (a) proceed promptly to make or g~ve the necessary applications, not~ces, requests, and filings to obtain at the earliest practicable date and, in any event, before the Delivery Date, the approvals, authorizations, and consents necessary to consummate the transactions contemplated by th~s Lease~ (b) cooperate with and keep Corporation ~nformed in connection w~th this Lease~ and (c) take such actions as Corporation may reasonably request to consummate the transactions contemplated by th~s Lease and diligently attempt to satisfy, to the extent w~th~n their control, all conditions precedent to their obligations to effectuate this Lease. 6.4. Conduct of Bus~ness Before Dellver~ Date. During the per~od pending the Delivery, Lessors: (a) shall conduct the Hospital's operations in the ordinary and usual course of bus,ness consistent with past and current practices, and shall use their best efforts to maintain and preserve ~ntact ~ts business organization and goodwill, to retain the services of ~ts key employees, and to maintain satisfactory relationships with suppliers, d~str~butors, patients, and others hav~ng business relationships with the Hospltal~ -30- (D) shall confer on a regular and frequent basis w~th one or more representatives of Corporation to report mater~al operational matters and the general status of ongoing operations, and (c) shall notlfy Corporation of any emergency or other change · n the normal course of the Hospital's bus~ness and of any governmental complaints, investigations, or hearings (or communications lndlcating that the same may be contemplated) ~f such emergency, change, complaint, ~nvestigat~on, or hear*ng would be mater~al to the Hospital's bus~ness or properties. 6.5. Restrlctlon on Agreements Affect,n~ Lease and Hospital Fac~l~t.y. The Lessors agree that, so long as the Corporation ~s not ~n default hereunder, they will not enter ~nto any other contract or agreement (~) affecting th~s Lease, the rentals payable hereunder, or the Hospital Facility ~n any way, or (~) assigning the same as security for any obligations of the Lessors w~thout the prior written consent of the Corporation. ARTICLE 7. CONDITIONS PRECEDENT TO OBLIGATIONS OF LESSORS Except as may be waived by Lessors, the obllgatlons of Lessors to consummate the transactions contemplated by thls Lease shall be subject to the satisfaction on or before the Delivery Date of each of the following conditions: 7.1. Compliance. Corporation shall have, or shall have caused to be, sat~sfled or complied with and performed in all mater~al respects all terms, covenants, and conditions of th~s Lease to be complied with or performed by ~t on or before the Delivery Date. 7.2. Representations and Warranties. All of the representations and warranties made by Corporation ~n th~s Lease and ~n all cert~fl'cates and other documents delivered by Corporation to Lessors pursuant hereto or in connection with the transactlons contemplated hereby shall have been true and correct ~n all mater~al respects as of the date hereof or thereof and shall be true and correct In all material respects at the Delivery Date w~th the same force and effect as ~f such representations and warrantles had been made at and as of the Delivery Date, except for changes permitted or contemplated hereby or thereby 7.3. Absence of Lltlgatlon. No order, judgment, or decree by any court or governmental agency or authority shall be ~n effect that enjoins, restrains, or prohibits the consummation of the transactions contemplated by this Lease. 7.4. Bylaws. The Bylaws of Corporation shall contain the provls~ons required Dy Sectlon 4 6 hereof. -31- 7.5. Appointment of Trustees and Advisors. The initial members of the Board of Trustees and the Board of Advisors of Corporation described in the Bylaws provided for in Section 4.6 hereof shall have been appointed by the County and the City. 7.16. Licenses and Permits. Corporation shall have obtained all permits and licenses required by governmental authorities to own and operate the Hospital and to carry on the bus~ness of the Hospital as presently being conducted. 7.7. Declaratory Judgment. A final, non-appealable ]udgment shall have been rendered by a court of competent ]urlsdlctlon upholding the legality of this Lease covering such matters as may be reasonably requested by Lessors. 7.8. Prior Indebtedness. The holders of the Board's $290,000 Hospital Board Revenue Bonds - Series 1975 and $280,000 Hospital Board Revenue Bonds - Series 1975-A shall have agreed to release the County and the City from any liability with respect thereto or such bonds shall have been paid in full. 7.9. Approval by the County and the City. The Commissioners Court of the County and the City Council of the City shall each have approved this Lease and the transactions contemplated herein in appropriate proceedings complying with all applicable laws. ARTICLE 8. CONDITIONS PRECEDENT TO OBLIGATIONS OF CORPORATION E~cept as may be waived by Corporation, the obligations of Corporation to consummate the transactions contemplated by this Lease shall be subject to the satisfaction on or before the Delivery Date, of each of the following conditions: 8.1. Compliance. Lessors shall have, or shall have caused to De, satisfied or complied with and performed in all material respects all terms, covenants, and conditions of this Lease to be complied with or performed by them on or before the Delivery Date. 8.2. Consents to Transaction. Lessors and Corporation shall have received all consents or approvals, and made all applications, requests, notices, and filings with, any persons, governmental authority, or governmental agency required to be obtained or made in connection with the consummation of the transactions contemplated by this Lease. 8.3. Absence of Litigation. No order, 3udgment, or decree by any comrt or governmental agency or authority shall be in effect that enjoins, restrains, or prohibits the consummation of the transactions contemplated by this Lease or, in the sole ]udgment of Corporation, otherwise would materially interfere with the operation of the assets and business of the Hospital after the Delivery Date. -32- 8.4. Material Adverse Changes. No mater~al adverse change in the business, properties, assets, liabilities, results of operations, or condition, f~nanclal or otherwise, of the Hospital shall have occurred. 8.5. Licenses and Permits. Corporation shall have obtained all permits and l~censes required by governmental authorities to own and operate the Hospital and to carry on the buslness of the Hospital as presently being conducted. 8.6. Declaratory Judgment. A ~lnal, non-appealable judgment shall have been rendered by a court of competent jurisdiction upholding the legality of this Lease covering such matters as may be reasonably requested by Corporation. 8.7. Approval by the County and the City. The Co~lss~oners Court of the County and the C~ty Council of the C~ty shall each have approved this Lease and the transactions contemplated here~n ~n appropriate proceedings complylng w~th all applicable laws. ARTICLE 9. EMPLOYMENT 9.1. Transfer of Employees. On and as of the Dellvery Date, all employees who were on such date employed at the Hospital shall become employees of Corporation. There w~ll be no loss ~n status (e.g., ]ob description, job classifications, etc.) or seniority of Hospital employees, solely by reason of th~s Lease, at the t~me they become employees of Corporation. In addition, all Hospital employees will be transferred to Corporation at the ex~st~ng or a higher salary/pay scale. Th~s provision shall not affect Corporatlon's r~ghts to make decisions w~th respect to its employees ~n the ordinary course of its bus~ness after the Delivery. 9.2. Transfer of Hospital Service. From the Delivery Date, the sen. lorlty of Hospltal employees will be based upon their original date of hire at the Hospital and those years of service will be carried forward and count toward years of service w~th Corporation. 9.3. Retained Sick Leave and Vacation Time. On and as of the Delivery Date, sick leave and vacation t~me accumulated by the Hospital employees w~ll be transferred and honored by Corporation. ARTICLE 10 DEFAULTS AND REMEDIES 10.1. Lessors' Defaults; Corporation's Remedies (a) Lessors' Defaults. Lessors shall be deemed to be ~n default hereunder upon the occurrence of any one or more of the following events; -33- (~) Lessors fall to meet, comply with, or perform any covenant, agreement, or obligation on their part required within the time limits and in the manner required in this Lease (b) Cor~oratlon's Remedies. If Lessors are deemed to be in default hereunder Corporation may, at its sole option, do any one of the following: (1) Terminate this Lease by written notice delivered to Lessors on or before the Delivery Date (ll) Enforce specific performance of this Lease against Lessors. (ill) Exercise any other right or remedy Corporation may have at law or in equlty for recovery of amounts owed to Corporation by the County or the City pursuant to Sectlon 4.8. 10.2. Cor~oratlon's Default, Lessors' Remedies. (a) Corporation's Default. Corporation shall be deemed to be in default hereunder upon the occurrence of any one or more of the following events: (1) if the Corporation falls to pay when due any rent or any other sum payable by the Corporation under this Lease, including, but not limited to, the provision of indigent care under section 2 5; provided, however, that in the event the Lessors conclude that there has been a failure to pay rent or other sum when due, Lessors will notify Corporation of the alleged failure, by registered or certified mall, wlth a copy of such notice being provided to the Attorney General of the State of Texas, and Corporation shall have thirty (30) days within which to cure the alleged failure; or (ll) If the Corporation falls to perform any other covenant, condition, or provision hereof, including, but not limited to, the covenants, conditions and provisions relating to the provision of indigent care, and to remedy such default within sixty (60) days after notice thereof by registered or certified mall from the Trust, the Clty or the County,with a copy of such notice being provided to the Attorney General of the State of Texas, specifying such default and stating that such notice is a "Notice of Default", unless the nature of the default 1s such that it cannot, with reasonable and diligent e=fort, be remedied within the 60-day period, then if the Corporation commences to cure the default within this 60-day period, the cure period shall be extended until such time as the Corporation ceases to use diligent efforts to cure such a default: or (111) if the Corporation admits in writing insolvency or bankruptcy or 1ts inability to pay 1ts debts as they mature, or makes a general assignment for the benefit of cedltors or applies for or consents to the appointment of a trustee, receiver, or custodian for the Corporation, or for the ma]or part of 1ts property; or -34- (ay) af a trustee, receiver, or custodian as appointed for the Corporation or for the ma3or part of ~ts property and ~s not dascharged wathan 60 days after such appointment; or (v) af bankruptcy, reorganization, arrangement, ansolvency, or laquadataon proceedangs, or other proceedangs for relief under any bankruptcy law or slmalar law for the relief of debtors are ~nstatuted by or agaanst the Corporataon are allowed against the Corporataon or are consented to or are not dasm~ssed, stayed, or otherwase nullafied w~than 60 days after such anstatutaon. (b) Lessors' Remedaes. If Corporation as deemed to be an default hereunder, Lessors may, at Lessors' sole optaon, do any of the followang: (a) the Lessors may termanate thas Lease by gavlng to the Corporataon wratten notace of the Lessors' intention so to do, in whlch event the term of thas Lease shall end, and all r~ght and ~nterest of the Corporation hereunder shall expire, on the date stated an such notice, whach shall not be less than 10 days after the date of the horace by the Lessors of their ~ntention so to termanate; or (aa) the Lessors may termanate the r~ght of the Corporataon to possessaon of the Hospatal Facllaty or any port~on thereof by gavlng wratten not~ce to the Corporataon that the Corporataon's r~ght of possessaon shall end on the date stated an such not~ce, which shall not be less than 10 days after the date of the not~ce by the Lessors of its ~ntentaon so to terminate; or (aa~) the Lessors may enforce the provisions of th~s Lease and may enforce and protect the r~ghts of the Lessors hereunder by a suit or suats ~n equity or at law for the specific performance of any covenant or agreement contained herein or for the enforcement of any other appropriate legal or equitable remedy. 10.3. Ra~ht of Re-Entry. If the Lessors exercise e~ther of the remedies provaded for in subparagraphs (~) or (~) of Section 10.2(b), the Lessors may then or at any time thereafter effectuate re-entry on the Hospital Facalaty ~n accordance wlth the then applicable provls~ons o~ Texas law. 10.4. Ra~ht to Re-Sublease. If the Lessors terminate the Corporation's rlght of possession pursuant to subparagraph (b) of Section 10.2, the Lessors may re-enter the Hospital Fac~laty or any port~on thereof and take possession o~ all or any port~on thereof, may remove any portion of the machinery or apparatus thereon which the Lessors elect so to do, and may re-sublet the Hospital Facalaty or any part thereof from tame to t~me for all or any part of the unexpired part of the then term hereof, or for a longer peraod, and the Lessors may collect the rent from such re-subletting and apply the same, f~rst, to the payment of the expense of re-entry and re- sublettlang, and second, to the payment of the rent payable hereunder, and, ~n the event that the proceeds from such re-subletting are not -35- sufficient to pay ~n full the foregolng, the Corporation shall remain and be liable therefor, and the Corporation promises and agrees to pay th~ amount of any such deficiency from time to t~me and the Lessors may at any time and from time to time sue and recover judgment for any such deficiency or def~clences. 10.5. Damages ~n the Event of Termination. In the event of the termination of this Lease by the Lessors pursuant to subparagraph (b) of Section 10.2, the Lessors shall be entitled to recover from the Corporation all the rentals accrued and unpaid for the period up to and ~nclud~ng such termination date, as well as all other additional rentals and other sums payable by the Corporation, or for which the Corporatlon is liable or in respect of which the Corporation under any of the provisions hereof has agreed to ~ndemn~fy the Lessors, which may be then owing and unpaid, and all legally provable costs and expenses. 10.6. No Remedy Exclusive. No remedy herein conferred upon or reserved to the Lessors ls intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under t.hls Lease or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise any r~ght or power accruing upon the occurrence of any Event of Default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right and power may be exercised from time to t~me and as often as may be deemed expedient. In order to entitle the Lessors to exercise any remedy reserved to it in th~s Article, it shall not be necessary to give any notice, other than such notice as may be herein expressly required. 10.7. No Additional Waiver Implied by One Waiver. In the event the breach of any agreement contained ~n th~s Lease should be waived by either party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other breach hereunder. 10.8. Corporation's Right of Possession and Use of Hospltal . Except as permitted by Section 4.16, so long as the ion ~s ~n full compliance with the terms and provisions of th~s Lease, Lessors covenant that the Corporation shall be entitled to possess, use, operate, and enjoy the properties and appurtenances constituting the Hospital Faclllty w~thout ~nterference from, or entry on the Hospital Faclllty by, and free from claims of, the Lessors or persons claiming by, through, or under them. ARTICLE 11. TERMINATION 11.1. Termination of Lease Prior to Delivery Date. T~s Lease and the transactions contemplated hereby may be terminated at any time on or before the Delivery Date: -36- (a) by mutual consent of Lessors and Corporation; (b) by Corporation If there has been any material failure on the part of Lessors to comply with their obligations hereunder, (c) by Lessors if there has been a material misrepresentation or breach of warranty in the representations and warranties of Corporation set forth herein or If there has been any material failure on the part of Corporation to comply with its obligations hereunder, and (d) by either Corporation or Lessors if the conditions precedent to its obligations to effectuate the delivery of the Hospital Facility pursuant to this Lease have not been satisfied or waived by it at or before the Delivery Date. 11.2. Termination of Lease. Unless terminated earlier pursuant to the preceding Article, this Lease shall terminate on the date set forth in Section 2.2, unless extended as provided therein, in which case this Lease shall terminate on the last day of the extension term. Upon termination, the Corporation acknowledges that the Hospital Facility will continue to be the property of the County, the City, the Trust and the Board. On the last day of the term hereof or on the earlier termination hereof, the Corporation shall peaceably and quietly leave, surrender, and deliver up the Hospital Facility to the Lessors. The buildings or any new building and all alterations, changes, and improvements, which may have been made upon the Leased Land (including movable furniture or movable trade fixtures which are replacements or substitutes, put in at the expense of the Corporation), shall be broom-clean, in thorough repair and good order, and in safe condition, reasonable wear and tear and obsolescence in spite of repair excepted. If the Hospital Facility is not so surrendered, the Corporation shall make g~od to the Lessors all damage which the Lessors shall suffer by reas~on thereof and in addition shall indemnify the Lessors from and against all claims made by any succeeding tenant against the Lessors founded upon delay by the Corporation in delivering possession of the premises to such succeeding tenant, so far as such delay is occasioned by the failure of the Corporation to surrender the premises. In the event the Corporation remains in possession of the Hospital Facility after the termination of this Lease, howsoever such termination may be brought about, such holding over on the part of the Corporation shall be deemed to be occupying and using the Hospital Facility at the sufferance of the Lessors, sub3ect to all of the terms, conditions, provisions, and obligations of this Lease (insofar as same are applicable to such form of tenancy). Upon final surrender of possession, any money then remaining in the hands of the Corporation shall be conclusively presumed to have be.en accumulated from the operation of the Hospital Facilities and shall be available first to satisfy any obligation of the -37- Corporation hereunder and then shall belong and be paid to the Corporation. ARTICLE 12. LEASEHOLD MORTGAGES 12.1. Definitions. (a) the term "Independent Third Party" as used in this Article 12 shall mean a corporation, partnership, trust, ~ndlvldual or other legal entity not controlled directly or indirectly by any one or more of the then current or former members of the board of trustees of the Corporation. (b) The term "Leasehold Mortgage" as used in this Article 12 shall include a mortgage, a deed of trust, a deed to secure debt, or other security instrument by which any interest in the Corporation's leasehold estate or any interest in the Corporation's revenues is mortgaged, conveyed, assigned, or otherwise transferred, to secure a bona fide debt owed to an Independent Third Party, the proceeds of which debt are used solely for the purposes of paying costs directly and reasonably incurred (~) in the construction of improvements or the purchase of property located upon the Leased Land and to become a part of the Hospital Facility or (li) for the renovation or repair of the Hospital Facility. (c) The term "Leasehold Morgtagee" as used in this Article 12 shall refer to a holder of a Leasehold Mortgage in respect to which the notice provided for by section 12 2 below has been given and received and as to which the provisions of thls Article 12 are applicable. 12.2. Notice to Lessors. (a) If the Corporation shall, on one or more occasions, mortgage any interest in its leasehold estate or any interest in its revenues to a Leasehold Mortgagee, such Leasehold Mortgagee shall provide Lessors with notice of such Leasehold Mortgage together with a true copy of such Leasehold Mortgage and the name and address of the Leasehold Mortgagee. Lessors and the Corporation agree that, following receipt of such notice by the Lessors, the provisions of this Article 12 shall apply in respect to each such Leasehold Mortgagee. In the event of any assignment of a Leasehold Mortgage or in the event of a change of address of a Leasehold Mortgagee or of an assignee of such mortgage, not~ce of the new name and address shall be provided to the Lessors. (b) After Lessors have received the notice provided for by Section 12.2(a) above, the Corporation, upon being requested to do so by the Lessors, shall with reasonable promptness provide the Lessors with copies of the note or other obligation secured by such Leasehold Mortgage and of any other documents pertinent to the Leasehold Mortgage as specified by the Lessors. If requested to do so by the Lessors, the Corporation shall thereafter also provide the -38- Lessors from time to time with a copy of each amendment or other modification or supplement to such instruments. All documents shall be accompanied by appropriate certifications of the Corporation as to their authenticity as true and correct copies of the originals. From t~me to time upon being requested to do so by Lessors, the Corporation shall also notify Lessors of the date and place of recording and other pertinent recording data with respect to such instruments as have been recorded. 12.3. Default Notice. The Lessors, upon providing the Corporation any notice of: (1) default under this Lease, or (il) a termination of this Lease, or (iii) a matter on which Lessors may predicate or claim a default, shall at the same time provide a copy of such notice to every Leasehold Mortgagee. From and after such notice lhas been given to a Leasehold Mortgagee, such Leasehold Mortgagee shall have the same period, after the giving of such notice upon it, for remedying any default (or acts or omissions which are the sub~ect matter of such notice) or causing the same to be remedied, as is given the Corporation after the giving of such notice to the Corporation, plus in each instance, the additional periods of time specified in subsections 12.4 and 12.5 of this Article 12 to remedy, commence remedying or cause to be remedied the defaults (or acts or omissions which are the subject matter of such notice) specified an any such notice. Lessors shall accept such performance by or at the lns'tlgation of such Leasehold Mortgagee as if the same had been done by the Corporation. The Corporation authorizes each Leasehold Mortgagee to take any such action at such Leasehold Mortgagee's option and does hereby authorize entry upon the Leased Land by the Leasehold Mortgagee for such purpose. 1~.4. Notice to Leasehold Mortgagee. (a) Anything contained in this Lease to the contrary notwithstanding, if any default shall occur which entitles the Lessors to term~lnate this Lease, the Lessors shall have no right to terminate this L~ase unless, following the expiration of the period of time given the Corporation (and, pursuant to Section 12.3, any Leasehold Mortgagee) to cure such default (or the act or omission which gave rise to such default), the Lessors shall give notice (the "Notice of Termination") to every Leasehold Mortgagee of Lessors' intent to so terminate at least 30 days in advance of the proposed effective date of such termination if such default is capable of being cured by the payment of money, and at least 60 days in advance of the proposed effective date of such termination if such default is not capable of being cured by the payment of money. Lessors will accept cure of any such default from any Leasehold Mortgagee (but shall not be required to accept cure of such default by the Corporation) if, during such 30 or 60 day period, as the case may be, such Leasehold Mortgagee (1) notifies Lessors of such Leasehold Mortgagee's desire to nullify Lessors' Notice of Termination, and -39- (2) pays or causes to be paid all rent and other payments then due and in arrears as specified in the Notice of Termination to such Leasehold Mortgagee and which may become due during such thirty (30) day or sixty (60) day period; and (3) complies with all nonmonetary requirements of this Lease then in default and reasonably susceptible of being complied with by such Leasehold Mortgagee; provided, however, that w~th respect to any such default which cannot reasonably be cured within sixty (60) days after receipt by such Leasehold Mortgagee of Lessors' Notice of Termination, Lessors shall accept performance by such Leasehold Mortgagee if such Leasehold Mortgagee has commenced in good faith to cure such default within such sixty (60) day per,od and Ks diligently and continuously proceeding therewith. (b) Any notice to be given by Lessors to a Leasehold Mortgagee pursuant to any provlslon of this Article 12 shall be deemed properly addressed if sent to the Leasehold Mortgagee who served the notice referred to in Section 12.2(a), unless notice of a change of Leasehold Mortgage ownership has been given to Lessors pursuant to Section 12.9 12.5. Procedure of Default. (a) If the Lessors shall elect to terminate this Lease by reason of any default of Corporation, and a Leasehold Mortgagee shall have proceeded in the manner provided for by Section 12.4(a), the spec~fied date for the termination of this Lease as fixed by Lessors in its Notice of Termination shall be extended for a period of ninety (90) days, provided that such Leasehold Mortgagee shall, during such ninety (90) day period: (1) Pay or cause to be paid the rent and other monetary obligations of the Corporation under th~s Lease as the same become due and perform in good faith all of the Corporation's other obligations under this Lease, including specifically, without limitation, the obligations described in Section 2.5 of th~s Lease; provided, however, that such Leasehold Mortgagee shall not be required to cure any past nonmonetary obligations then in default and not reasonably susceptlble of being cured by such Leasehold Mortgagee, and provided further that such Leasehold Mortgagee shall not be required to operate the Hospital Facility on a non-profit basis as required by Section 2.3 or to comply with the covenants set forth in Sections 4.3 and 4.6 of this Lease. (2) if not enjoined or stayed, take steps to acquire or sell the Corporation's interest in this Lease by foreclosure of the Leasehold Mortgage or other appropriate means and prosecute the same to completion with due diligence. (b) If at the end of such ninety (90) day per~od, such Leasehold Mortgagee is complying with Section 12.5(a), this Lease shall not then terminate, and the time for completion by such Leasehold Mortgagee of its proceedings shall continue so long as such Leasehold Mortgagee is enjoined or stayed and thereafter for so long as such -40- Leasehold Mortgagee proceeds to complete step, to acquire or sell the Corporation's interest in th~s Lease by foreclosure of the Leasehold Mortgage or by other appropriate means with reasonable diligence and continuity; provided however, in no event shall such Leasehold Mortgagee have the right to extend the Lease beyond the original term hereof, it being understood that the Leasehold Mortgagee shall not have the right to extend the Lease as provided ~n Section 2 2 Nothing in this Section 12.5, however, shall be construed to extend this Lease beyond the original term hereof as extended by any options to extend the term of this Lease properly exercised by the Corporation or a Leasehold Mortgagee (c) If a Leasehold Mortgagee is complying with Section 12 5(a) of th~s Lease, upon the acqulsltlon of the Corporation's leasehold estate by such Leasehold Mortgagee or its deslgnee or any other purchaser at a foreclosure sale or otherwise this Lease shall continue in full force and effect as if Corporation had not defaulted under this Lease! provided however, that if such Leasehold Mortgagee or its designee or any other purchaser at a foreclosure sale or otherwise acquires the Corporation's leasehold estate during the original term hereof, such party shall not have the r~ght to extend the term of this Lease as provided in Section 2 2 (d) The purchaser at any sale of this Lease and of the leasehold estate hereby created in any proceedings for the foreclosure of any Leasehold Mortgage, or the assignee or transferee of this Lease and of the leasehold estate hereby created under any instrument of assignment or transfer in lieu of the foreclosure of any Leasehold Mortgage shall be deemed to have agreed to perform all of the terms, covenants and conditions on the part of the Corporation to be performed hereunder, Including specifically, w~thout limitation, the covenants described in Section 2.5 hereof, from and after the date of such purchase and asslgnment for so long as such purchaser or assignee ,/~ is the owner of the leasehold estate, provlded, however, such purchaser, assignee or transferee, which is an ~ndependent third party, shall not be required to operate the hospital faclllty on a ~ non-profit basis as required by Section 2 3 and shall not be bound 7~'~/ by the covenants contalned ~n Sections 4.3 and 4.6. The absence of a requirement that a purchaser, assignee or transferee, which ~s an independent third party, operate the Hospital Faclllty on a nonproflt bas~s does not relieve such purchaser, assignee or transferee from the other requirements of section 2.3, including but not l~m~ted to, the requirement to operate a hospital in Denton County (e) Notwithstanding any other provlslons of this Lease, any sale of th~s Lease and of the leasehold estate hereby created ~n any proceedings for the foreclosure of any Leasehold Mortgage, or the assignment or transfer of thls Lease and of the leasehold estate hereby created in l~eu of the foreclosure of any Leasehold Mortgage shall be deemed to be a permltted sale, transfer or assignment of this Lease and of the leasehold estate hereby created. 12.6. Leasehold Mortgagee Ne~d Not Cure S~eclf~ed Defaults Nothlng herein contained shall require any Leasehold Mortgagee as a condltlon to the exerclse of its rights under Sectlons 12.4 and 12.5 to cure any default of the Corporation not reasonably susceptible -41- of being cured by such Leasehold Mortgagee, including specifically, without l~mltat~on, default caused by the failure of the Corporation to operate the Hospital Facility on a non-profit basis as required by Section 2.3 and defaults caused by the Corporation's failure to /~3~ comply w~th the covenants set forth in Sections 4 3, 4.6, 10.2(a)(ll~), 10.2(a)(lv) or 10 2(a)(v) ~/~ ,,~ 12 7 No Merger. The fee title to the Leased Land and the Leasehold estate of the Corporation created by this Lease shall not merge but shall remain separate and distinct, notwithstanding the acquisition of said fee title and said leasehold estate by Lessors or by the Corporatlon or by a third party, by purchase or otherwise 12.8. Estoppel Certificate. Lessors shall, without charge, at any time and from time to time hereafter, but not more frequently than twice in any one-year period (or more frequently if such request is made in connection with any sale or mortgaging of the Corporation's leasehold estate or permitted subletting by Corporation), within ten (10) days after written request of Corporation to do so, certify by written instrument duly executed and acknowledged to any mortgagee or purchaser, or proposed mortgagee or proposed purchaser, or any other person, firm or corporation specified in such request (a) as to whether this Lease has been supplemented or amended, and If so, the substance and manner of such supplement or amendment; (b) as to the validity and force and effect of this Lease, in accordance with its tenor; (c) as to the existence of any default hereunder; (d) as to the existence of any offsets, counterclaims or defenses hereto on the part of the Corporation; (e) as to the commencement and expiration dates of the term of this Lease, and (f) as to any other matters as may be reasonably so requested Any such certificate may be felled upon by the Corporation and any other person, firm or corporation to whom the same may be exhibited or delivered, and the contents of such certificate shall be binding on the Lessors. 12.9. Notices. Notices from Lessors to the Leasehold Mortgagee shall be malle~to the address furnished Lessors pursuant to Section 12.2 and those from the Leasehold Mortgagee to Lessors shall be mailed to the addresses designated pursuant to the provisions of Section 13.4 hereof. Such notices, demands and requests shall be g~ven in the manner described in Sectlon 13 4 and shall ~n all respect be governed by the provisions of that section. 12.10. Erroneous Payments No payment made to Lessors by a Leasehold Mortgagee shall constitute agreement that such payment was, in fact, due under the terms of this Lease; and a Leasehold Mortgagee having made any payment to Lessors pursuant to Lessors' wrongful, Improper or mistaken notice or demand shall be entitled to the return of any such payment or portion thereof provided it shall have made demand therefor not later than one year after the date of its payment. -42- ARTICLE 13. MISCELLANEOUS 13.1. Expenses. Each party hereto shall pay its own expenses incurred in connection with this Lease and the transactions contemplated hereby. 13.2. Entire Agreement. This Lease, the exhibits hereto, and the other documents executed or delivered pursuant hereto contain the complete agreement among the parties with respect to the transactions contemplated hereby and supersede all prior agreements and understandings among the parties with respect to such transactions. Section and other headings are for reference purposes only and shall not affect the Interpretation or construction of this Lease. The parties hereto have not made any representation or warranty except as expressly set forth in this Lease or in any other document executed or delivered pursuant hereto. 13.3. Counterparts. This Lease may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original, and such counterparts together shall constitute only one original. 13.4. Notices. All notices, demands, requests, or other communications that may be or are required to be g~ven, served, or sent by any party to any other party pursuant to this Lease shall be in writing and shall be mailed by first class, registered, or certified mall, return receipt requested, postage prepaid, or transmitted by hand delivery, telegram, or telex, addressed as follows If to Lessors. County of Denton, Texas 401W. Hickory Denton, Texas 76201 Attention: County Judge City of Denton, Texas Municipal Building Denton, Texas 76201 Attention City Attorney Board of Directors Flow Memorial Hospital 1310 Scripture Street Denton, Texas 76201 H. E. Flow Trust Denton, Texas -43- with a copy (which Mr C Robert neath shall not constitute Blckerstaff, Heath & Smlley notice) to 400 West 15th Street United Bank Tower, Suite 1419 Austin, Texas 78701 If to Corporation: Flow Regional Medical Center c/o: President 218 North Elm Street Denton, Texas 76202 w~th a copy (which Mr. M Douglas Adklns or shall not constitute Mr. C Robert Butterfleld notice) to: Gardere & Wynne 1500 Diamond Shamrock Tower Dallas, Texas 75201 If to Attorney General: Attorney General of Texas Attn: Charitable Trust Section /~ P.O Box 12548 ~ ~ Austin, Texas 78711 Each party may designate by notice in writing a new address to which and notice, demand, request, or communication may thereafter be so given, served, or sent. Each notice, demand, request, or communication that ~s mailed, delivered, or transmitted in the manner described above shall be deemed sufficiently g~ven, served, sent, and recelved for all purposes at such tlme as it is delivered to the addressee (with the return receipt, the delivery receipt, the affidavit of messenger, or (wlth respect to a telex) the answerback being deemed conclusive evidence of such delivery) or at such time as delivery is refused by the addressee upon presentation 13.5. Successors and Assigns. This Lease and the rights, interests, and obligations hereunder shall be binding upon and shall lnure to the benefit of the partles hereto and their heirs, personal representatives, successors, and assigns. 13.6. Governln~ Law. This Lease shall be construed and enforced ~n accordance with the laws of the State of Texas. 13.7. Waxver and Other Actlon. Thls Lease may be amended, modlrled, or supplemented only by a written instrument executed by the part~es agaznst which enforcement of the amendment, modification, or supplement is sought. 13.8. Severabll~t~. If any provls~on of this Lease is held to be illegal, lnvalid, or unenforceable, such provision shall be fully severable, and this Lease shall be construed and enforced as if such ~llegal, lnvalld, or unenforoeable provision were never a part hereof; the remaining provlslons hereof shall remain in full force and effect and shall not be affected by the ~llegal, lnvalld, or unenforceable provlslon or by its severance, and ~n l~eu of such ~llegal, ~nval~d, or unenforceable provlslon, there shall be added automatically as part of thls Lease, a provision as similar in its terms to such -44- with a copy (which Mr. C. Robert Heath sha~l not constitute Blckerstaff, Heath & Smlley notice) to: 400 West 15th Street United Bank Tower, Suite 1419 Austin, Texas 78701 If to Corporation: Flow Regional Medical Center C/O: President 218 North Elm Street Denton, Texas 76202 with a copy (which Mr. M. Douglas Adklns or shall not constitute Mr. C. Robert Butterfleld notice) to: Gardere & Wynne 1500 Diamond Shamrock Tower Dallas, Texas 75201 Each party may designate by notice in writing a new address to which and notice, demand, request, or communication may thereafter be so given, served, or sent. Each notice, demand, request, or communication that is mailed, delivered, or transmitted in the manner described above shall be deemed sufficiently given, served, sent, and recelved for all purposes at such time as it is delivered to the addressee (with the return receipt, the delivery receipt, the affidavit of messenger, or (with respect to a telex) the answerback being deemed conclusive evidence of such delivery) or at such time as delivery ls refused by the addressee upon presentation. 13.5. Successors and Assigns. This Lease and the rights, interests, and obligations hereunder shall be binding upon and shall ~nure to the beneflt of the parties hereto and their heirs, personal representatives, successors, and assigns. 13.6. Governing Law. This Lease shall be construed and enforced in accordance with the laws of the State of Texas. 13.7. Waiver and Other Action This Lease may be amended, modified, or supplemented only by a written instrument executed by the parties against whlch enforcement of the amendment, modification, or supplement ls sought. 13.8. Severablllt~. If any provision of this Lease is held to be illegal, Invalid, or unenforceable, such provision shall be fully severable, and this Lease shall be construed and enforced as if such illegal, ~nvalld, or unenforceable provision were never a part hereof: the remainlng provisions hereof shall remain in full force and effect and shall not be affected by the illegal, invalid, or unenforceable provision or by its severance, and in lieu of such illegal, invalid, or unenforceable provision, there shall be added automatically as part of this Lease, a provision as similar in its terms to such -44- illegal, invalid, or unenforceable provision as may be possible and be legal, valid, and enforceable. 13 9. Survival of Representations and Warranties. Each representation or warranty made by any party hereto shall survive the closing of the transactions contemplated hereby. 13.10. Certain Persons Not Liable. Neither the governing bodies nor any officer or employee of the Board, the City, the County, the Trust or Corporation shall be personally liable for the payment of any sum or for the performance of any obligation under, this Lease. The officers, governing bodies, agents, trustees, and employees of the Board, the City, the County, the Trust and Corporation shall have no personal liability for any costs, losses, damages, or liabilities caused or subsequently incurred by any of the parties hereto or any officer, director, agent, or employees of any thereof in connection with or as a result of this Lease. 13 11. Limitation on Liability. All obligations of the Lessors expressed or implied ~n this Lease or otherwise incurred in connection with the Assets for the payment of money or for damages resulting from any misrepresentation or breach of any covenant, undertaking, agreement, or warranty shall be limited so as to comply with all applicable laws. 13.12. Dispute Resolution Proceedings (a) In the event a party shall be entitled under the provisions of this Lease to resolve any dispute pursuant to this Section 13.12, such party shall be entitled to Institute an arbltrat~on proceeding with respect thereto. Any such arbitration proceedings shall be: (1) commenced promptly, (il) binding upon the parties hereto, and (ill) subject to the Texas General Arbitration Act, Tex. Rev Civ. Stat., Articles 224, et seq. and, to the extent not inconsistent therewith, conducted in accordance w~th the rules of the American Arbitration Association by an arbitrator selected from a panel selected by such Association. The parties agree to cooperate in good faith to conclude any such arbitration proceedings expeditiously Attorney fees and/or costs of the arbitration proceeding may be awarded to the prevailing party if the arbitrator determines that the other party did not act in good faith with respect to the disputed claim. (b) At any time a party is entitled to submit a question to arbltratlon, the parties who would be involved in such arbitration proceeding may, by mutual agreement, agree to an alternate method of resolving the matters at issue. 13.13. References. Unless otherwise indicated, all references in this Lease to Sections or Articles are to the Sections and Articles, respectively, of this Lease. -45- 13.14. Holidays. If any date for the payment of any installment of rent, hereunder is not a Business Day, then such payment shall be due on 'the first Bus~ness Day thereafter. IN~ WITNESS WHEREOF, the parties hereto have executed th~s Lease as of ~he day and year f~rst above written. BOARD OF DIRECTORS OF / CITY OF D~NTON, TEXAS FLOW REGIONAL MEDICAL CENTER BY: BY: H. E. FLOW TRUST BY: -46- THE STATE OF TEXAS Before me, the undersigned authorlt3, on this day personally appeareld ~ U ~ ~._~.~e of the ¢ount~ of Be/iron, Texas, a political subdivision ~f the~tate of Texas, known %o me to be the person whose name ~s subscribed to the foregoing ~nstrument, and acknowledged to me that, being properly author~.zed to do so, he executed the same for the purposes and consideration there~n expressed and ~n the capacity there~n stated for and on behalf of sa~d County of Denton. ER MY HAND AND SEAL OF OFFICE, th~s the ~ day of My co~lsslon expires: ~~ (Prlnted~yped N~ of Notary) 5 THE STATE OF TEXAS COUNTY OF DENTON Before me, the underslgned authority, on th~s day personally appeareO _~Stephens , ot the C~ty of Denton, Texas, a municipal corporation, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that, belng properly authorized to do so, he executed the same for the purposes and cons~deratlon therein expressed and in the capaclty therein stated for and on behalf of said City of Denton. GIVEN UNDER MY HAND AND SEAL OF OFFICE, th~s the 28th day of January __ , 1987 ,,~------'1~~~ ~ Notary Public in and for The State of Texas My co~isslon expires: Jeanette Scott ~/- ~? (Printed/Typed Name of Notary) -47- OF EXAS COUNTY B~fore me, the uD~rgigned authority, on thls day personally appeared ~/ of the Board Of'D~rect°rs of Flow Memorial Hospital, a ~lnt agent of the County of Denton and the C~ty of Denton for hospital purposes pursuant to Article 4494~-1, Vernon's Annotated Texas Statutes, known to me to be the person whose name ~s subscribed to the foregoing · nstrument, and acknowledged to me that, being properly authorized to do So, he executed the same for the purposes and consideration zhere~n expressed and in the capacity there~n stated for and on behalf of said Board of D~rectors of Flow Memorlal Hospital. ~~N UNDER MY HAND AND SEAL OF OFFICE, th~s the ~___ day of Notary Public ~n and for The State of Texas My co~ssxon expxres: ~bb,~ ~/~ (Printed/Typed Name of Notary) -48- THE STATE OF TEXAS COUNTY OF _ § Before me. the undeEslqned authority, .on this day personally appeared _~l~/_~-__ ~/~,~6~_ .... , of the Flow Regional MediCal Center, a -Texas--n-~ f-~ corporation, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that, being properly authorized to do so, he executed the same for the purposes and consideration therein expressed and in the capacity therein stated for and on behalf of said Flow Regional Medical Center. .~ GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the ~---day of Notary Public in and for The State of Texas (Prlnted/~yped Name of Notary) I, the undersigned, County Clerk of Denton County, Texas, hereby certify that the foregoing instrument of writing, dated as of ___, with its certificates of authentication, was filed for record in my office on the day of __, 198 , at o'clock __.M., and duly rec~e'd in the Deed of Records of said County, In Book , at Page WITNESS MY OFFICIAL HAND AND SEAL OF OFFICE, this the day of , 198 [SEAL] County Clerk, Denton, County, Texas -50- UNANIMOUS CONSENT TO LEASE OF UNDIVIDED INTEREST IN HOSPITAL The undersigned, subject to their appointment as the Trustees of the H. R. Flow Trust by the 158th Judicial District Court of Denton County in Cause No. 86-3628-B by entering its Final Judgment, do hereby evidence our unanimous consent and agreement to the Lease of the H. E. Flow Trust's undlvlded interest in the hospital in the form attached as an exhibit to the amendment petition filed in the above-referenced cause. Executed at Denton, Texas, this the--~/~day of March, 1987. VIE BURGESS, AS T,~R~JSTEE OF RA E OF THE H, R, FLOW TRUST THE H, R, FLOW TRUST THE STATE OF TEXAS COUNTY OF DENTON Before me, the undersigned, a Notary Public in and for the State of Texas, on this day personally appeared V~c Burgess, as Trustee of the H. R. Flow Trust, known to me to be the person whose name is subscribed to the foregoing Instrument, and acknowledged to me that he executed the same as his free act and deed for the purposes and consideration therein expressed and in the capacity therein stated. Given under my hand and seal of office this the ~ day of March, 1987. Notsry Pubhc S~ate of Texas My Commission Expires Avrd za tge9 PUITLI'C",' ST~T~ 'OF TEXTCS'-''~ My Commlsston expires: THE STATE OF TEXAS COUNTY OF DENTON Before me, the undersigned, a Notary Public in and for the State of Texas, on this day personally appeared Ray Stephens, as Trustee of the H. R. Flow Trust, known to me to be the person whose name is subscribed to the foregoing Instrument, and acknowledged to me that he executed the same as his free act and deed for the purposes and consideration therein expressed and in the capacity therein stated. G~ven under my hand and seal of off~ce this the ~/~/f day of March, 1987. ~.~~~1~ NTAllT~PUBLIC, STATE OF TEXAS My Commission expires: ~-~t'0~