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October 03, 2000 Agenda
T~ate~- AGENDA CITY OF DENTON CITY COUNCIL October 3, 2000 The City of Denton City Council will hold an Informational Briefing Session on Tuesday, October 3, 2000 at 4 00 pm in the C~ty Council Chambers, 215 E McKlnney Street, Denton, Texas at which the following item vall be considered 1 Receive a report, hold a discussion, and give staff direction regarding legislative issues being considered by the 106th Congress of the Umted States CERTIFICATE I certify that the above not~ce of meeting was posted on the bulletin board at the City Hall of the City of Denton, Texas, on the day of , 2000 at o'¢lock(a m ) (p rn ) CITY SECRETARY NOTE THE CITY OF DENTON CITY COUNCIL CHAMBERS IS ACCESSIBLE IN ACCORDANCE WITH THE AMERICANS WITH DISABILITIES ACT THE CITY WILL PROVIDE SIGN LANGUAGE INTERPRETERS FOR THE HEARING IMPAIRED IF REQUESTED AT LEAST 48 HOURS IN ADVANCE OF THE ISCHEDULED MEETING PLEASE CALL THE CITY SECRETARY'S OFFICE AT 3,49-8309 OR USE TELECOMMUNICATIONS DEVICES FOR THE DEAF (TDD) BY CALLING 1-800-RELAY-TX SO THAT A SIGN LANGUAGE INTERPRETER CAN~ BE SCHEDULED THROUGH THE CITY SECRETARY'S OFFICE AGENDA Agend. No ~ CITY OF DENTON CITY COUNCIL ~oenda Item,~//- October 3, 2000 qate After determining that a quorum is present and convemng m an Open Meeung, the City Council of the C~ty of Denton, Texas will convene m a Closed Meeting on Tuesday, October 3, 2000 at 5 15 p m m the City of Denton Council Work Sesmon Room, Denton City Hall, at 215 East McKmney, Denton, Texas to consider specific items when these items are hsted below under the Closed Meeting sectmn of this agenda When ~tems for conslderanon are not hsted under the Closed Meeting section of the agenda, the City Council will not conduct a Closed Meeting at 5 15 p m, and will convene at the time hsted below for ~ts regular or special called meenng The City Council reserves the right to adjourn into a Closed Meeting on any item on ~ts Open Meeting agenda consistent with Chapter 551 of the Texas Government Code, as amended, as set forth below ANY FINAL ACTION, DECISION, OR VOTE ON A MATTER DELIBERATED IN A CLOSED MEETING WILL ONLY BE TAKEN IN AN OPEN MEETING THAT IS HELD IN COMPLIANCE WITH TEXAS GOVERNMENT CODE, CHAPTER 551, EXCEPT TO THE EXTENT SUCH FINAL ACTION, DECISION, OR VOTE IS TAKEN IN THE CLOSED MEETING 1N ACCORDANCE WITH THE PROVISIONS OF SECTION 551 086 OF THE TEXAS GOVERNMENT CODE (THE "PUBLIC POWER EXCEPTION") THE CITY COUNCIL RESERVES THE RIGHT TO ADJOURN INTO A CLOSED MEETING OR EXECUTIVE SESSION AS AUTHORIZED BY TEX GOV'T CODE, SECTIONS 551 001, ET SEQ (THE TEXAS OPEN MEETINGS ACT) ON ANY ITEM ON ITS OPEN MEETING AGENDA OR TO RECONVENE 1N A CONTINUATION OF THE CLOSED MEETING ON THE CLOSED MEETING ITEMS NOTED ABOVE, IN ACCORDANCE WITH THE TEXAS OPEN MEETINGS ACT, INCLUDING, WITHOUT LIMITATION SECTIONS 551 071- 551 086 OF THE TEXAS OPEN MEETINGS ACT Regular Meeting of the City of Denton City Councd on Tuesday, October 3, 2000 at 6 00 p m ~n the Council Chambers at City Hall, 215 E McK~nney Street, Denton, Texas at which the followng items will be considered 1 Pledge of Allegiance A U S Flag B Texas Flag "Honor the Texas Flag -- I pledge allegiance to thee, Texas, one and In&visible" PROCLAMATIONS/PRESENTATIONS 2 Proclamations a National Breast Cancer Awareness Month b National Domestic Violence Awareness Month c F~re Protectmn Week CONSENT AGENDA Each of these items ~s recommended by the Staff and approval thereof will be strictly on the basis of the Staff recommendaUons Approval of the Consent Agenda authorizes the City Manager or Ns designee to implement each 1tern in accordance with the Staff recommendations City of Denton City Council Agenda October 3,~ 2000 Page 2 The City Council has received background informanon and has had an opportunity to raise questions regarding these items prior to consideration Lasted below are bids, purchase orders, contracts, and other items to be approved for payment under the Consent Agenda (Agenda Items 3-11) This listing is provided on the Consent Agenda to allow Council Members to discuss or withdraw an item prior to approval of the Consent Agenda If no items are pulled, Consent Agenda Items 3-11 below wall be approved with one motion If items are pulled for separate discussion, they wall be considered as the first items under "Items for Individual Consideration" 3 Consider approval of a tax refund to Joe Jenkins The 1999 property tax was paid twine, resulting in an overpayment 4 Consider approval of a tax refund to Moiler Oil Co The 1997 tax value was decreased per Supplement #41 from Denton Central Apprmsal District, resulting in an overpayment 5 Consader approval of a tax refund to James T Addangton The 1999 tax was paid twice, resultang an an overpayment 6 Consader approval of a tax refund to Fleet Mortgage for Fred and Mary Garcia The 1999 tax was prod twice, resulting m an overpayment 7 Consader approval of a tax refund to Mornson Milling Co The 1999 tax value was decreased per Court Order dated 7/19/00, resulting in an overpayment 8 Consader approval of a tax refund to Mornson Mllhng Co The 1999 tax value was decreased per Court Order dated 7/19/00, resultang in an overpayment 9 Consader adoption of an ordinance authorizing the City Manager to execute an Interlocal Agreement with the Caty of Carrollton relating to partacipatlon of the C~ty of Denton an the City of Carrollton's contract whmh provides for the purchase of office supphes and samflar material, and declaring an effective date (File 2565 - Interlocal Agreement wath City of Carrollton) 10 Consader approval of a resolutaon to declare the intent to reimburse expenditures from the unreserved retmned earnings of the Electric Fund with proceeds from revenue bonds and provide an effectave date 11 Consader adoption of an ordanance accepting competitive bids and awarding a contract for the purchase of two power transformers, providing for the expenditure of funds therefore, and providing an effective date (Bad 2557 - Power Transformers awarded to Waukesha Electric Systems an the amount of $466,200 each or $932,400 for two) PUBLIC HEARINGS 12 Hold a pubhe hearing and consader adoptaon of an ordinance of the City of Denton, Texas designating a certmn area w~thm the City hmlts of Denton as Reanvestment Zone No III for commeremlhndus~nal tax abatement, estabhshmg the boundaries of such Zone, making findings required an accordance with Chapters 311 and 312 of the Texas Tax C~ty of Denton C~ty Cotmml Agenda October 3~ 2000 Page 3 Code, ordmmng other matters mlatxng thereto, providing a severabd~ty clause, prowd~ng for repeal, and prowd~ng an effective date 13 Hold the second of two pubhc heanngs regarding a proposed voluntary annexation of an approximately 37 8 acre tract of land located southeast of the comer of Teasley Lane and H~ckory Creek Road in the extratermorlal jurisdiction of the C~ty of Denton, Texas (A- I00, Forester TracO ITEMS FOR INDIVIDUAL CONSIDERATION 14 Consider adoption of an ordinance authorizing the Mayor to execute a Tax Abatement Agreement w~th B~g D Properties, Inc setting forth all the reqmred terms of the Tax Abatement Agreement m accordance wtth the terms of Chapter 312 of the Texas Tax Code, setting forth the various conditions precedent to B~g D Properties, Inc receiving the tax abatement, and further authorizing the Mayor to execute an Electric Serwce Agreement between the C~ty of Denton, Texas and B~g D Properties, Inc, providing for a severabthty clause, and prowdmg an effective date 15 Consider a variance on perimeter streets, sectmn 34-114(5) of the code The 0 519 acre property ~s legally described as Lots 1-3, Block A of Behnlng Place and ~s located on May St east of Ruddell St Residential development ~s proposed The Planmng and Zomng Commlssmn recommends demal (4-2) (V-O0-O07, Behmng Place) 16 Consider adoption of an ordinance authorizing the C~ty of Denton, Texas, to jo~n "the steenng committee of crees participating ~n the TXU franchise ht~gat~on" relating to the cause of action styled the Ctty of Denton, Texas w' Texas Utdtttes Company and Lone Star Gas Company or such other causes of action as such steenng committee may determine seeking dehnquent franchise fees from TXU, Lone Star Gas and other entitles associated w~th TXU, authorizing the C~ty of Denton to serve as treasurer of the steenng committee, authorizing the expenditure of funds for attorney and expert w~tness fees, and provtd~ng an effective date 17 Consider adoption of an ordinance of the City of Denton, Texas approving a real estate contract between the C~ty of Denton and Locust/288 Partners, Ltd, relating to the purchase of an approximate 20 acre tract or parcel of land being a part of Lot 2, Block A of the Sandhn Addlt~on, an addition to the C~ty of Denton for use as a regional detention pond, authorizing the expenditure of funds therefore, and providing an effective date 18 Consider adoption of an ordinance of the C~ty of Denton, Texas approwng a development agreement between the C~ty of Denton and Locust/288 Partners, Ltd, relating to the development of an approximate 20 acre tract or parcel of land being a part of Lot 2, Block A of the Sandhn Addmon, an addition to the C~ty of Denton, for use as a regional detention pond, and related development ~ssues, authorizing the expenditure of funds therefore, and providing an effective date 19 Consider nont~nat~ons/appomtments to the C~ty's Boards and Commissions C~ty of Denton C~ty Cotmcfl Agenda October 3, 2000 Page 4 20 New Business Th~s ~tem provides a section for Council Members to suggest ~tems for future agendas 21 Items from the C~ty Manager A NotlficaUon of upcoming meetings and/or conferences B Clarlficat~on of items on the agenda 22 Possible continuation of Closed Meeting under Sections 551 071-551 086 of the Texas Open Meetings Act 23 Official Action on Closed Meeting Item(s) under Sections 551 071-551 086 of the Texas Open Meetangs Act CERTIFICATE I certify that the above not~ce of meetang was posted on the bulletin board at the City Hall of the C~ty of Denton, Texas, on the .day of ,2000 at o'clock (am)(pm) CITY SECRETARY NOTE THE CITY OF DENTON CITY COUNCIL CHAMBERS IS ACCESSIBLE IN ACCORDANCE WITH THE AMERICANS WITH DISABILITIES ACT THE CITY WILL PROVIDE SIGN LANGUAGE INTERPRETERS FOR THE HEARING IMPAIRED IF REQUESTED AT LEAST 48 HOURS IN ADVANCE OF THE SCHEDULED MEETING PLEASE CALL THE CITY SECRETARY'S OFFICE AT 349-8309 OR USE TELECOMMUNICATIONS DEVICES FOR THE DEAF (TDD) BY CALLING 1-800-RELAY- TX SO THAT A SIGN LANGUAGE INTERPRETER CAN BE SCHEDULED THROUGH THE CITY SECRETARY'S OFFICE ADonda ~Jo Aoenda Item AGENDA INFORMATION SHEET AGENDA DATE. October 3, 2000 DEPARTMENT: Fiscal & Municipal Services/Tax ACM Kathy DuBose, Assistant City Manager of Fiscal and Municipal Services~v~ SUBJECT Consider approval of a tax refund to Joe Jenkins The 1999 property tax was prod twice, resulting in an overpayment BACKGROUND Chapter 31 11 of the Texas Property Tax Code reqmres the approval of the governing body of the taxing umt for refunds m excess of $500 00 The 1999 property tax for Joe Jenkins was prod twice on 12/31/99 and on 1/18/00, resulting m an overpayment of $520 91 All documentation necessary for refund ~s attached FISCAL INFORMATION. The tax overpayment revenue fund would be reduced by $520 91 Respectfully submitted Director ofF,seal Operations Prepared by Carolene Folse Revenue & Tax Analyst 1 APPLICATION FOR TAX REFUND IENTON TAX O CITY OF DENTON ~01 E HICKORY SUITE F 31ty, town or post office, state, ZIP code Phone (area code and number) r~ENTON, TX 76205 , (940) 349-8318 Fo apply for a tax refund, the taxpayer must complete the following uwners Name ~tep 1 JOE JENKINS Present Mailing Address (number and street) Dwner's name RR2 BOX 1195 C~ty, town or post office, state, ZIP code Phone (area code and number) and address SANGER~ TX 76266-8902 Step 2 Legal descnptlo~ (or attach copy of the tax b~ll or tax receipt) Descnbe BLOUNT, BLOCK B, LOT 6 the property Address or location of property 713 S LOCUST ST Account number of property Tax receipt number 0 26974 OR 9904180236 Name of Taxing Year Date Amount Amount Unit From Which For Which Refund Of The Of Of Tax Refund Refund is Required Is Requested Tax Pa},ment Taxes Pa~d Requested Step 3 City of Denton 1999 12/31/99 $ 520 91 G~ve the tax Clt~ of Denton 1999 1/18/00 $ 520 91 520 91 payment mformat~on 5 Taxpayer's reason for refund ( attach supporting documentabon) '1999 tax was paid twice *1 hereby apply for th/e'~und of the above-descnbed taxes and cert~f7 that the ~nformat~on I have given on Step 4 this forFI ~s true an~i~cOrrreCt to the best of m~' knowledge and belief * -- t~lgnt~'ure / / /? Date at application tar tax rerun(:l hare'W Any person who makes a entry upon the foregoing record shall be subject to one of the following penalbes I Imprisonment of not more that the 10 years nor less than 2 years and/or a fine of not more than $5 000 or both such fine and ~mprisonment, 2 Confinement in ja~l for a term up to 1 year or a fine to exceed $2,000 or both such Section 37 10, Penal Code Agenda Item AGENDA INFORMATION SHEET AGENDA DATE' October 3, 2000 DEPARTMENT Fiscal & Mumclpal Services/Tax ACM Kathy DuBose, Assistant City Manager of Fiscal and Mumc~pal Services~ SUBJECT Consider approval ora tax refund to Moiler Oil Co The 1997 tax value was decreased per Supplement #41 from Denton Central Appraisal District, resulting m an overpayment BACKGROUND Chapter 31 11 &the Texas Property Tax Code requires the approval &the governing body of the taxing unit for refunds in excess of$500 00 The 1997 property tax value for Moller Off Co was decreased per Supplement #41 from Denton Central Appraisal District, resulting in an overpayment of $1,566 38 The business was not open m 1997 All documentation necessary for refund is attached FISCAL INFORMATION: The tax overpayment revenue fund would be reduced by $1,$66 38 Respectfully submitted D{ana Or~z ' Director of Fiscal Operations Prepared by Carolene Folse Revenue & Tax Analyst Agenda Item r,, ,te IO/ ,l n AGENDA INFORMATION SHEET AGENDA DATE' October 3, 2000 DEPARTMENT. Fiscal & Municipal Services/Tax ACM' Kathy DuBose, Assistant City Manager of F~scal and Mumcipal Serwces-'~ SUBJECT Consider approval ora tax refund to James T A&hngton The 1999 tax was prod twine, resulting m an overpayment BACKGROUND Chapter 31 11 of the Texas Property Tax Code reqmres the approval of the governing body of the taxing umt for refunds m excess of $500 00 The 1999 property tax for James T Addmgton was prod twine The Tax Office received a payment from homeowner m the amount of $806 21 and a payment for the same amount from homeowner's mortgage company, resulting m an overpayment of $806 21 All documentation necessary for refund ~s attached FISCAL INFORMATION: The tax overpayment revenue fund would be reduced by $806 21 Respectfully submitted Dmna Orhz Director of Fiscal Operahons Prepared by C ~'~61 ~'n~ Folse Revenue & Tax Analyst APPLICATION FOR TAX REFUND Collecting office name i Collecting tax for (taxing units) CiTY OF DENTON TAX OFFICEAUG I ~?nnn CITY OF DENTON Present mailing address (number and street) 601 E HICKORY SUITE F City, town or post office, state, ZIP code Phone (area code and number) DENTON, TX 76205 ~ (940) 349-8318 To apply for a tax refund, ihs taxpa~/er must complete the following Step 1 .lAMES T ADDiNGTON Present Ma~hng Address (number and street) Owner's name 504 SEVILLE ROAD C~ty town or post office, state, ZIP code Phone (area code and number) ind address DENTON TX 76205-5512 Step 2 Legal descnption (or attach copy of the tax b,ll or tax receipt) Descnbe MONTECIOT ADDN, BLOCK C, LOT 22 :he property Address or location of property 3201 MONTECITO DRIVE Account number of property Tax receipt number 023867 OR 9904040090 N~me of Taxing Year Date Amount Amount Unit From VVh~ch For Which Refund Of The Of Of Tax Refund Refund is Required Is Requested Tax Payment Taxes Paid Requested Step 3 1 Clt7 of Denton 1999 12/28/99 $ 806 21 G~ve the tax 2 Clt7 of Denton 1999 12/31199 $ 806 21 $ 806 21 payment mformabon Taxpayer's reason for refund ( attach supporting documentation) * TAX WAS PAID TWICE, ONCE BY TEXAS SANK CK #002440, THE SECOND BY CK#6438, SENDER UNKNOWN · 1 hereby apply for the refund of the above-described taxes and certify that the mformat~on I have g~ven on thru Step 4 form m true and correct to the best of my knowledJ~e and bebef * Sign the form ~1~, ~[~ ~/VI%~ ~T / Any person who makes a false entry upon the foregoing record shall be subject to one of the fctlow~ng penalbes 1 Imprmonment of not more that the 10 years nor less than 2 years and/or a fine of not more than 55,000 or both such fine and imprisonment, 2 Confinement ~n jail for a term up to 1 year or a fine to exceed $2 000 or both such fine and Imprisonment as set forth ~n Section 37 10, Penal Code ~OR OFFICE USE ONL' r ~ . ~ , Thl! ~ax~refund[I,~. , h . ~ ~ IAP ved I IOleapproved y~termlnatlon here ~lmmm~m~'~~ ;i~ ~; ~' ~ -- i 2 Agend='t°m/q /O0 Date _ AGENDA INFORMATION SHEET AGENDA DATE' October 3, 2000 DEPARTMENT: Fiscal & Municipal Services/Tax ACM' Kathy DuBose, Assistant City Manager of Fiscal and Mumc]pal Serwces~ SUBJECT Consider approval of a tax refund to Fleet Mortgage for Fred & Mary Garcm The 1999 tax was paid twine, resulting ~n an overpayment BACKGROUND Chapter 31 11 of the Texas Property Tax Code reqmres the approval of the governing body of the taxing umt for refunds m excess of $500 00 The 1999 property tax for Fred & Mary Garcm was prod twine by Fleet Mortgage The Tax Office received two payments from Fleet Mortgage in the amount of $516 09 on 11/2/99 and 12/29/99, resulting m an overpayment of $516 09 All documentation necessary for refund attached FISCAL INFORMATION: The tax overpayment revenue fund would be reduced by $516 09 Respectfully submitted D~ena Ort~z Darector of F~scal Operations Prepared by Carolene Folse Revenue & Tax Analyst APP JCATION FOR TAX REFUND ~'~ecting office name Collecting tax for (taxing units) =WOF DENTON TAXOt'F CE MAR 1 4 ?.000 C WOF OE.TO. Present mailing address (r~umber and street) $0t E HICKORY SUITE F Phone (area code and number) City, town or post office, state, zIP code DENTONt TX 76205 {940) 349-83t8 To apply for a tax refund, t~e taxpa~rer must complete the following Step 1 FRED F ~ MARY L GARCIA -- PAID BY FLEET MORTGAGE GROUP Present Marling Address (number and street) Owner's name = O BOX 100563 C~ty, town or post office, state, ZIP code Phone (area code and number) andaddress =LOREN~E SC 29501-0563 Step 2 Legal description (or attach copy of the tax bill or tax receipt) Desodbe ',IORTHWOOD #9r BLOCK A~ LOT 9 [he property Address or location of property 9425 E WINDSOR DR Account number of property Tax receipt number 11~.~.~. OR 9903290270 Name of Taxing Year Date Amount Amount Unit From Which For Which Refund Of The Of Of Tax Refund Refund is Required Is Requested Tax Payment Taxes Pa~d Requested Step 3 City eT Denton 1999 11/2/99 $ 516 09 Give the tax City of Denton 1§9~) 12/2g/9~ i .~16.n~} . 516.09 payment information Taxpayer's reason for refund ( attach supporting documentabon) '1999 Tax was paid twice *1 hereby apply for the refund of the above-described taxes and certify that the informabon I have given on Step 4 this forum ia t~e, and correct to the best of m,~ knowledge and be ef * I /~ll~ature ~'= ~' J /'3 IDate et application tor tax retunO Sign the form ~r~ ~ --~ ~ ~/~,~.,/~..4/ ~/_~ ~~L~ Any p{Ire0~n ~ho makes a false entry upon the foregoing record shall be subJeCt to one of the following penalties 1 Imprisonment of not more that the 10 yearn nor less than 2 years and/or a fine of not more than $5,000 or bath such fine and imprisonment, 2 Confinement in jail for a term up to 1 year or a fine to exceed $2,000 or both such I, Penal Code 2 AGENDA INFORMATION SHEET AGENDA DATE: October 3, 2000 DEPARTMENT' Fiscal & Municipal Serwces/Tax ACM Kathy DuBose, Assistant C~ty Manager of F~scal and Municipal Services ~ SUBJECT Consider approval ora tax refund to Momson Milling Co The 1999 tax value was decreased per Court Order dated 7/19/00, rasultmg m an overpayment BACKGROUND Chapter 31 11 of the Texas Property Tax Code reqmres the approval of the govermng body of the taxing umt £or refunds m excess of $500 00 The 1999 property tax value £or Momson M~lhng Co was decreased per Court Order dated 7/19/00 and hsted on Supplement #15 from Denton Central Apprmsal D~stnct, resulting m an overpayment of $1,359 58 All documentation necessary for refund ns attached FISCAL INFORMATION: The tax overpayment revenue fund would be reduced by $1,359 58 Respectfully submitted I~a Ort~z " D~rector of F~scal Operations Prepared by Carolene Folse Revenue & Tax Analyst Agenda NO Agenda Item Date ID AGENDA INFORMATION SHEET AGENDA DATE' October 3, 2000 DEPARTMENT: Fiscal & Municipal Services/Tax ACM: Kathy DuBose, Assistant City Manager of Fiscal and Municipal Services SUBJECT Cons]der approval ora tax refund to Momson Milling Co The 1999 tax value was decreased per Court Order dated 7/19/00, resulting ~n an overpayment BACKGROUND Chapter 31 11 of the Texas Property Tax Code reqmres the approval of the governing body of the taxing umt for refunds ~n excess of $500 00 The 1999 property tax value for Momson Mflhng Co was decreased per Court Order dated 7/19/00 and hsted on Supplement #15 from Denton Central Apprmsal District, resulting ~n an overpayment of $748 53 All documentation necessary for refund Is attached FISCAL INFORMATION' The tax overpayment revenue fund would be reduced by $748 53 Respectfully submitted Efta'ha Ort]z Director ofF,seal Operations Prepared by Carolene Folse Revenue & Tax Analyst 1 3 ~gendal~ern _ '7 AGENDA INFO~TION SHEET / ~ AGENDA DATE: October 3, 2000 Questions conce~g ~s acqmsmon may be ~ct~ DEP~T~NT: Matenals M~agement to Tom S~w 349- 7100 ACM: Ka~y D~ose, Fiscal ~M~mp~ Se~ces ~ SUBJECT; An Ordinance authonzmg the Czty Manager to execute an Interlocal Agreement wth the City of Carrollton relating to parhmpatton of the City of Denton tn the City of Carrollton's contract whmh provides for the purchase of office supphes and similar material, and declanng an effective date (File 2565 - Interlocal Agreement vath City of Carrollton) INTERLOCAL AGREEMENT INFORMATION. This Interlocal Agreement will allow the City of Denton to pamcipate in the City of Carrollton's contract for the purchase of office supphes and similar matenals The Interlocal Cooperative Act, Chapter 791 of the Texas Government Code grants crees the authority to inter tnto Interlocal Agreements Each entity shall act independently regarding actual purchases The contract suppher ts Corporate Express PRIOR ACTIONfREVIEW: The Ctty of Carrollton approved flus Interlocal Agreement on September 5, 2000 RECOMMENDATION: We recommend flus Interlocal Agreement be approved and the City of Denton be authorized to mfl~ze the City of Carrollton's contract for office supplies PRINCIPAL PLACE OF BUSINESS: Corporate Express Dallas, TX ESTIMATED SCHEDULE OF PROJECT: TI'ns contract will be in effect from October 1, 2000 thru September 31, 2001 FISCAL INFORMATION' Materials and supplies purchased from tlus contract will be funded from the 2000-2001 Operatton Budget Total esttmated annual expenditures are apprommately $245,000 Agenda haformatton Sheet October 3, 2000 Page 2 Respectfully submitted Tom Shaw, C P M, 349-7100 Purchasing Agent Attachment 1 Price Sheet City of Carrollton Attachment 2 Corporate Express Authorization Attachment 3 Interloeal Agreement (See Ordinance attached) 1440 Agenda - ATTACHMENT 1 VENDOR IlqFOIIiVIATION CON'JL*INTJ*~D.' STATP. CA.TALO~DATW' Corporate gx~ress 2000 / COrporata Zx?r~ss 2001 gTAT~ D~LIVER~ ~ & DAYS ~,~- ~.,, n.~ t,,.~v 65 ;~ 1 Smto discount offe~ to the Ctty for nonm~y stock~ tt~s _ 2 Sm~ p~ ~ ~ ~ c~o8 rant ~ ~c~ by yo~ ~ ~ 80 Z ~ & ~cessor~em. 25 ~ b ~1 ~lect~on~c F~oducts (~th electrical cord) 30 ~ 4 S~ p~ ~ off~ ~ ~,~h~ ~ 6 F~ x~ ~ ~H be sold m ~ Ct~ ~low ~ ~t ~ ~c ~ ~ ~ [ o~ ~ it kn= b~ m1~ that we t~lmh a "mn~h ~r" m o~bl~ * W~U ~ ~my n~ ~s '~'" fl~r' ~ m ~ bid9 Ye, , Ifso,~anyt~bemt~sc~?~tp~e? - - . Z0.~ .... . IT Is UNDERSTOOD THAT ~ DISCOUNT OFF T~, ABOVE-I~.NTIONED CATALOG WILL BE tHE PRICUNG U~D FOR 't'n~'- COhxtr, ACT PER/OD. NO PRICE I~ICREA~E I~ ALLOWED DURING THE CONTRACT PEIUOD ..... Dear Vm~ Dunng ainmmt vmt vath Tho City of Deaton, they oxprossed mt~rost m pamc~psUng m the City of Canollton's Coq:orato Express Office Products contract I undorstand that thoy!havo contao~d you roquostmg your approval Corporate Expross ~s rolling to offer th~ City of Denton ~ho same pridng structure that was designed for tho C'~y of Ca~roilton Tins contr~t Imcmg was awarded to us m your most n~mt b~d process If you should have aay questions or need additional iaforma~on, please do not hesita~ to g~ve me a call Drama W~rs Account F.x~mt~vo ORDINANCE NO AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE AN INTER.LOCAL AGREEMENT WITH THE CITY OF CARROLLTON'S RELATING TO PARTICIPATION OF THE CITY OF DENTON IN THE CITY OF CARROLLTON CONTRACT WHICH PROVIDES FOR THE PURCHASE OF OFFICE SUPPLIES AND 'SIMILAR MATERIAL, AND DECLARING AN EFFECTIVE DATE (FILE 2565 - INTERLOCAL AGREEMENT WITH CITY OF CARROLLTON) THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the C~ty Manager ~s hereby anthonzed to execute an Interloeal Agreement ~n substanUally the same form as the one attached hereto and incorporated by reference hereto for the purchase of office supphes and related materials from an annual contract awarded by the C~ty of Can'ollton and on file m the office of the City Purchasing Agent SECTION 2 That the City Manager is anthonzed to expend funds pursuant to the agreement for the purchase of vanous goods and servxces SECTION 3 that flus ordinance shall become effective ~mmedmtely upon xts passage and approval PASSED AND APPROVED flus the __ day of ,2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY FILE 2565 - INTERLOCAL AGREEMENT WITH THE CITY OF CARROLLTON INTERLOCAL AGREEMENT THIS AGREEMENT made and entered into th~s :5~ day of Septeinber, 2000, by and between the CITY OF CARROLLTON, TEXAS (bere, na~or called "Carrollton") and the CITY OF DENTON, TEXAS (here, n~ffer called "Denton"), acting through the CITY OF CARROLLTON duly authorized agent WITNESSETH WHEREAS, the city of Carrollton and the City of Denton as pernutted under Chapter 791 of the Texas Government Code, the Interlocal Cooperation Act, rash to enter Into th~s Interlocal Agreeinent,to set forth the terms and con&t~ons upon winch the clty of Carrollton and the city of Denton m~y purchase vanous goods and services OOmmonly utihzed by smd entrees, and WHEREAS, participation in a Cooperative Purchasing Program will be baghly beneficial to the taxpayers of the city of Carrollton and the city of Denton through the anticipated savings to be realized, NOW, TI-~REFORE, m consideration of the foregoing end the mutual prormses, covenants and obligations as set forth hereto, the city of Carrollton and the city of Denton agree as follows I Purticlpants will work cooperatively to provide a program for the purchs~e of various goods and services commonly utilized by all participants ("Cooperative Purchasing Program"), and under such Program Inay purchase goods and serwces froin vendors under present and future contracts 2 Pamcipants vall enter Into individual contracts vath vendors under the Cooperative Purchasing Program provided for under tlns Agreement The participants sh.l! be Inchandually responsible for payment chrecfly to the vendor and for the vendor's coinphance vath all conditions of delivery and quality of purchased lteins under such Inchvtdual contracts 3 The city of Denton may purchase goods and services pursuant to SecUon 791 025 of the Texas Government Code 4 Tlus Agreement shall be m effect froin the date of execution until temunated by either party to the agreement 5 Notwithstanding anything hereto to the contrary, pamclpation In thus Agreeinent by the C~y Inay be terminated upon thirty (30) days written notice to the other meinber 6 The city of Denton, m paying for the perform,~ce of governmental functions or sermces, must make those payments froin current revenues avmlable to the paying party EXECUTED HERETO ON THE DAY AND YEAR FIRST WRITTEN ABOVE CITY OF CARROLLTON, TEXAS CITY OF DENTON, TEXAS ~ary Jackson, Clt~ Maxtor - M~cha~l W Jez, City Manager Approved ~ to fo~ A~oved ~ to content Cla~n ~tehln~, Ci~ ARomey ela Hedges, C~oller By author,ty of Counol Amon 2 qgenda I~ern~ AGENDA INFORMATION SHEET AGENDA DATE' October 3, 2000 DEPARTMENT Management and Budget ACM Kathy DuBose, Asmstant City Manager, Fiscal and Municipal Services SUBJECT A resolution to declare the intent to reimburse expendttures from the unreserved retained earnings of the Elect. nc Fund w~th proceeds from revenue bonds and promde an effective date BACKGROUND The Electric department is requesting a reimbursement resolution tn the amount of $11,471,500 The funds will be provided by the Electric Fund unreserved retatned earnings and will be reimbursed w~th revenue bonds sold m fiscal year 2000-2001 The funds will be used to begin several projects approved ~n the 2000-2001 Capital Improvement plan PRIOR ACTION/REVIEW (Council, Boards, Commissions) Approved by the Pubhc Utd~t~es Board on September 18, 2000 FISCAL INFORMATION This resolutmn wall allow $11 471 million from the Electric Fund unreserved retained earnings to be expended and subsequently reimbursed w~th revenue bonds Respectfully submitted Knst~n Newman Asmstant D~rector of Management and Budget RESOLUTION NO A RESOLUTION OF THE CITY OF DENTON, TEXAS TO DECLARE THE INTENT TO REIMBURSE EXPENDITURES FROM THE UNRESERVED RETAINED EARNINGS OF THE ELECTRIC FUND WITH REVENUE BONDS SO THAT PROJECTS MORE FULLY DESCRIBED IN THE ATTACHMENT TO THIS RESOLUTION MAY BE COMMENCED, AND PROVIDING AN EFFECTiVE DATE WHEREAS, the C~ty of Denton (the "Issuer") ~s a mummpal corporation/pohtical sub&vis,on of the State of Texas, and WHEREAS, the ~ssuer expects to pay expenditures for payment of various constructmn and other projects m connection w, th various electric utihty CIP projects which were prevmusly approved m the 2000-2001 CIP Budget and are described ,n Attachment "A', and WHEREAS, the Issuer finds, considers, and declares that the rmmbursement of the Issuer for the payment of such expenditures will be appropriate and consistent w~th the lawful objectives of the Issuer and, as such, chooses to declare ~ts ~ntennon, in accordance w~th the prows~ons of Section 1 150-2 Treasury Regulations, to rmmburse itself for such payments at such tame as ~t issues the obhgat~ons to finance the projects, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 The Issuer reasonably expects to recur debt, as one or more series of obhgations, w~th an aggregate maximum pnnc~pal amount equal to $11,471,500 for the purpose of paying the costs of the projects, as set forth ~n the attached Attachment "A", wluch ,s made a part ofth~s Resolution for all purposes as ,f ancorporated word for word herem SECTION 2 All costs to be re,mbursed pursuant hereto will be for construction of pubhc works, the purchase of matenals, supphes, eqmpment, machinery, and the payment of contractual design fees No tax-exempt obhgatlons will be issued by the Issuer ~n furtherance of th~s resolution after a date which ,s later than 18 months after the later of (1) the date the expenditures are prod, or (2) the date on which the property, w~th respect to which such expenditures are made, ~s placed m service That all amounts expended from the Unreserved Retained Earnings of the Electric Fund for the Project set forth m Attachment "A" to pay any costs of the Project shall be re,mbursed from Revenue bond proceeds within the 2000-2001 fiscal year SECTION 3 The foregoing notwithstanding, no tax-exempt obligation w,ll be ~ssued pursuant to t!us resolution more than three years after the date any expenditure which ,s to be rmmbursed ~s paid SECTION 4 Th~s resolution shall become effective immediately upon its passage and approval S \Our Documonts~Resolutlons\00\Relmburse Res Electric Fund doc PASSED AND APPROVED tlns the day of ., 2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY / Page 2 ATTACHMENT A CIP Prolect Cost. Feeders Extensmns & Improvement $1,025,400 OH to UG Conversmns 200,000 Power Factor Improvements 18,000 Servtces 2,552,000 Street L~ghts 260,000 Transformers and Eqmpment 358,500 Substations 3,794,500 Transm~smon Lines 1,463,200 Engmeenng 314,600 Meters 377,800 Communication Eqmpment 1,107,500 Total Electric CIP Project Requirements $11,471,500 Page 3 // AGENDA INFO~TION SHEET AGENDA DATE: October 3, 2000 Qucs~ons concc~g ~s acqmslt~on may be &r~ted DEP~T~NT: Maten~s M~agemcnt to Ray Wells 349-7108 ACM: Ka~y D~ose, F~sc~ ~d Mmclp~ Se~lces~ SUBJECT: An Ordinance accepttng competitive bids and awarding a contract for the purchase of two power transformers, pwvtdmg for the expenditure of funds therefore, and prowdmg an effecUve date (B~d 2557-Power Transformers awarded to Waukesha Electric Systems m the amount of $466,200 each or $932,400 for two) BID INFORMATION: Th~s b~d m for the purchase of two 138KV substation power transformers They are intended to provide needed substation capacity assocmted wxth growth in the DME service area PRIOR ACTION/VIEW (COUNCIL. BOARDS, COMMISIONS): The Pubhc Utthty Board recommended approval ofttus proposal on September 18, 2000 RECOMMENDATION' We recommend tins bid be awarded to thc lowest responmble btddcr meeting specification, Waukesha Electric Systems m the amount of $932,400 for two umts The vendor submitting the low pnee was Sunbelt Transformer however, Sunbelt has taken exceptions to our no welded comers, vapor phase drying reqmrement, wewmg ports on the L T C and our oil filtration spec~ficatwn Utfi~serve 2A would be the next m order of low bids They have taken exceptions to our no welded comers, L T C hmght reqmrements, short c~remt demgn, maximum allowed ~mpedance specification, and load tap changer hmght The transformer quoted by Kuhlman has unacceptable energy losses due to constructxon methods and design PRINCIPAL PLACE OF BUSINESS: Waukesha Electric System Waukesha, W~seonsm ESTIMATED SCHEDULE OF PROJECT: Power Transformer dehvery ~s quoted to be 48-52 weeks aider receipt of a purchase order or Mid-October 2001 Agenda I0formatlon Sheet October 3, 2000 Page 2 FISCAL ,INFORMATION: The acquisition of these two power transformers will be funded fi.om Electric Revenue Bonds account (654-080-RB00-3620-9217-CO66705B) Respectfully submitted Tom Shaw, C P M, 349-7100 Purchasing Agent Attachment 1 Evaluation/Tabulation Sheet 1445 Agenda ATTACHMENT 1 Power Transformer Evaluation Sheet BID # 2007 BID NAME 1 $ MVA ~ PHA~E POWER TRANEFORMER B~D OPEN E~ ~ ~ ~ -Sunnet 8~ ~ ~.t E~lua~on $umm~ T~ ~UFA~ OR ~ WAUK~ 8un~ ~ ~lin~ 1A ~ ~ KUH~ ~ ~ P~ Unff~l ~ $~ ~410~ ~ ~ ~ ~ PH~Unff~ ~ ~ ~410~ ~2~ ~2,~ ~ Sh=~ CI~uR T~ ~A ~A ~A ~A ~A ~A Wa~ R~ul~ $24 ~ ~ MuPpie ShJ~ $1 ~ ~ ~h~ L~n 10~ ~r T~er $~ 282 ~ Man~m s F~ld ~ ~T~ $5~ $3~ ~ ~ ~st (Up Front ~) $532~ ~ ~23,770 ~ ~8~10~ 00 $~7,~ ~ ~,~ ~t3At2 ~ Energy Losses Cost pe~ Tmasformer $200,~55 $30O~30 $275 745 $287 375 $275 745 $511 ~364 Energy Losses Golt Per Bid $527,31000 $51380000 $55148000 $53475000 $551,40O 0O $522 728 0O Total EvalLmta Cost $1,400,71000 $1,4~7,S70 00 $1,S~,00:! 00 $1,441,7~0 00 $t,418,48000 $1,S38,140 OO WAUKBEHA Stmbdt WESCO Utllim~m t A U00esrve 2A KUHL~AN ELECTRIC EvaluaUon Fa~tor~ Warranty period 5yin 5y~ 5y~ 5yin 5yr~ 5yr~ Fleld es~nlldy mquirante~t~ Yes Yes Yes Yes Yes Yes Certify I..~ess r~res~ Tm 00C 75C 75C 75C 75C 75C Ce~fy no I~d ~1~,~_ _ I~ 1510 2450 1620 15.50 15.30 1344 Ce~fy I~d L _ _ _,~_ _, kw 41 60 41 50 4310 4200 4400 5352 Total ~ kw Q 15 I~NA 5670 00.00 58.30 5750 0030 66.86 Total oooling requirements, kw 1 8 1 8 1 2 1 .~ 3 4 Impedaese in M ~t 15 MVA 7 6~ 7 7J 7J 7 3 Rea~ Compeesa~m Cost $28~50 0O $24,750 0O $26 25O 0O $29~50 0O t292~0 0O $27~75 00 Guamnt~d d~te ~ d~dlv~y 4&52 WIre 150 Day~ 35-37 WI= 238 Day~ 239 Day~ 00-64 W~ Average Sound Level 72/74/75 dB 72J74/75 dB 72~'4/75 dB 72/74/75 dB 72/74~5 dB 72174t75 dB Core and C~l, (Weights in Pound) 56 010 00 0O0 ? 64~20 56 66O 43~0 Tank & ~ 0Ne~ht In F~und~) 34~0O 50,0O0 ? ,10~10 33~50 27 100 Oil (weight In Pound) 42,0OO 37,750 ? 57,100 ,16,~0 40~00 Total W~ght in Pounds 132~0 147 750 138 0O0 1 00~80 140,110 110,900 Lold Tap Oimngef ~ I~ LtZE U~E Rdn~ Rl~hauesn Power Faa~r 0 5% or < C~mplbnes Compitanes Complbnc~ CQmpllan~ Compliance Complbn~ Au~om~ Oil Filb~on 6ytem Complinn~ Nm-Compit~c~ C~npllan;e Compliance ~ Non-Complbn~e $1~t Circuit Requlremes~ Compitm~e Complim~e Compitsnes Complbnes ~ Comp#ama I$O 0O0t Coftlflc~e Complbnes Compllaese ~ompllanes Complbese C,<xq~mnes Nm-Compliance ORDINANCE NO AN ORDINANCE ACCEPTING COMPETITIVE BIDS AND AWARDING A CONTRACT FOR THE PURCHASE OF TWO POWER TRANSFORMERS, REJECTION OF CERTAIN BIDS NOT MEETING SPECIFICATIONS, PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING AN EFFECTIVE DATE (BID 2557-POWER TRANSFORMERS AWARDED TO WAUKESHA ELECTRIC SYSTEMS IN THE AMOUNT OF $466,200 EACH OR $932,400 FOR TWO) WHEREAS, the City has solicited, received and tabulated competitive bids for the purchase of necessary materials, equipment, supplies or services m accordance with the procedures of STATE law and City ordinances, and WHEREAS, the City Manager or a designated employee has reviewed and recommended that the herein described bids are the lowest responsible bids for the matenals, eqmpment, supplies or servmes as shown m the "Bid Proposals" submitted therefore, and WHEREAS, the City Council hereby finds that the bids subnutted by Sunbelt, Utthserve lA, Utlhserve 2A, and Kuhlman Electric do not meet specifications, are not responsive, and are therefore hereby rejected, and WHEREAS, the City Council has provided in the City Budget for the appropnataon of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted hereto, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That the numbered items in the following numbered bids for materials, equipment, supphes, or servmes, shown in the "Bid Proposals" on file m the office of the City Purchasing Agent, are hereby accepted and approved as being the lowest responsible bids for such items BID ITEM NUMBER NO VENDOR AMOUNT 2557 ALL Waukesha Electric Systems $ 932,400 SECTION II That by the acceptance and approval of the above numbered items of the submitted bids, the City accepts the offer of the persons submitting the bids for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, specifications, standards, quantities and for the specified sums contained in the Bid Invitations, Bid Proposals, and related documents SECTION III That should the C~ty and persons submitting approved and accepted items and of the submitted bids wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the bids, the City Manager or bas designated representative is hereby authorized to execute the wntten contract which shall be attached hereto, provided that the wntten contract is m accordance w~th the terms, conditions, spemficat~ons, standards, quantities and spemfied sums contained m the B~d Proposal and related documents hereto approved and accepted SECTION IV That by the acceptance and approval of the above numbered ~terns of the submitted b~ds, the C~ty Council hereby anthonzes the expenditure of funds therefor ~n the amount and m accordance wtth the approved b~ds or pursuant to a wmtten contract made pursuant thereto as authorized herren SECTION V The findings and remtat~ons m the preamble ofttns ordinance are substantat~ve and are hereby ~ncorporated ~nto the body of tfus ordinance SECTION VI That this ordinance shall become effective ~mmedmtely upon ~ts passage and approval PASSED AND APPROVED th~s day of ,2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY ]BY' B~d 2557 Power ']~fansforrfl'ers supply ORDINANCE 9-00 Page 2 ~,genda Item AGENDA INFORMATION SHEET AGENDA DATE October 3, 2000 DEPARTMENT Community Development Department ACM Dawd Hill, Asmstant C~ty Manager, Development Services SUBJECT Hold a pubhe heanng and consider adoption of an or&nance of the C~ty of Denton, Texas designating a eertmn area wlthm the C~ty hm~ts of Denton as Reanvestment Zone No III for commercmlhndustnal tax abatement, estabhsh~ng the boundaries of such Zone, making findings reqmred in accordance with Chapters 311 and 312 of the Texas Tax Code, orda~mng other matters relating thereto, providing a severabfilty clause, providing for repeal, and prowdmg an effective date BACKGROUND At the September 26, 2000 meeting, the Cay Council rewewed the proposed Tax Abatement Agreement between B~g D Properties, Inc and the C~ty of Denton Council d~rected staff to proceed wath the agreement as presented Tax abatements can only be g~ven to projects located w~thln re~nvestment zones The attached ordinance estabhshes Re~nvestment Zone III around the southern pomon of the Texas Instnmaents property The public heanng has been pubhshed ~n the Denton Record-Chromcle September 24 and September 25, 2000 edmons ESTIMATED SCHEDULE OF PROJECT Approval of the ordinance estabhshes Re~nvestment Zone III, permltt~ng C~ty Council to vote on the Tax Abatement Agreement w~th B~g D Properties, Inc Big D Properties, Inc has a contract on the property, whmh expires October 8, 2000 The proposed agreement estabhshes a December 31, 2000 deadhne for the purchase of the property OPTIONS 1 Approval of the Ordinance would permit C~ty Council to consider the Tax Abatement Agreement, whmh appears on a subsequent xtem on the October 3ra agenda 2 A vote to deny estabhshment of the remvestment zone would prohibit the C~ty from entenng ~nto a tax abatement agreement on this s~te at thxs t~me PRIOR ACTION/REVIEW The Joint Tax Abatement Committee reviewed the apphcat~on for tax abatement and recommended ~t be forwarded to the C~ty Council, Denton Independent School D~smct and Denton County for consideration The C~ty Council rewewed the apphcat~on and agreemem at the September 26, 2000 meeting and d~rected staff to proceed w~th the agreement as presented -1- The public hem'lng not,ce has been posted and the Denton Independent School District, Denton County Commissioners and County Development District Board have been noticed of the meeting in accordance with Tax Code requirements FISCAL INFORMATION None EXIt!BITS Ordinance Respectfully submitted Community Development Department -2- ORDINANCE NO AN ORDINANCE OF THE CITY OF DENTON, TEXAS DESIGNATING A CERTAIN AREA WITHIN THE CITY LIMITS OF DENTON AS REINVESTMENT ZONE NO III FOR COMMERCIAL/INDUSTRIAL TAX ABATEMENT, ESTABLISHING THE BOUNDARIES OF SUCH ZONE, MAKING FINDINGS REQUIRED IN ACCORDANCE WITH CHAPTERS 311 AND 312 OF THE TEXAS TAX CODE, ORDAINING OTHER MATTERS RELATING THERETO, PROVIDING A SEVERABILITY CLAUSE, PROVIDING FOR REPEAL, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council of the City of Denton, Texas ("City" or "Mumclpahty") desires to promote the development or redevelopment of a certain contiguous geographic area wltinn ~ts' corporate c~ty hm~ts and ~ts junsd~etlon by the creation of a relnvestment zone for commerc~alfindustnal tax abatement, as authorized by Tex Tax Code Ch 312 (referred to as the "Property Redevelopment and Tax Abatement Act" or the "Act"), and WI-IEREAS, an industry or business known as Big D Properties, Inc, a Texas corpora- non, has requested tax abatement to bmld ~mprovements within the area to be designated as Re- investment Zone III, and WHEREAS, the City Council desires to create a proper economic and socml enwronment to Induce mvestment of private resources and productive business enterprises in tins area of the City, which meets the entena estabhshed under §312 202 of the Act, and to expand primary em- ployment~or to attract major investment, and WHEREAS, by resolution dated September 26, 2000, a pubhc hearing before the City Council was called, set, and held at or after 6 00 p m on October 3, 2000 m the C~ty Council Chambers of the City of Denton at 215 East Meganney Street ~n the C~ty of Denton, such date being at least seven days after the date of pubhcat~on of not,ce of such public heanng and the receipt of written nonces of such public heanng by the presiding officer of each taxing umt that includes m its boundaries real property that ~s to be included m the proposed rexnvestment zone, m accordance with §312 201 of the Act, and WHEREAS, such public heanng was held before the consideration and adoption of flus ordinance, and WHEREAS, the C~ty, at that hearing, mwted any interested cmzen or Ins representative to appear, and offer testimony or evidence for or against the creation of the relnvestment zone, the bounc~anes of the proposed remvestment zone, whether all or pan of the territory described m the not,co cailmg the public heanng should be meluded in the proposed remvestment zone, and the concept of tax abatement, and WHEREAS, m accordance w~th such pubhc notice, all owners of property within the proposed remvestment zone and all other taxing units and other ~nterested persons were g~ven the -3- opportunity at such public hearing to protest the creation of the proposed relnvestment zone or the inclusion of their property ~n such relnvestment zone, and WHEREAS, on the 6th day of June, 2000, on or before the holding of the above- mentioned pubhc hearing, the City Council passed Resolution No 2000-028 estabhshlng guide- lines and criteria govemmg tax abatement agreements and stating that the City of Denton elects to become eligible to participate ~n tax abatement, ~n accordance with Tex Tax Code §312 002, and such tax abatement policy is now m effect and was ~n effect pnor to the pubhc hearing, and WHEREAS, at the public hearing proponents and opponents of the reinvestment zone of- fered evidence m favor and agmnst all matters relating to the creation of the relnvestment zone, and, after hearing this testimony and evidence, the City Council deems it in the public interest to create this re~nvestment zone, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the facts and recitations contmned ~n the preamble of ti'ns orthnance are hereby found and declared to be true and correct SECTION 2 That for the purposes of this ordinance, the following terms and phrases shall have the following meanings ascribed to them A Improvements - Improvements shall ~nclude, for the purpose of estabhshmg ellg~b~hty under the Act, any act~wty at the location, ~ncludlng, but not hmited to, new construction, recon- sLructlon~ renovation and repairs B Taxable Real Property - Taxable real property shall be as defined in the Texas Property Tax Code and shall not include personal property as defined ~n the Code C Base Year - The base year for determ~mng increased value shall be the taxable real property value assessed the year ~n which the Tax Abatement Agreement ~s executed SECTION 3 That the City, through its City Council, after conducting the above- mentioned public hearing and having heard such evidence and testimony, makes the followmg findings and determinations based on the evidence and testimony presented to ~t A That the pubhc hearing on the adoption of the reInvestment zone has been properly called, held, and conducted in accordance with §312 201 of the Act and all other apphcable laws, and that notice of such hearing has been pubhshed as required by law and mmled to the pre- s~ding officer of the governing body of each taxing unit that includes in its boundaries real property that is to be included ~n the proposed re~nvestment zone as required by law, and B That prior to holding the pubhc heanng, the C~ty has adopted, by resolution, the gmdehnes and cntena govermng tax abatement agreements by adopting a City of Denton Tax Abate- ment Policy and the City has elected to pamc~pate ~n tax abatement, and -4- Page 2 of 6 C That the City had jurisdiction to hold and conduct the pubhc heanng on the creation of the proposed the relnvestment zone, pursuant to chapter 312 of the Act, and D That the boundaries of the relnvestment zone shall be the area described in the metes and bounds descnptmn attached hereto as Exhlbtt "A" and as shown on the d~agram as the area outlined in red attached hereto as Exhibit "B" and being approximately 189 256 acres at 3940 North Elm m the corporate hm~ts of the C~ty of Denton, Texas, such Exhibits "A" and "B" being incorporated and made a part of this ordinance as if wntten word for word herein, and E That the creation of the remvestment zone for commercial/industrial tax abatement with the improvements expected to be developed by B~g D Properties, Inc would be of benefit to the City and to the land to be Included in the zone, w~th the boundanes as descnbed ~n Extublt "A," after the exp~ratlon of the tax abatement agreement entered into under §312 204 of the Act, and the unprovements sought are feasible and practical, and F That the re~nvestment zone as defined m Exhibit "A" and shown on Exhibit "B" meets the criteria for the creation ofa relnvestment zone, as set forth ~n §312 202 of the Act, since It IS, "reasonably hkely, as a result of the designation, to contribute to the retention or expansion of pnmary employment or to attract major investment in the zone that would be a benefit to the property and that would contnbute to the economic development of the Mumc~pal~ty," and G That the relnvestment zone as defined in Exhibit "A" and shown on Exhibit "B" meets the cntena for the creatton of a remvestment zone as set forth in the Denton Policy for Tax Abatement and the expected improvements in the boundaries of the zone are expected to en- hance slgmficantly the value of all taxable real property located w~thin the relnvestment zone SECTION 4 That pursuant to §312 201 of the Act, the City, through its City Councd, hereby creates a remvestment zone for commercial/industrial tax abatement encompassing only the area described by the metes and bounds description ~n Exhibit "A" attached hereto and as shown on Exhibit "B" attached hereto and such relnvestment zone is hereby designated and shall hereinafter be designated as Reinvestment Zone No III, City of Denton, Texas SECTION 5 That Relnvestment Zone No III shall be effective as of January 1, 2001, and shall terminate five years from that date, on December 31, 2005, unless extended for an additional five year term or unless earlier terminated by action of the City Counml in accordance with §312 203 of the Act SECTION 6 That to be eligible for tax abatement, a commercIal/~ndustnal project shall A Be located wholly within the zone established herein, B Meet the reqmrements of the Denton Tax Abatement Policy, Page 3 of 6 C Not ~nclude property that ~s owned or leased by a member of the C~ty Counml of the C~ty of Denton, or by a member of the Planmng & Zomng Commission, D Conform to the reqmmments of the C~ty's zomng ordinance and all other apphcable laws and regulations, and E Have and mmntmn all land located w~thln the designated zone, apprmsed at market value for tax purposes SECTION 7 That written tax abatement agreements w~th property owners located w~th~n the zone shall prowde the terms regarding duratmn of exemption and share of taxable real property and/or tangible personal property located on the real property for taxation as approved hereunder, as shown below A Duration of exemption from two years to ten years depending on the value of the structures and real property ~n accordance w~th the Denton Tax Abatement Pohcy, beg~nmng w~th and including January 1, 2001, and B Share of taxes abated - 100% of taxes on the total value of apprmsed real property improve- ments which are added, provided, however, nothing here~n shall prevent any other taxmg umt that includes m ~ts boundanes real property that ~s mcluded m the remvestment zone from en- tenng ~nto a tax abatement agreement w~th a d~fferent share of taxes abated on the total value of apprmsed ~mprovements whmh are added, m accordance w~th the reqmrements of chapter 312 of the Act SECTION 8 That any written agreements authorized under th~s ordinance must include prows~ons for A Listing the kind, number, and location of all proposed ~mprovements of the property, B Access to and authonmng the inspection of the property by mummpal employees to ensure that the ~mprovements or repairs are made ~n accordance with the specfficatmns and cond~- taons of the agreements, C Limiting the uses of the property, consistent w~th the general purpose of encouraging devel- opment or redevelopment of the zone dunng the period that property tax exemptions are ~n effect, D Recaptunng of property tax revenues lost as a result of the agreement ~f the owner of the property fmls to make the ~mprovements or repairs as prowded by the agreement, E Contalmng each term agreed to by the owner of the property, F Requmng the owner of the property to certify annually to the governing body of each tatung unit that the owner is m comphance w~th each appheable term of the agreement, Page 4 of 6 G Providing that the governing body of the munlclpahty may cancel or modify the agreement ~f the property owner fails to comply with the agreement, H Provide that the owner of the property enters into a long-term agreement of not less than five years In duration to receive Its electrical utlhty service from Denton Mumclpal Electric, and I Provide that the Tax Abatement and Agreement is contingent on the property owner - Big D Properties, Inc - acqumng the property described herein and in Exhibit A on or before De- cember 31, 2000, and pmwdmg satisfactory evidence to the City, through its City Manager and City Attorney, that the Owner has good fee simple title to the property w~tinn ten (10) days of the date at acquires the property J Contain any additional terms and condltmns which the City Council deems are necessary, in accordance w~th §312 205 of the Act, and that are negotiated with the owner of the property Provided, however, nothing hereto shall prevent other taxing umts, who include m their boundartes real property within the relnvestment zone, from negotmtlng terms and condlt~ons that are d~fferent from any municipal tax abatement agreement, so long as the mandatory terms and conchtlons required by §312 205 of the Act are included SECTION 9 That the C~ty Counc~l further directs and designates the C~ty Manager and the Director of Economic Development as haasons for commumcat~on w~th regard to all matters pertaining to the Zone, mcluchng, without limitation, the development of the amendment of the current Denton Tax Abatement Policy if necessary, the negotiation of tax abatement agreements w~th industries, commercml enterprises, and other businesses ehg~ble for tax abatement under the Tax Abatement Pohcy and for communication with other taxing entitles and the Joint Tax Abatement Committee SECTION 10 That all ordinances or parts of ordinances m force when the provisions of tins ordinance became effectave which are inconsistent or in conflict with the terms or pmvlsmns contmned m this ordinance are hereby repealed to the extent of any such conflict SECTION 11 That if any section, paragraph, clause, or prowslon in this ordinance, or application thereof to any person or clmumstance is held invalid or unenfomeable, the invalidity or unenforceablhty of such section, paragraph, clause, or provlsmn shall not affect any of the re- ma~mng pomons of this ordinance SECTION 12 It is hereby found, determined, and declared that a sufficient wntten no- t~ce of the date, place, hour, and subject of the meeting of the City Council at winch tins ordi- nance was adopted was posted and placed and conveniently accessible at all times to the general pubhc at the C~ty Hall of the City for the time required by law, preceding this meeting, as re- quired by the Open Meetings Act, Tex Gov't Code Ch 551, and that tins meeting was open to the public as required by law at all times dunng which this ordinance and the subject matter thereof has been d~scussed, considered, and formally acted upon The C~ty Council further ratl- Page 5 of 6 ties, approves, and confirms such written notice and contents posting thereof The City Council further finds that a quorum was present at such meeting SECTION 13 That the contents of the notice of public heanng, which heanng was held before the City Council and before the passage of this ordinance on October 3, 2000, the pubhca- tlon of said notice is hereby ratified, approved, and confirmed SECTION 14 That th~s ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the day of ., 2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY -8- Page 6 of 6 EXHIBIT "A" ' NOTICE OF PUBLIC HEARING PUBLIC NOTICE IS HEREBY GIVEN THAT THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, WILL HOLD A PUBLIC HEARING TO ALLOW INTERESTED PERSONS TO SPEAK AND PI~ESENT EVIDENCE FOR OR AGAINS F THE ESTABLISHMENT OF REINVESTMENT ZONE !1I FOR COMMERCIAL AND INDUSTRIAL TAX ABATEMENT PURPOSES THE PURPOSE OF THE ZONE IS TO AFTRACT THE BIG D PROPERTIES, INC PROJECT AND SIMILAR INDUSTRIAL AND COMMERCIAL BUSINESS ENTERPRISES TO THE CITY OF DENTON, CREATE JOBS, EXPAND THE LOCAL TAX BASE, AND TO A FTRACF MAJOR INVESTMENT IN THE ZONE THAT WOULD BE A BENEFIT TO TIlE PROPERTY AND THAT WOULD CONTRIBUTE TO THE ECONOMIC DEVELOPMENT OF THE CITY THE PURPOSE OF THE HEARING WILL BE TO DETERMINE WIIETIIER THE IMPROVEMENTS SOUGHT ARE FEASIBLE AND PRACFICAL AND WOULD BE A BENEFIT TO THE LAND INCLUDED IN THE ZONE AND TO TIlE CITY AFTER EXPIRATION OF THE TAX ABATEMENT AGREEMENF THE PUBLIC HEARING WILL BE HELD IN ACCORDANCE WITH CHAPTER 312 OF THE TAX CODE. ALL INTERESTED PARTIES, INCLUDING RESIDENTS OF THE PROPOSED ZONE, ARE ENCOURAGED TO PRESENT THEIR VIEWS AT THE ttEARING THE PUBLIC HEARING WILL BE HELD ON OCTOBER 3, 2000, AT 6 00 P M IN THE CITY COUNCIL CHAMBERS AT CITY HALL AT 215 EAST MCKINNEY STREET, DENTON, TEXAS REINVESTMENT ZONE III WILL BE COMPOSED OF APPROXIMATELY 189 256 ACRES OF LAND AT 3940 N ELM IN THE CITY OF DENTON, TEXAS THE REINVESTMENT ZONE IS MORE PARTICULARLY DESCRIBED AS FOLLOWS: "BEING ALL OF LOT 1, BLOCK 1 OF THE TEXAS INSTRUMENTS ADDITION, AN ADDITION TO THE CITY OF DENTON, TEXAS ACCORDING TO THE MAP THEREOF RECORDED IN CABINET G, PAGE 48 OF THE MAP AND PLAT RECORDS OF DENTON COUNTY, TEXAS SAVE AND EXCEPT THOSE PORTIONS CONVEYED TO THE STATE OF TEXAS BY DEED RECORDED IN VOLUME 4212, PAGE 2081, REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS" Agenda No O~- (~ , AGENDA INFORMATION SHEET Agenda Item ~;~ Date I ~3.'0.0~3 AGENDA DATE' October 3, 2000 DEPARTMENT Planning Department . /~ CM/DCM/ACM: David Hill, 349-8314 SUBJECT - A- 100 (Forester Tract) Hold the second of two pubhc heanngs regardtng a proposed voluntary annexation of an approximately 37 8 acre tract of land located southeast of the comer of Teasley Lane and Hickory Creek Road in the extraterrltonaljunsdlctlon of the Ctty of Denton, Texas (A-100) BACKGROUND The applicant has requested that the property be annexed The property ts currently undeveloped and is completely surrounded by property wlttun the City's limits The developer's stated purpose of the annexation ts to create a Planned Development wtth commemtal, office and residential uses, in addition to a school stte The zomng at the time of annexatton will be Agricultural (A) The developer has submttted a zoning plan under separate petition The development, as proposed, would also reqmre the approval of a comprehensive plan amendment The Teasley Lane Traffic Study has ]nchcated a need for retail servmes tn thts general area tn order to reduce travel demand caused by trips to ex]sting retoal at 1-35E and Ldhan Mtller or ]n Connth The development as proposed will reqmm public improvements The followzng ts a preliminary list of those tmprovements which may be triggered by the platttng process I 1 RJght-of-way dedication along Teasley FM 2181 2 Raght-of-way dedlcatmn for future extension of Hmkory Creek 3 Partmlpatlon tn a future traffic stgnal at Teasley and Hmkory Creek 4 Construction of internal streets 5 Construction of sidewalks along all pubhc streets 6 Extension ofpubhc utlht]es to servme the development 7 Possible upslzmg of existing public utilities 8 Installation of fire hydrants 9 Dedication ofpubhc utlhty easements Any resldentml development of the property would be subject to the land dedacatton porhon of the Park Dedication Ordinance (Ord 98-039) Although an apphcatton for platting has not been submitted, if platted prior to annexation the proposed development would be exempt from the park development fees of the Park Dedmatlon Ordinance, because tt ts located tn the ETJ If tt were within the City, park development fees ($187 per restdenttal lot and/or unit) would be collected when bmldmg permits were Issued In accordance with the City's annexation pohcy plan, approved tn June 1993, the City will "assess on a case by case basis the annexation of areas tn the ETJ when significant developments are proposed" STAFF RECOMMENDATION The Denton Plan anticipates flus property to be within a Neighborhood Centers area Since this property is outside the city limits, annexation is the logical step to ensure development consistent with The Denton Plan This annexation would consolidate the city's jurisdiction by eliminating a "hole" m the City's land area and provide the City of Denton the anthonty to regulate land use based upon zoning classification Therefore, staff recommends that the City Couned conduct a thorough analysis regarding this request for annexation PRIOR ACTION/REVIEW (Council, Boards, Commissions) September 5, 2000 City Council institutes annexation proceedings September 26, 2000 City Council holds first public heanng on proposed annexation September 27, 2000 Planning and Zomng Commission holds a public heanng on the proposed annexation and recommends approval (7-0) FISCAL INFORMATION None at this time OPTIONS 1 Approve as submitted 2 Approve with conditions 3 Deny 4 Postpone consideration 5 Table item ATTACHMENTS 1 Location Map 2 Zoning Map 3 Utility Map 4 Denton Mobility Map 5 Annexation Schedule 6 Service Plan 7 Departmental Service Analyses 8 Petition for Annexation Respectfully submitted w~', AICP Director of Planning and Development Prepared by /~plh°annmcarS iB -G-ray J ATTACHMENT 1 ~ NORTH -100 (Forester Tract) LOCATION MAP II Agenda Date September 26, 2000 Scale. None 5 ATTACHMENT 2 ~ NORTH A-100 (Forester Tract) ZONING MAP Agenda Date. September 26, 2000 Scale: None ATTACHMENT 3 ~ 100 (Forester Tract) NORTH SITE UTILITIES MAP · Hydrants .... Water Line (W L ) .... Sewer Line (S L ) II Agenda Date: September 26, 2000 Scale. None ATTACHMENT 4 ~ NORTH A-100 (Forester Tract) SITE DENTON MOBILITY PLAN MAP Freeways Primary Major Arterials · " ',,,,' Secondary Major Arterials Collectors Agenda Date: September 2§, 2000 Scale None ATTACHMENT 5 A-100 ANNEXATION SCHEDULE July 6, 2000 Staff receives annexation pebbon September 5, 2000 City Council receives a prehm~nary assessment, g~ves d~rect~on to staff and considers approval of a schedule for pubhc heanngs regarding the proposed annexabon a PrellmlnaryAnnexat/on Assessment prepared a Annexatlon Schedule prepared September 15, 2000 Nobce pubhshed ~n Denton Record-Chromcle for first pubhc heanng ~ Annexabon Study prepared and avmlable for pubhc review r~ Serwce Plan prepared and available for pubhc review September 16,2000 Nobce pubhshed in Denton Record-Chromcle for Planmng and Zoning Commission pubhc heanng September 26, 2000 C~ty Council conducts first public heanng · Pubhc nobce must be no less than 10 days and no more than 20 days before pubhc heanng September 22, 2000 Nobce pubhshed ~n Denton Record-Chromcle for second C~ty Council public heanng September 27, 2000 Planmng and Zomng Commission holds a pubhc heanng and considers making a recommendation to the C~ty Council regarding the proposed annexabon and the proposed zomng · Pubhc not~ce must be no less than 10 days before pubhc heanng October 3, ~O~O second public hearing, · mast be no less than 10 days and no more than 20 October 24, 2000 C~ty Council by a four-fifths vote ~nst~tutes annexation proceedings Special Called Session F~rst reading of annexabon ordinance · Action must be more than 20 days after the second public heanng but less than 40 days from the first pubhc heanng October 27, 2000 Pubhcat~on of annexation ordinance ~n Denton Record-Chromcle · Send text to paper by October 18 to ensure ~nclus~on November 28, 2000 C~ty Council by a four-fifths vote takes final action Second reading and adoption of the annexation ordinance C~ty Council considers approval of zoning request · Council acbon must be more than 30 days after pubhcabon of ordinance and less than 90 days after council ~nsbtutes annexation proceedings 7. ATTACHMENT 6 ANNEXATION SERVICE PLAN CASE NUMBER A-100 (Forester Trac0 AREA approximately 37 $ acres LOCATION Southeast of intersection of Teasley Lane (FM 2181) and Hickory Creek Mumcipal services to the site dascnbed above shall be furmshed by or on behalf of the City of Denton, Texas, at the following levels and in accordance voth the following schedule A Police Protection 1 Pohce service, including patrolhng, response to calls, and other routine functions, will be prowded to the property within sixty (60) days after the effective date of the annexation using existing personnel and equipment B. Fire Protection 1 Fire protection (wiflun the limits of exrstmg hydrants) and emergency medical services will be provided to the property wlthm s~xty (60) days after the effective date of the annexation using existing personnel and eqmpment C. Solid Waste Collection 1 Solid waste collection service w~ll be prowded to the property within sixty (60) days after the effective date of the annexation using exmtmg personnel and equipment D Water/Wastewater Facilities Mmntenance of water and wastewater fac~hties m the area to be annexed that are not within the service area of another water or wastewater utility will be begin wltlun sixty (60) days after the effective date of the annexation using existing personnel and equipment E. Roads and Streets 1 Maintenance of roads and streets, including road and street hghtmg, m the area to be annexed wall begin within sixty (60) days after the effective date of the annexation using existing personnel and equipment F. Parks and Recreation Facilities 1 Maintenance of parks, playgrounds, sw~mm,ug pools, and other recreational facilities in the area to be annexed will begin w~thm suxty (60) days after the effective date of the annexation using existing personnel and eqmpment However, there are no existing parks, playgrounds, swimming pools, and other recreational facilities in the area d I00 %t.~,fce Plan do~. 8. ANNEXATION SERVICE PLAN (A-100) Forester Tract G. Electric Fa¢ihties 1 Electric utd~ty serwce w~ll be prowded w~flun mxty (60) days after the effective date of the annexation using emstmg personnel and equipment H. Library Services 1 Library services w~ll be prowded w~thln sixty (60) days after the effective date of the annexation using ex~stmg personnel and eqmpment I. Code Enforcement, Building Inspections and Consumer Health Services 1 Code enforcement, bmld~ng inspections and consumer health services w~ll be provided w~thin s~xty (60) days after the effective date of the annexation using ex~stmg personnel and eqmpment J. Planning and Development Services 1 Planmng and development serrates will be prowded w~tlun mxty (60) days after the effective date of the annexation using ex~stmg personnel and equipment The Planmng and Development Department currently prowdes services flus property by way of admimstration of Chapter 34 of the Code of Ordinances, concermng subd~wmon and land development regulatlnnS K. Capital Improvements Program (CIP) The CIP of thc city ~s pnont~zed according to the following gu~dehnes (1) Prowslon of Capital Improvements as compared to other areas will be based on characteristics of topography, land utilization, population density, magnitude of problems as related to comparable areas, established techmcal standards and professional studies (2) The overall cost effecttveness of providing a specific facd~ty or ~mprovement The annexed area will be considered for CIP ~mprovements m the upcoming CIP plan Thts property w~ll be conmdered according to the estabhshed guidelines 4 I00 Annexation Ser~t~ Plan 9. ATTACHMENT 17 SERVICE ANALYSIS A-'I 00 ENGINEERING AND TRANSPORTATION 1 What roads, bridges and other transportabon faclht~es will be ~mpacted by th~s proposed annexation and development in terms of needed improvements or upgrades? Name and location Tvce of Improvement ADDrommate Cost FM 2499 Construcbon & R~ght of way Ded~cabon $485,000 O0 Teaslev Lane R~ght of Way Ded~cabon/Capac~t¥ Improvements $75,000 Hickory Creek Road Construction & R~clht of Way Dedication $950 000 O0 2 Are any of these Improvements presently scheduled to be done at state or federal expense? yes If yes, please identify facihty and anticipated date ~mprovements will begin The C~ty of Denton is currently worktn(~ w~th TXDOT and is offenn~ to ~art/clDate in the W~dening of Teaslev Lane Th~s prolect has an estimated brae frame of 6 to 8 years TKDOT is also performm.q the Environmental Study for the construction of FM 2499 City ~)arbclpabon has been proposed for that protect as well That Dro~ect has an 8 to 10 veartlme frame 3 W~II additional equipment and facilities be needed as a specific result of this annexabon and development? No if yes, what type of equipment or fac~hty? N/A 4 Please comment on the cumulative impact of annexation and development At what population level would additional equipment be reqmnd? In orderto maintain the current level of serwce, an addttional employee would be needed for each 1700 residents Is there an accepted equipment to populabon rabo that can be used for planning purposes? N/A Is there an accepted employee to population ratio that can be used for planmng purposes? The current rabo of Emolovees m the En(~/neenn~ & Transoortabon Department to ~o~ulatton ts 1 to 1700 We do not ant/c/pate the need to add add~tional staff due to annexabon of the ~ro~ertv based on the Dro~osed zon/nc/ The ~)ro~oaed zoning would allow retall, office and school uses In addrt~on, only a small amount of addtbonal ~ubltc street is eroDosed Additional Comments Constructton of I/3 of hickory Creek road, ~n addition to ~ of the nght of way dedtcation WOuld be requtrad of the developer for the development of thts tract The develoeer would also be required to dedicate right of way for FM 2499 and an add~tional 10 feet of noht of way on Teaslev Lane Based on a Traffic Imf)act Analysts, the developer may be reou/rad to ~rovlde caeacit¥ ~mprovements on Teasle¥ Lane Person to contact If there are questions, Dawd Salmon, PE, City Engineer 9/21/00 Transportation Analysis doc !0. Service Analysis A-100 FIRE 1 Fire and Bmergency Medical Services can be prowded to the area from Station Slx, located at 3232 Teasley lane 2 Estimated response time 4-$mlnutes 3 Appropnate response time in the city 4 minutes T~ls annexation would not adversely effect Fire Department operations Ctnef$ones 349-8115 WATER/WASTEWATER SERVICE PLAN 1 What as the nearest Caty of Denton water hne9 The nearest Caty of Denton water line (shown m Exhibit I) is located along Teasley Lane. The size of the existing water line is 8-tach The existing line Is located on the west side of Teasley Lane and extends south past the proposed annexation area 2 What Is the nearest Caty of Denton sewer hne9 There are no existing City of Denton samtary sewer lines that could serve the proposed annexation area However, a 15-inch gravity samtar3, sewer line as scheduled to begin construction in October 2000 This proposed samtary sewer line vall provide service for various developments along Teasley Lane Comdor including the proposed annexation area This alignment (shown m Ex.habit 1) xxall be located on the east side of Teasley Lane ilowlng an a southerly direction This samtary sewer line would be available for serwee by February 2001 3 According to the City of Denton master plan what type of lines and faclht~es would be required for tbas area and when are those lines and facilities proposed for construction Water Distribution System Master Plan: The Water Distribution System Master Plan shows no future water lines xxathm the proposed annexation area However, the proposed annexation area can be served by tapping into the ex~stlng 8-~nch water main 12. Wastewater Master Plan The Wastewater Distribution System Master Plan shox~ no future samtary sewer lines w~thm the proposed annexation area However, the proposed 15-tach samtary sewer lme will have the capactty to accommodate the proposed annexation area 4 Are there any City of Denton lines included tn the proposed annexation9 There are no utfltty hnes located vntlun the proposed annexation area However, an g- tach water llne ts m the exastmg Pdght-of-way and a proposed 15-tach sewer lme vail be located w~thm the emstmg Pdght-of-way of FM 2181 (Teasley Lane) adjacent to the proposed annexaUon area 5 Please comment on cumulative tmpact of annexation and development The unpact of annexation and development of the subject u'act can be accommodated by the 8-tach water lme located along Teasley Lane and the proposed 15-meh samtary sewer lme located along the frontage of the proposed annexatton area No addittonal eqmpment will be needed for water or wastewater to serve the annexation area If you have any questtom, please contact the person below P S Arora, P.E Engmeermg Admimstrator 9/19/00 Person to contact tf there are questions 13. DRAINAGE SERVICE PLAN 1 Currently one-half of the drainage flows toward Teasley Lane and the other half drains to the east ~nto a small natural stream, whmh flows to the south 2 Research ~nto City's records ~ndmates that no drainage improvements, including storm sewer or channels, ex~st on the property Therefore, maIntenance of drainage fac~ht,es will be m~mmal 3 Due to Its location in the watershed, detention of storm water w~ll be required for the portion of the property that drains to Teasley Lane at the t~me the tract develops 4 Development of a new subdivision would be subject to the C~ty's Drainage Criteria, subdivision regulations, and Interim regulations 14. SERVICE ANALYSIS Southeast of Teasley and Hickory Creek Intersection PARKS AND RECREATION 1 What neighborhood park and recreabonal fac~l~bes are currently serving th~s area or are capable of serving this area If annexed and/or developed (federal, state, or local)? None are within the proposed annexation. The closest Denton Parks property to the proposed annexation area are Cross Timbers Park, 1.33 miles, Brlercllff Park, 1.73 miles, Wind River Park, 2. ~6 miles, and South Lakes Park, 2.75 miles Current residents will be able to use existing City of Denton parks, facilities and programs. 2. What proJects and/or equipment w~ll be needed to adequately serve this area ~f annexed and/or development based on the parks and recreabon master plan or similar standards? The 2000 Denton Park and Recreation Master Plan Indicates a need for a Community Park in the general area of the proposed annexation. Service Standards Neighborhood Parks 2 5 acres per 1,000 population (to be dedicated at time of development) 5 acres minimum size (by developer) cost per acre Commumty Parks 3.0 acres per ~,000 population 30 acres minimum 3 How much additional funding w~ll be needed for maintenance if additional park facil~t~es are developed to serve this area? $'172,700.00 Service Standard. Based on $3,4~4 (developed) cost per acre 4 How many additional personnel would be needed to properly serve this area if annexed and developed? Two Service Standards 0.5 to 0.7 FTE additional personnel per 1,000 populabon (depending on type of service) $38,000 per year cost per additional personnel Additional Comments: If the school district constructs a new school in the area of the annexabon, the City Parks and Recreation Department will attempt to coordinate placement of park facilities adjacent to school property Bob Tickner, Superintendent of Park Plannin,q and Development Person to contact if there are questions Date 9-11-00 SERVICE ANALYSIS A-100 LIBRARY 1. If annexed, can antic~pated service demands be met using existing materials, facihtles, and personnel? Yes 2 If not, how many add~tional employees and what type of faclhtms and materials will be needed to provide services? 3 Estimated additional funding needed strictly based on proposed annexation and development 4 Please comment on the cumulative Impact of annexation and development At what population level would another hbrary faclhty be required? 71,500 Is there an accepted clmulation to population ratio that can be used for planning purposes? 6.4 ~er caoil;a Is there an accepted employee to population ratio that can be used for planning purposes? Staff: one full-time eqivalent.(FTE) per 2000 population Professional librarians: comprise one-third of FTE staff , Additional Comments. ereon to COntact if there are questions Date /-- A-1 O0 Service Analysis 16 ' SERVICE ANALYSIS A-100 SOLID WASTE 1 Is res~denbal sohd waste servme avadable to the proposed area for annexabon? ¢ 2 Is commercial sohd waste service avadabie to the proposed area for annexabon? 3 What is the esbmated cost to prowde th~s area w~th solid waste service? Equipment and Maintenance ~- ~r~- ¢V'r",~v ~'~r~b.~'~ ~rr~.~-~ ~r~, Personnel 4 What is the typical revenue collected per Household Commercial Business 5 Wdl add~bonal equipment be needed to sewe th~s area ~f annexed or developed? Type of Equipment Cost of Eqmpment .~/~ 6 Wdl additional employees be needed to se~e th~s ama ~f annexed or developed? Type of Employees Number of Employees 7 Please comment on the cumulabve impact of annexation and development At what population level would add~bonal equipment be mqu~md? Is there an accepted equipment to population rabo that can be used for plan?ng purposes? ~ yX~ ~c~ ~ .~/~p ¢ ~ .~,~ g~T ~lo~/ro~, Is there an accepted employee to populabon mtso that can be used for planmng purposes? ~'. ~ Additional Comments P-ersoH to cohtact ~f there~are questions Date A-100 Service Analys~s 17 Denton I.S.D. SERVICE ANALYSIS Service Area Analysis A-100 (Southeast of Intersection of Teasley and Hickory Creek) 1. If annexed, can anticipated service demands be met using existing materials, facilities and personnel? Elementary- DISD is currently negotiat~ng a contract on 18 + acres for a future elementary school s~te DISD anticipates that the school will be opened in 2006 M~ddle - Students may be served w~th existing facilities and personnel Hl~,h - Students may be served with existing faethtles and personnel 2. if not, how many additional employees and what type of facilities and materials will be needed tO provide services? Elementary School Staffin~ 75 · Pubhc Improvements $ 491,000 · Pnvate Improvements $ 599,000 · Maximum Estimated Total $ 1,090,000 · Proposed Property Purchase Price $ 557,100 · School Constructwn Cost $11,000,000 3 Estimated additional funding needed strictly based on proposed annexation and development. N/A 4. Will projected school taxes from this development prowde that additional funding? Commercial Development west of proposed school s~te would provide additional tax revenues Amount will be based on type and scope of commercial development 5. Please comment on the cumulatave impact of annexation and development. Th~s proposed annexation and development ~s located in the southern port~on of Denton I S D Estimated Impact within Attendance Zone. N/A 6. At what population level would school facilities be required for the City of Denton? New faclht~es are designed to accommodate the following Elementary- 650 Student Functional Capacity Middle- 1,000 Student Functional Capacity High - 2,000 Student Functional Capacity 7. Is there an acceptable employee to population ratio that can be used for planning purposes? Elementary - 22 Students per Teacher Middle - 28 Students per Teacher H~gh- 28 Students per Teacher also certifies t~t the ~o1%o~1~ requ~re~ tn~o~tLon conce~n~ t~e City o~ Oonton. t. ~, ~e~t~ton %et~ tntt~t~ b~ o~er(g) or ~orLt7 o~ res~ster~ voters or tho &pptic&~t? ........ a~ex&tton? ~ .... O~ the req~eot? ~ Pleese provide & Senerat dec,rip,ion of the~e t~ ~ees t~etu~t~ the ~(o) o~ bus~nesses, tf ~n~ . . Ohtldr~ ~ ~er o~ ~eltstere~ vcters~ ~ ,, Yu~ Ko ~ If ~e., please ex~l&tu the O~oce6ureo begun 7. Ooem a ~ter mu~pty ~tmt~tet l~e ~tht~ th, ~unda~em o~ the a~ea ~cv ~c~ of ~er~%or~ propome6 ~o~ &~nexatton te tnelu~e~ tn zo~t~ 19 ~eque.t~... _~.~. ~ ~_D. -__ ' . 5.1 2O Aoendal~o ' bate /~/,-¢'/ AGENDA iNFORMATION AGENDA DATE October 3, 2000 DEPARTMENT Community Development Department ACM, David Hill, Assistant City Manager, Development Serwces SUBJECT Consider adoption of an ordinance authorizing the Mayor to execute a Tax Abatement Agreement w~th Big D Properties, Inc setting forth all the required terms of the Tax Abatement Agreement in accordance w~th the terms of Chapter 312 of the Texas Tax Code, setting forth the various conditions precedent to Big D Properties, Inc receiving the tax abatement, and further authorizing the Mayor to execute an Electric Service Agreement between the C~ty of Denton, Texas and B~g D Properties, Inc, prowdmg for a severabfllty clause, and prowdmg an effective date BACKGROUND Mr Michael Kevhn of Big D Properties, Inc submitted an apphcat~on for tax abatement on June 22, 2000 The project ~nvolves the purchase and redevelopment of the Texas Instruments facility located at 3940 North Elm, Denton, Texas Mr Kevhn has a pending contract for the purchase of the bmldmg whmh expires October 8, 2000, and has requested tax abatement as prowded in our Tax Abatement Policy for abandoned buildings The bmldmg has been vacant for e~ght years and has s~gmficantly dechned m value since that t~me Page 5 of this backup prowdes a detailed h~story of apprmsed value Mr Kevhn plans to purchase the facility and revest an add~tmnal $5 mflhon to renovate the braiding He has requested that we freeze the taxes on the value of the building for a period often years Any increases in land value or eqarpment value as a result from locating tenants wotfld not be ehglble for abatement Any expansmn of the ex,sting facility or construction of new facilities on the property are not eligible under this agreement Should Mr Kevhn later decide to expand the facahty and w~sh to receive an abatement, he would be reqmred to submit another tax abatement applacat~on for consideration Property Tax Value Affected by Tax Abatement Request The The Existing Future Eqmpment/Furmture Land Budding Construction and Contents Not Not Current Value affected affected N/A N/A Not Not Not Future Value affected Abated affected affected -1- The abatement ~s requested to assist the future owner ~n the renovation of the bmldlng and the ability to prowde competitive lease rates The following "Pro's and Con's" have been d~scussed by the Joint Tax Abatement Committee and presented to Councd at the September 26, 2000 meeting Pro's · New tax value Redevelopment of the bmldmg and tenant locations would marease property tax revenues · Stops property tax dechne The property has dechned by over $17 7 mdhon m value m the last eight years due to the fact ~t has been vacant Occupation of the braiding would stop the dechne m value and possibly encourage other development m the area · Property remains on tax rolls. At least three non-profit schools have contacted the broker and have made offers on the fac~hty The purchase of the property by B~g D Properties would ensure the fac~hty remains on the tax rolls even ff ~t were later leased to a non-profit organization · Prowdes needed space The Chamber of Commerce has received hundreds of requests for 100,000 square feet or less office, hght ~ndustnal and distribution space over the last few years The project prowdes space that was not prewously avmlable · Creates new Jobs · Pubhc op~mon. Many citizens have expressed dlsappmntment that the TI bmld~ng ~s st:ll empty and have stressed the need to find a new occupant Con's' · Who are tenants* Smee the tenants are unknown at th~s t~me, we do not know the types businesses that w;ll locate m the budding We do not know the value of the eqmpment, furniture and fixtures that w~ll be coma:ned m the bmldmg · New Jobs. Since we do not know who the tenants w~ll be, we cannot know the number and types ofjobs created as a result of the project Wall they be h~gh- skdled, high-paying jobs9 · How much abatement* Smee we cannot know how much the budding wall increase m value, we cannot know exactly how much the abatement wtll be · Pubhc op~mon Tax abatements are not popular ~ncent;ves Thresholds The thresholds set m the proposed agreement are necessardy different from thresholds set m prewous tax abatement proposals Investment The owner will have three years to revest the $5 m;lhon dollars reqmred for renovation Although a s~gmficant amount of money w~ll be reqmred to generally upgrade the fatality, the majority of the estimated $5 mdhon wdl be spent as leases are s~gned and space needs are defined If the owner invests less than $2 5 mflhon by either -2- the first or second year, he w~ll recetve no abatement If the owner ~nvests at least $2 5 w~thm the first two years, he wall receive a proportmnal abatement Examples 1 The owner invests $1 mdhon m 2001 He receives no abatement for 2001 2 The owner ~nvests $2 5 m~lhon by 2002 He receives 50% abatement of any new value on the bmldmg for 2002 ($2 5 unlhon being 50% of $5 unlhon) 3 The owner invests $5 mflhon by 2003 He receives 100% abatement of any new value on the bmldmg for years 2003 - 2010 If the owner does not revest at least $5 mdhon to renovate the fac~hty by December 31 2003, the agreement ~s termmated and he must repay any abatements received ~n 2001 and 2002 plus 8% ~nterest on the amounts received Occupancy The owner ~s also reqmred to occupy or lease the fac~hty If the budding ~s vacant for more than 20% of the agreement period, he must repay any abatements received plus 8% ~nterest on the amounts received Denton Municipal Electric The facility is currently servmed by Denton Mummpal Electric (DME) The apphcant wtll sign an agreement w~th DME stating he wall not allow the extension of service hnes to facthty by any other electric servme prowder for a period of five years Fmhng to meet any terms of the DME agreement wall termanate the tax abatement agreement, and any abatements received must be repmd wath 8% interest Proof of Ownership The agreement ~s contingent upon the apphcant purchasmg the facd~ty no later than December 31, 2000 Mr Kevhn has ~ndmated he plans to form a hm~ted partnership (Denton Business Park) that wall own the property He will be the President of the corporate general partner in the partnership ESTIMATED SCHEDULE OF PROJECT Approval of the agreement will allow Bag D Properties, Inc tmtd December 31, 2000 to prowde proof of ownership of the fac~hty and to s~gn the agreement Approval by C~ty Councd will pernut the Denton Independent School D~stnct and Denton County to also consider entering into tax abatement agreements OPTIONS 1 Approve agreement as presented 2 Approve agreement w~th amendments 3 Deny approval of agreement PRIOR ACTION/REVIEW The Jomt Tax Abatement Committee reviewed the apphcant's proposal at their July 13th, July 26th, August 17th and August 25th meetings The Committee recommended the request be forwarded for consideration by the C~ty, DISD and County -3- The tax abatement apphcatlon and agreement were dascussed at the September 26, 2000 Caty Council meeting Councd dtrected staff to proceed with the agreement as presented FISCAL INFORMATION The apphcant requests that taxes on the emstang valuataon of the braiding be frozen for ten years Currently ~mprovements are valued at $6,812,598 Taxang entat~es would contanue to receive revenues on this amount as well as revenues on exastlng and future valuataons of land and eqmpment/fumature To allustrate what the abatement maght look hke, a scenario beganmng at the current value and escalating to estamated maximum value ~s provided on page 6 of the backup Of course, the taxable value m~ght escalate at a qmcker or slower rate or it may or may not reach the estimated mammtun The example ~s for anformatlon only and as not considered rehable data We have submitted the tax abatement apphcat~on and draft tax abatement agreement to F~rst Southwest Company, the City of Denton's financml adwsors They have prowded a letter (Page 7) stating that, an thear oplmon, the project poses little risk to the City EXHIBITS Ordanance Agreement w~th the following exh~bats Exhablt A - Tax Abatement Pohcy Exhab~t B - Legal notme wath property description and map Exhibit C - Apphcatlon Exhibit D - Ordinance Denton Mtmmapal Electric Agreement Respectfully submitted Landa Ratllff, Darector Community Developmen~ D~partment -4- SOUTHWEST Septembcr 21, 2000 Mr Mmhacl W Jcz Ctty Manager City of Dentun 215 East McKmney Denton. TX 76201 Re Bid D Prope~las Inc Proposed Tax Abatement Dear Mtke On behalf of the Cit~ of Denton, we have examined the Tax Abatement Apphcatlon submitted by Make Kevhn of Big D Prepares, lnc and the proposed Tax Abatement Agreement for the Texas Instruments Building (the -Building") The Agreement stat~ that the proposed abeteme~tt would apply only to an), new value created above the existing value of tho Braiding and would exclude the land and an}, personal propert7 'I'be tO year abatement on 100% of the incremental value mdhon Of renuvsttens and ~nprovemants must be made to the BuLldmg pr~or to D~cember 3 t ' 2003 Mor~ spamfic~ll¥, at least $2 $ mllhoa of m~provemeets must be made prior to December 3 t, 2002 or no abate, meat will be given In addttlon, should the $5 mtlhon of ~mprovenmnts not be made b}, 2003, the Agreement w~ll be terminated and an), earned abatements must be rebated to the City Based on mformenoa provided by the Clt~, we understand that the Braiding h~s been vacant since June, 1992 We also und~sta~d that the assessed value of lbo Budding has deelmed from $16 1 mflhon m 1997 m $6 $ mflhou today Because Big D Properties ~s a pnvatel), held company and the Bmklmg will hk¢l~ becom¢~the sol© asset of a bruited ]~'taersinp, it ~s not possible to evaluate the financmi r~sourcus of the enUt7 th. at would be responsible for paym§ the pmpert7 taxes Big D has however, provided us with a list of projecls that have bann completed or am ufldar canstrust~on m the CIt7 of Denton Tbey are as folinws 'the Denton Opera House · ~fhe Denton Rathe Center The Melrose (under coustmctmn) · Old Town (uuder cons~ucflon) Given their prnvtous experience w~th tho above menUun0d projects, Big D's apparem commitment to make reeovatious end ~mprovemants to the Ti prop~t~, and the contingent nature of the abatement, the proposed Agreemout appears to pose htfle r~sk to the Shou|d,you requ~e any edthtmnal mformat~on please do not hesitate to call Sincerely, ..... David K lviedamab Lnura Alexander Senior Vice President V~eo President I wsrMetrr B, n as Sit, ce 1946 --7-- ORDINANCE NO AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE A TAX ABATEMENT AGREEMENT WITH BIG D PROPERTIES, INC SETTING FORTH ALL THE REQUIRED TERMS OF THE TAX ABATEMENT AGREEMENT IN ACCORDANCE WITH THE TERMS OF CHAPTER 312 OF THE TEXAS TAX CODE, SETTING FORTH THE VARI- OUS CONDITIONS PRECEDENT TO BIG D PROPERTIES, INC RECEIVING THE TAX ABATEMENT, AND FURTHER AUTHORIZING THE MAYOR TO EXECUTE AN ELEC- TRIC SERVICE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND BIG D PROPERTIES, INC, PROVIDING FOR A SEVERABILITY CLAUSE, AND PROVIDING AN EFFECTIVE DATE WHEREAS, on the 3~d day of October, 2000, after a pubhc heanng duly held ~n accor- dance with Tex Tax Code §312 201 (the "Act"), the City Council passed Ordmance No 2000- (the "Ordinance") estabhslung Remvestment Zone No III, C~ty of Denton, Texas as a commermal/mdustnal remvestment zone for tax abatement (the "Zone"), as authorized by Title 3, Chapter 312, Subehapter B of the Act, and WHEREAS, on the 22nd day of Sune, 2000, B~g D Properties, Ine submitted an apphea- t,on for tax abatement w~th various attachments to the C~ty concerning the contemplated use of certain property located wlttun the Zone, and WHEREAS, the C~ty Council finds that the contemplated use of the premises and the contemplated amprovements to the prermses, as ~ndacated by Big D Propertaes, Ine are eonsmtent w~th eneouragmg the development of the Zone m accordance w~th the purposes for its creation and are m eomphance with the Denton Tax Abatement Pohcy, and WHEREAS, the City Counml deems it m the pubhc ~nterest to enter ~nto a Tax Abate- ment Agreement w,th B~g D Propertxes, Ine, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the findings contmned ~n the preamble to this ordinance are true and correct and are adopted as a part of the whole ordinance SECTION 2 That the City Counml finds and determines the following 1 That the contemplated use of the premises and the contemplated ~mprovements of the prem- ises, as indicated by Big D Properties, Inc are consistent with encouraging the development of the Zone in accordance with the purposes of ~ts creation and are in compliance with the Denton Tax Abatement Pohcy 2 That the City Council finds that the improvements sought by Big D Properties, Inc wlttnn the Zone are feasible and practical and would be a benefit to the land to be included in the -8- Zone and to the Caty after the exparataon of the Tax Abatement Agreement to be entered anto wtth Big D Propertaes, Inc 3 That the Caty Councal finds that the Tax Abatement Agreement contmns all the terms wbach are mandatorily reqmred to be included in any tax abatement agreement under §312 205 of the Act 4 That, m accordance w~th §312 2041 of the Act, the Ctty Counctl finds that not later than the date on wtuch the Ctty Counml consadered thas ordanance, and not later than the seventh day before the date the Ctty enters anto a Tax Abatement Agreement with Bag D Properttes, Inc, that the Caty Manager, through the Dtrector of Economtc Development, who are hereby des- tgnated and authorized by the Caty Councal to gave such notme, dehvered to the pmstdmg of- fleer of the Denton Independent School Dastnct and Denton County a written notice that the Ctty intends to enter anto tins Tax Abatement Agreement wtth Bag D Properttes, Inc, and that thas notace ancluded a copy of the proposed Tax Abatement Agreement an substantmlly the form of the Tax Abatement Agreement attached to thas ordmance 5 That before the passage of this ordinance, the Caty Councd held a pubhc heanng an accor- dance wath §312 201 of the Act and created Re~nvestment Zone No III 6 The Caty Council finds that the property wathan Reanvestment Zone No III as abandoned property as defined an the Tax Abatement Pohcy and mqmres addatlonal lncentaves to pro- mote econonuc development that generally satasfies the reqmmments of the pohcy and the City Councal hereby waives the minimum threshold requirement wath~n the pohcy for tax abatement and authorizes a tax abatement of 100% on the increased valuataon of the im- provement m each year covered by the tax abatement agreement over the value of the prop- erty for the year m whmh the tax abatement agreement as executed as set fourth an the Agreement SECTION 3 That the Mayor, or an her absence, the Mayor Pro Tem, contangent on Bag D Propertaes, Inc acqulnng the property wathtn Remvestment Zone No III on or before October 23, 2000 and provachng satisfactory evadence of good marketable tatle to the property as set forth an the Tax Abatement Agreement, as hereby authorized to execute a Tax Abatement Agreement wath Big D Properttes, Inc, substantmlly an the form of the Tax Abatement Agreement whach ~s attached to and made a part ofthts ordinance for all purposes as ~f written word for word heretn SECTION 4 That the Mayor, or tn her absence, the Mayor Pro Tern ts further authorized to execute the attached Electric Servtce Agreement between the Caty of Denton and Bag D Prop- ertms, Inc to provide exclusive electric servtce for a period of not less than five years, in sub- stant~ally the form of the Electric Servme Agreement, whtch as attached to and made a part of tins ordinance for all purposes as af written word for word herean SECTION 5 That the C~ty Counctl hereby ~nstructs and authorizes the Caty Manager to mspect, audat, and evaluate the progress of Bag D Propertaes, Inc to determtne af tt has met all of -9- Page 2 of 3 the conditions of the attached Tax Abatement Agreement prior to the tax abatement going into effect SECTION 6 That ff any section, subsection, paragraph, sentence, clause, phrase, or word ~n th~s orchnance, or apphcat~on thereof to any person or c~rcumstance is held ~nvahd by any court of competent junsdmt~on, such holding shall not affect the vahd~ty of the remmnmg port~ons of th~s ordmance, the City Council of the C~ty of Denton hereby declares that they would have enacted such remmmng port~ons despite any such vahdlty SECTION 7 That th~s ordinance shall become effectave immediately upon its passage and approval PASSED AND APPROVED th~s the day of ,2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROV,ED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY -lO- Page 3 of 3 STATE OF TEXAS § TAX ABATEMENT AGREEMENT BETWEEN COUNTY OF DENTON § THE CITY OF DENTON AND DENTON CITY OF DENTON § BUSINESS PARK, LTD Tins Tax Abatement Agreement (the "Agreement") is entered into by and between the City of Denton, Texas (the "Caty"), duly acting herein by and through ~ts Mayor, and B~g D Properties, ][nc, a Texas corporation authorized to do busaness in the State of Texas (the "Owner"), duly acting hereto by and through its authorized officers WHEREAS, the City has adopted a resolutmn stating that it elects to be ehgthle to par- t~c~pate m tax abatement and has adopted gmdelmes and criteria governing tax abatement agree4 merits known as the Denton Tax Abatement Policy, and WHEREAS, on the 6th day of June, 2000, the City Council of Denton, Texas (the City Council") adopted the Denton Tax Abatement Pohcy (the "Pohcy") through the passage of Reso- lution No 2000-028 winch states that the C~ty elects to become ehg~ble to participate in tax abatement, winch ~s attached hereto and incorporated here~n as Exh~bat "A" and made a part of tins Agreement for all purposes, and WHEREAS, the Pohcy consmutes appropriate "gmdel, nes and criteria" govern,ng tax abatement agreements to be entered rote by the C~ty as contemplated by Section 312 002 of the Texas Tax Code, as amended (the "Code"), and WHEREAS, on the 3~d day of October, 2000, the Caty Councd passed Ordinance No __ (the "Ordinance") estabhshmg Relnvestment Zone No III, C,ty of Denton, Texas, as a commercml/mdustnal remvestment zone for tax abatement (the "Zone"), as authorized by Tatle 3, Chapter 312, Subchapter B of the Code (the "Act"), and WHEREAS, Owner owns or wall acqmre on or before December 31, 2000, certmn real property, more particularly described m Exhablt "B" attached hereto and incorporated hereto by reference and made a part of th~s Agreement for all purposes (the "Premises") located entirely w~th~n the Zone, and WHEREAS, on the 22nd day of June, 2000, Owner submitted an apphcat~on for tax abatement w~th various attachments to the C~ty concerning the contemplated use of the Premises (the "Apphcat~on for Tax Abatement"), attached hereto and ~ncorporated here~n as Exlub~t "C" and made a part ofth~s Agreement for all purposes, and WHEREAS, the C~ty Cotmcfl has found that the contemplated use of the Premises, the Contemplated Improvements (as hereinafter defined) to the Premises as set forth m th~s Agree- ment, and the other terms hereof are consistent w~th encouragmg development of said Zone in accordance w~th the purposes for ~ts creation and are ~n comphance w~th the Pohcy and the Ordi- nance and s~mflar gmdehnes and criteria adopted by the C~ty and all apphcable law, and WHEREAS, the C~ty Council has found that the terms of th~s Agreement, and the Prem- ises and Contemplated Improvements, meet the apphcable gmdehnes and criteria heretofore adopted by the C~ty Cotmcfl, wluch are set forth m the Pohcy, and WHEREAS, the City Council has found that the Premises constitute abandoned property of the type whmh require additional ~ncent~ves to promote economic development that generally satisfy the reqmrements of the Policy, and the City Council has wmved the m~mmum threshold and deterrmned that ~t ~s necessary to exceed the maximum fifty percent (50%) m tax abatement to redevelop the abandoned bmlthngs contmned w~th~n the property, and WHEREAS, written notice that the City intends to enter into this Agreement, along with a copy of this Agreement, has been furnished by the City, in the manner and by the t~me pre- scribed by the Code, to the presiding officers of the governing bodies of each of the taxing umts in which the Premises lS located, -12- Page 2 of 18 NOW, THEREFORE, the Clty and Owner for and ~n consideration of the premises and the promises contained herein do hereby contract, covenant, and agree as follows 1 CONDITIONS OF ABATEMENT A A condltlon of the Abatement (defined below) ~s that, by December 31, 2003 (subject to force majeure delays not to exceed 180 days), the Owner shall make a capital invest- merit of at least $5,000,000 and shall make a capital investment of at least $2,500,000 by De- cember 31, 2002 in the Contemplated Improvements on the Premises, Including renovation, re- construction, and repairs of the buildings and other facilities and improvements for the redevel- opment and renovation of the facility for office and light manufactunng uses The kind, number, location and details of the Contemplated Improvements are described in the Apphcatlon for Tax Abatement For the purposes of flus section, capital investment with respect to construction, renovating and repamng the Contemplated Improvements shall include costs related to the de- velopment and improvement of the real estate, including without limitation, construction costs and design and engineering costs and such improvements and renovations made by lessees of Owner that constitute permanent real property improvements to the Premises For the purposes of this paragraph, the term "force majeure" shall mean any circumstance or any condition be- yond the control of Owner, as set forth m Section 22 "Force Majeure" which makes it impossible to meet the above-mentioned threshold Provided, however, should Owner fall to make a capital investment m the Contemplated Improvements of at least $5,000,000 on or before December 31, 2003 the Agreement will terminate and all tax abatements previously given will be refunded to the City by the Owner m accordance with Section 1E hereof If the investment and value estab- lished by the capital investment in the Contemplated Improvements does not reach $2,500,000 -13- Page 3 of 18 by December 31, 2002 no tax abatement shall be given Provided, further that Owner shall only be entitled to Tax Abatements not to exceed the amount of capital investment which is made by Owner or Owner's Lessees on the Premises which results in an increase in the value of real property improvements over the assessed value of the improvements on January 1, 2000 - the year m which th~s Agreement ~s executed No abatement will be given on any increase in the value of the land or personal property For example, if Owner or his lessees spend $5,000,000 on real property ~mprovements on the Premises in 2001, but the appraised value of the improve- ments increases only $4,000,000 over the apprmsed value in the 2000 base year, the tax abate- ment shall be hmlted to the $4,000,000 increase in the appraised value of the improvements B A condition of the abatement is that the Contemplated Improvements be con- structed and the Premises be used substantially in accordance with the descnptlon of the project set forth in the Application for Tax Abatement C A condition of this abatement is that throughout the Term of the Abatement, the Contemplated Improvements shall be operated and maintained for the purposes set forth herein - for office and hght manufacttmng uses - so that the uses of the Premises shall be consistent with the general purpose of encouraging development or redevelopment of the Zone, except as other- wise authorized or modified by this Agreement D The City shall have the right to temalnate the abatement if the Owner does not oc- cupy or lease the Contemplated Improvements for at least 80% of the entire term of the Agree- ment In the event of such termination which results m the Owner falling below one or more minimum threshold levels set forth herein, the Owner shall refund to the City all previous tax abatements with 8% interest on the amounts per annum and all tax abatements for future years shall be terminated Page 4 of 18 E If the total Contemplated Improvements constructed on the project do not meet the threshold value of $5,000,000 by December 31, 2003, this A§reement will be terminated and the Owner shall immediately refund all tax abatements previously given by City with interest at 8% per annum from the date the Owner received the abatement No tax abatements shall be given until the Owner invests at least $2,500,000 m the Contemplated Improvements Such threshold being a condition precedent to receiving a tax abatement For example, if the Owner invests $1,000,000 in 2001, it will receive no abatement for that year The tax abatement shall be reduced proportionately if the Owner invests more than $2,500,000 but less than $5,000,000 in the Premises For example, if the total investment m the improvements to the real estate is $4,000,000 in 2001, the percentage of abatement will be reduced fi'om 100% to 80% for that year If the Abatement has already been granted, or if the Owner receives an abatement in error, the Owner shall immediately, upon receiving notice from the City, remit the amount by winch the tax abatement should be reduced with interest at Eight percent (8%) per annum from the date the Owner received the abatement In the example above, the Owner would remit 20% of the abatement from the date the abatement was received and interest on the pnnmpal amount from the date the Owner was not in compliance In the event the Owner or its Lessees fall to invest at least $2,500,000 by December 31, 2002, the Owner shall receive no tax abatement for 2001 and 2002 F Simultaneously w~th the execution of tins Agreement, the Owner shall enter into an Electric Service Agreement with the City of Denton providing for Denton Municipal Elec- trio's prowslon of electric service to Owner and the Premises for a term of not less than five years from and after the effective date of the ordinance approving this Agreement, and Owner shall fully perform its contractual obligations under the said Electric Service Agreement Owner Page 5 of 18 recogmzes and agrees that a default ~n ~ts performance of the terms and prows~ons of the Electric Servme Agreement shall constitute a default m ~ts performance under the terms and prows~ons of th~s Agreement G Th~s Tax Abatement Agreement and Tax Abatement ~s solely contingent on the Owner acqumng the Premises on or before December 3 I, 2000 and the Owner prowd~ng the C~ty, through its C~ty Manager and City Attorney, w~th~n ten days of ~ts acqms~t~on of the Prem- ises, satisfactory evidence that the Owner has good marketable fee s~mple t~tle to the Premises In the event Owner fails to acquire the Premises by th~s date or fmls to prowde satisfactory ew- dence of good t~tle w~thm the ten day period, th~s Agreement shall be null and void H In consideration of the abatement granted here~n Owner agrees to comply w~th all the terms and conditions set forth in th~s Agreement 2 GENERAL PROVISIONS A The City has concluded that ~t has adopted gmdehnes and cntena governing tax abatement agreements for the City to allow ~t to enter mto this Agreement contmmng the terms set forth herein B The City has concluded that procedures followed by the City conform to the re- qmrements of the Code and the Ordinance, and have been and wall be undertaken m coordination w~th Owner's corporate, employee, and bus~ness relations reqmrements C The Premises are not in an ~mprovement project financed by tax increment bonds D Neither the Premises nor any of the Improvements covered by this Agreement are owned or leased by any member of the C~ty Counc~l, any member of the Planmng and Zoning -'16- Page 6 of 18 ConlmlSslon of the City, or any member of the governing body of any taxing units joining in or adopting this Agreement E In the event of any conflict between the City zoning ordinances, or other City or- dmances or regulations, and this Agreement, such ordinances or regulations shall control 3 ABATEMENT TERMS AND CONDITIONS A In consideration of the Owner meeting all the terms and conditions of abatement set forth herem, the City hereby grants a tax abatement ("Abatement") (1) to Owner relatave to all improvements to the Premises (the "Improvements"), such Abatement to be subject to the fol- lowing terms and conditions B The value of the Abatement on the Premises and the Improvements shall be the following portion of the increase in value of the Improvements on the premises over their value on January 1, 2000, the year in which this Agreement is executed in accordance with Section 312 204 of the Code ONE-HUNDRED (100%) OF THE INCREASE IN VALUE ON THE IM- PROVEMENTS TO THE LAND ONLY LAND INVENTORY, EQUIPMENT AND BUSINESS PERSONAL PROPERTY VALUES, AND OTHER TANGI- BLE PERSONAL PROPERTY IMPROVEMENTS ARE NOT ELIGIBLE FOR ABATEMENT C The real property's current value - the value as of January l, 2000 - may not be abated D Owner shall have the right to protest and contest any or all apprmsals or assess- ments of the Premises and/or Improvements If Owner is successful in obt~unmg a reduction in -1 7- Page 7 ofl8 taxes based upon such protest or contest after a tax abatement for that year has been granted, it shall ~mmedmtely not~fy the C~ty, through ~ts C~ty Manager E The term of the Abatement (the "Term") shall beg~n on January 1, 2001 (the "Be- g~nmng Date") and, unless sooner terminated as here~n prowded, shall end on the December 31st immediately preceding the 10th anmversary of the Beg~nmng Date or December 31, 2010 F If the value reqmrements of the Improvements are not met, the tax abatement will be reduced by a percentage relative to proposed and actual value as set forth m paragraph 1E 4 RECORDS AND EVALUATION OF PROJECT A The Owner shall promde access and authorize ~nspectlon of the property by C~ty employees and allow sufficient inspection of financml ~nformat~on to insure that the improve- ments are made and the threshold has been met accordang to the specfficat~ons and concht~ons of tlus Agreement Such inspections shall be done in a way that will not ~nterfere w~th Owner's bus~ness operabons City shall annually (or such other times deemed appropriate by the C~ty) evaluate the ProJect to ensure compliance with th~s Agreement Owner shall promde mformatmn to the C~ty on a form prowded by the C~ty for the evaluation The information shall ~nclude, w~thout hmltat~on, an inventory hstmg the kind, number, and location of and the total investment value of all ~mprovements to the property, including the value of all bmld~ngs and other struc- tures and permanent ~mprovements installed, renovated, repmred or located on the Premises B The City Manager shall make a demsmn and rule on the ehg~bfl~ty of the Project for tax abatement based on the ~nformat~on fumlshed each year by the Owner on or before Au- gust 1 of the taxable year and shall so not~fy Owner, the Jmnt Committee on Tax Abatement, and the City Council If the Owner ~s dlssabsfied w~th the C~ty Manager's decision, ~t can appeal his -18- Page 8 of 18 decision to the C~ty Council The C~ty Council's decision on the matter shall be b~ndlng, final, and not appealable, except for arbatrary and capncaous acts and actions, gross neghgence or will- ful masconduct Any appeal shall be under the substantml ewdence rule, provaded, however, that notwlthstanchng the foregoing, under no circumstances shall the C~ty Manager or the City Coun- cil be authonzed to terminate, reduce, or recapture the Abatement unless the conchtwns of the Abatement are not satisfied within the time frames specified herean C Dunng normal office hours tkroughout the Term of this Agreement, providing reasonable notice is given to Owner, the City shall have access to the Premises by City employ- ees for the purpose of lnspectang the Premases and the Improvements in accordance with para- graph 4(A) to ensure that the Improvements are being made in accordance with the specifications and conditions of flus Agreement and to verify that the conditions of ti'ns Agreement are beang comphed w~th, provaded that such lnspectwns shall not ~nterfere wath Owner's normal busaness operataons D The Owner shall annually make a cerhficat~on in wnUng to the C~ty Council, the Commissioners Court of Denton County, and the Board of Trustees of the Denton Independent School District, on or before June 1st of each year this Agreement as m effect, that certifies that the Owner as in comphance w~th each apphcable term of thas Agreement and any other tax abate- ment agreement it may have entered into with Denton County and the Denton Independent School District E That Owner as entenng into similar tax abatement agreements with Denton County and the Denton Independent School D~stnct Nothmg in thas Agreement shall preclude Denton County and the Denton Independent School District from entenng into tax abatement agreements which contain different terms and condmons than this Agreement and different por- Page 9 of 18 tions of abatement than shown ~n paragraph 3B and C of this Agreement, in accordance with Section 312 206(c) of the Act, Chapter 312, Subchapter B, of the Act, and all other applicable laws 5 FAILURE TO MEET CONDITIONS A In the event that (1) any of the conditions in Section 1 - "Conditions of Abate- ment'' - are not met, or (ii) Owner allows ItS ad valorem real property taxes wlth respect to the Premises or Improvements, or its ad valorem taxes with respect to any tangible personal prop- erty, if any, owned by the Owner wluch ~s located ~n the Improvements, owed the City to become delinquent and fails to tanely and properly follow the legal procedures for protest and/or contest of any such ad valorem real property or tangible personal property taxes, or (ii1) any other condi- tions of the Abatement Agreement are not met, then a "Condition Failure" shall be deemed to have occurred (It being understood that a Condition Failure relating to any condition set forth m paragraph 1 shall not be deemed to occur merely because at a particular time it cannot be deter- mmed whether such condition will be met, but shall occur only if at a partmular time ~t can be defimtively detemuned that such condition will not be met ) In the event that a Condition Fad- ure occurs, the C~ty shall gxve Owner written notice of such Condition Fmlure and if the Condi- tion Fmlure has not been cured or satisfied within ninety (90) days of said written not,ce, the Abatement shall be reduced in accordance with paragraph lA and E and Owner shall remit the amount of the Abatement by which ~t was reduced plus interest from the time the Owner re- ceived the Abatement for each year the Owner ~s out of comphance Provided, however, that if such Condition Failure is not reasonably susceptible of cure or satisfaction within such ninety (90) day period and Owner has commenced and is pursuing the cure or satisfaction of same, then -20- Page 10 of 18 after first advising Clty Council of efforts to cure or satisfy same, Owner may utlhze an addi- tional ninety (90) days Time in addition to the furegomg 180 days may be authorized by the City Council, and such authorization shal] not be unreasonably withheld If a Condmon Failure is not cured or satisfied after the expiration of the applicable notice and cure or satisfaction pen- ods, the Abatement shall be terminated with respect to the year m which notice of the Condition Failure is given and for all future years It being understood that the Abatement with respect to any year prior to the year in which notice of the Condition Failure is given shall not be forfeited or recaptured except as indicated under Section 5B and other applicable sections hereo£ Not- wlthstandang any provision m this Agreement to the contrary, Owner shall refund to the City all tax abatements previously received with interest for the year in which the notice of Condition Failure 15 given B If, however, the Owner falls to make any improvements to the existing facility by December 3 l, 2003, if Owner either fails to invest $5,000,00 in improvements by December 3 l, 2003 or if the amount invested in the improvements is less than $2,500,000 by December 31, 2002 the amount of the Abatement will be reduced to zero in accordance with Sections lA and E If the Owner fails to acquire the property as required by Section 1G, or if the Owner fails to execute the contract with the City to provide electric service or fails to maintain performance of its contractual obligations for the full period of the contract, then this Agreement may be termi- nated by the City In this event, Owner shall refund to the City all tax abatements previously granted and received under this Agreement with interest on the amount to be refunded at eight percent (8%) per annum Addmonally, as set forth in Section 1 A and E, fmlure to construct and place Contemplated Improvements on the Premises that have a value of at least $5,000,000 by -21 - Page 11 of 18 December 31, 2003, shall cause the agreement to be terminated and require Owner to refund all tax abatements previously granted with interest C That in the event of a condition fmlure by Owner which ~s not cured or satisfied as set forth herein, m addltton to a partial or total recapture of the tax abatement, the C~ty may can- cel or modify tins Agreement 6 EFFECT OF SALE, ASSIGNMENT, OR LEASE OF PROPERTY A The Abatement with respect to the ProJect shall vest in Owner and shall be as- signable, with City approval, which shall not be unreasonably withheld, to any lndlwdual, part- nersinp, joint venture, corporation, trust or other entity (irrespective of whether or not such as- slgnee is related to or affiliated wuth Owner) winch acquires t~tle to the Project, including, with- out hmltatmn, Denton Business Park, Ltd or any other hm~ted parmersinp m whtch J Mmhael Kevhn is the President of the Corporate General Partner Any assignee of Owner or any as- signee of a direct or indirect assignee of Owner shall be treated as "Owner" under tins agree- ment 7 NOTICE All notices called for or required by th~s Agreement shall be addressed to the following, or such other party or address as etther party demgnated ~n writing, by certified mml postage pre- pare or by hand delivery OWNER CITY J Mmhaet Kevhn, President Michael W Jez, City Manager Big D Properties, Inc City of Denton P O Box 270874 215 East McKanney Flower Mound, Texas 75027 Denton, Texas 76201 Page 12 of 18 8 CITY COUNCIL AUTHORIZATION This Agreement was authorized by the Oty Council by passage of an enabhng ordinance at ~ts meeting on the 3rd day of October, 2000, authorizing the Mayor to execute th~s Agreement on behalf of the C~ty, a copy of which ~s attached hereto and ~ncorporated hereto as ~f written word for word herein 9 BOARD OF DIRECTORS AUTHORIZATION Th~s Agreement was entered ~nto by Owner, pursuant to authonty granted by the Big D Properties, Inc Evidence, wtuch must be satisfactory to the City, that the person signing this Agreement ~s authorized to bind Owner to all the terms and cond~tmns of the Agreement ~s at- tached hereto and incorporated herein as Exhibit "F" as ~fwntten word for word here~n 10 SEVERABILITY In the event any sectmn, subsection, paragraph, sentence, phrase or word is held invalid, ~llegal or unconstitutional, the balance of this Agreement shall stand, shall be enfomeable and shall be read as if the parties ~ntended at all times to delete smd mval,d section, subsection, para- graph, sentence, phrase, or word In the event that 0) the term of the Abatement with respect to any property is longer than allowed by law, or (n) the Abatement applies to a broader classlfica- tmn of property than ~s allowed by law, then the Abatement shall be vahd w~th respect to the classification of property abated hereunder, and the portion of the term, that is allowed by law 11 ESTOPPEL CERTIFICATE Any party hereto may request an estoppel certfficate from another party hereto so long as the certificate is requested ~n connection w~th a bona fide bus~ness purpose The certfficate, -23- Page 13 of 18 which if requested will be addressed to the Owner, shall include, but not necessarily be limited to, statements that this Agreement is m full force and effect without default (or if default exists the nature of default and curative action, which should be undertaken to cure same), the remain- lng term of th~s Agreement, the levels and rema~mng term of the Abatement m effect, and such other matters reasonably requested by the party0es) to receive the certificates 12 OWNER STANDING Owner, as a party to this Agreement, shall be deemed a proper and necessary party m any litigation questioning or challenging the vahdlty of th~s Agreement or any of the underlying or- dinances, resolutions, or City Council actions authorizing same and Owner shall be entitled to intervene in said llt~gat~on 13 APPLICABLE LAW Tins Agreement shall be construed under the laws of the State of Texas Venue for any action under th~s Agreement shall be the State District Court of Denton County, Texas Tlus Agreement ~s performable m Denton County, Texas 14 RECORDATION OF AGREEMENT A certified copy of this Agreement m recordable form shall be recorded in the Deed Re- cords of Denton County, Texas 15 MUTUAL ASSISTANCE Cxty and Owner agree to do all things necessary or appropriate to carry out the terms and prowslons of this Agreement and to aid and assist each other in carrying out such terms and pro- -24- Page 14 of 18 ws~ons Owner and City agree at any t~me, and from t~me to t~me, to execute any and all docu- ments reasonably requested by the other party to carry out the ~ntent of th~s Agreement 16 ENTIRE AGREEMENT Th~s instrument w~th the attached exhibits and the agreement to be executed between the part~es for the prows~on of electric service to Owner by the C~ty, contmns the entire agreement between the part,es w~th respect to the transaction contemplated ~n th~s Agreement 17 BINDING Ttus Agreement shall be b~nchng on the part,es and the respective successors, asmgns, he~rs, and legal representatives 18 COUNTERPARTS Tlus Agreement may be executed m counterparts, each of wtuch shall be deemed an original, but all of whmh together shall constitute one and the same instrument 19 SECTION AND OTHER HEADINGS Section or other headings contmned m th~s Agreement are for reference purposes only and shall not affect m any way the meaning or ~nterpretat~on of th~s Agreement 20 NO JOINT VENTURE Nothing contained ~n th~s Agreement ~s ~ntended by the part,es to create a partnership or joint venture between the part~es, and any ~mphcat~on to the contrary ~s hereby dmavowed -25- Page 15 of 18 21 AMENDMENT Th~s Agreement may be modxfied by the parttes hereto to Include other prov]stons which could have ongmally been included m this Agreement or to delete provisions that were not ongtnally necessary to this Agreement pursuant to the procedures set forth in Tttle 3, Chapter 312 of the Code 22 FORCE MAJEURE If, because of flood, fire, explosions, mv]l disturbances, strikes, war, acts of God, or other causes beyond the control of either party, either party ts not able to perform any or all of Its obh- gatmns under this Agreement, then the respective party's obhgattons hereunder shall be sus- pended dunng such period but for no longer than such period of trine when the party ts unable to perform That thas Agreement was EXECUTED this __ day of , 2000, by duly authorized officials of the City and by Big D Properties, Inc, a Texas corporation, betng authorized and m good standing to do business in the State of Texas CITY OF DENTON, TEXAS ELTLINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY -26- Page 16 of 18 APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY BIG D PROPERTIES, 1NC T~tle President ATTEST BY -27- Paoe 17 nflR STATE OF TEXAS § COUNTY OF DENTON § Before me, the tmderslgned authority, a Notary Pubhc m and for saad State of Texas, on this day personally appeared Eulme Brock, Mayor for the City of Denton, known to me to be the person who signed and executed the foregoing ~nstmrnent, and acknowledged to me that this in- strument was executed for the purposes and consideration thereto expressed G~ven under my hand and seal of office this the day of , 2000 Notary Public in and for the State of Texas My Commission Expires STATE OF TEXAS § COUNTY OF DENTON § Before me, the undersigned authonty, a Notary Pubhc in and for smd State of Texas, on this day personally appeared J Michael Kevhn, on behalf of Big D Properties, Inc, known to me to be the President of Big D Properties, Inc and to be the person who signed and executed the foregoing instrument, and acknowledged to me that this ~nstrument was executed for the pur- poses and consideration therein expressed Given under my hand and seal of office th~s the __ day of ., 2000 Notary Public ~n and for the State of Texas My ConmalSSlOn Expires . -28- Page 18 of 18 EXHIBIT "A" DENTON POLICY FOR TAX ABATEMENT I GENERAL PURPOSE AND OB,IECTIVES The C~ty of Denton (C~ty) and the Denton Independent School D~stnct (DISD) are committed to the promotion of high quahty development m all parts of the c~ty and to an ongoing ~mprovement m the quahty ofhfe for Its cmzens Insofar as these objectives are generally served by the enhancement and expansion of the local economy, the C~ty and DISD will, on a case-by-case barns, g~ve conslderat~on to prow&ng tax abatement as a~sttmulus for economic development m Denton It ~s the pohcy of the C~ty and DISD that smd cons~deratxon wall be provided iff accordance w~th the procedures and criteria outhned m flus document Nothing hereto shall xmply or suggest that the C~ty or DISD are under any obhgat~on to prowde tax abatement to any applicant Denton County ad valorem taxes also may be abated, however, applications wall be considered separately under the gmd¢lmes of the Denton County tax abatement pohcy All apphcants shall be considered on a case-by-case bas~s Abatements wall be consxdered only as inducements to generate development that otherwise would not occur Abatements will not be considered ~f construction of a project already has begun Tax abatements, as described m this pohcy, will be available for new and/or existing facdmes and structures and for busxnesses wanting to locate, expand or modernize basic xndustnes, corporate office headquarters or d~stnbutxon centers, except as thxs pohcy may be hm~ted for property described ~n Sectxon 312 21 l(a) of the Texas Property Tax Code (Vemons Texas C~wl Statutes Annotated, herexnafter referred to as "Tax Code ") II. JOINT TAX ABATEMENT COMMITTEE Requests for tax abatement shall be rewewed by the Joxnt Committee on Tax Abatement, smd Committee being comprised of two elected officials each f~om the C~ty, the DISD and Denton County One adcht~onal staff person from each jurisdiction shall be appointed to serve as a nonvoting, ex officio member of the committee The Joint Committee on Tax Abatement serves as a recommending body to the taxing ent~t~es regarding whether economic development mcentaves should be offered m each Individual case Its recommendation shall be based upon an evaluation of mformatmn submitted m the tax abatement apphcat~on and any addmonal ~nformat~on requested by the Committee or presented to the Committee The Tax Abatement Apphcat~on ~s, presented as Exhibit A of flus policy All meetings of the Joint Committee shall be held m comphance with the Texas Open Meetings Act, Chapter 551 of the Texas Government Code Tax Abatement Pohey June 2000 -29- IlL VALUE OF INCENTIVES The criteria outhned m the Application wall be used by the Joint Committee on Tax Abatement in determining whether or not it is m the best interests of the affected taxing ent~tles to recommend that tax abatement be offered to a particular project Specific considerations wall include the degree to wbach the individual project furthers the goals and objectives of the commumty as described in the Demon Comprehensive Plan, as well as the relative impact of the project New, expanding and modernizing busmesses may be considered for abatement if the minimum threshold, as described ~n Table 1 below, ~s met Once a determmatlon has been made that tax abatement should be offered, the value and term of the abatement may be determined by referencing the followang table TABLE 1 Establishes a framework for cons~denng the length of abatement according to assessed real property value of improvements and of tangible personal property located on the real property VALUE OF STRUCTURE AND PERSONAL PROPERTY YEARS OF PERCENTAGE OF IN MILLION DOLLARS ABATEMENT ABATEMENT 100 10 15- 25% 80 9 15- 25% 65 8 15- 25% 50 7 15- 25% 35 6 15-25% 20 5 15- 25% 15 4 15- 25% 10 3 15-25% 5 2 15-25% To qualify, companies must meet the mlmmum threshold of the policy in the first 24 months from the execution of the agreement or as specified in the tax abatement agreement If upon lmtlal apphcatlon a project qualifies for tax abatement under the gtadellnes set forth in ttus pohcy, the taxing entities may consider granting an additional 5% abatement for each one of the following factors provided, however, that the total tax abatement does not exceed 50% annually or continue for a period of more than ten years No apphcant may receive credit for more than five of the followang factors · The project vail occupy a building that has been vacant for at least two years, · The project wall create high-skilled, high-paying jobs as documented by the applicant, (A breakdown of number of jobs per job classfficatlon and entry level wage per classification wilt be used to determine ellglbthty), Tax Abatement Polmy June 2000 -30- · The project will ~nvolve a s~gmficant relataonship w~th one of the two tm~versltles xn Denton, · At least 25% of the new jobs created by the project wdl be filled by Denton ms,dents, · The project wtll prowde knowledge-based jobs (at least 25 percent of jobs reqmre college bachelors degree at entry level), · The project will donate s~gmficant pubhc art to the commumty (To qualify, donation must be approved by Greater Denton Arts Council and C~ty Councd), · The prOJeCt will donate s~gmficant matenals/eqmpment to the publm schools (To quahfy, donataon must be approved by DISD and C~ty Council ), · The project wtll create ~mprovements to the Denton Central Business D~stnct, · The project will result m the formation of a business park, · The project ~s an international or national headquarters facility The total tax abatement may not exceed 50% annually for ten years All abatements are subject to final approval of the C~ty Council and DISD Board of Trustees, or the County Commissioner's Court Even though a project may meet the criteria as set forth in this pohcy, an application may be demed at the d~scretnon of the C~ty Council and/or DISD Board of Trustees. Tax abatement shall not apply to any pomon of the land value of the project The thresholds as described in Table 1 are considered guldehnes for estabhshmg the Tax Abatement Agreement terms However, the C~ty and DISD may determine that a lower or higher percentage and/or a shorter or longer term of abatement may be more appropriate for an ~ndlvtdual project If abatement is approved, the C~ty and DISD may consider applying all or a portaon of the abatement m the first year or during any shorter period w~th~n the term of the tax abatement agreement For example, an approved abatement of 25 percent for four years may be apphed as 100 percent abatement for one year To receive tax abatement from the C~ty, the owner of the project must enter into a contract wath Denton Mumc~pal Electric Utilities to provide electric service for a period of not less than five years and mmntmn performance of contractual obhgat~ons for the full period of the contract, unless located m an area in which the Denton Mumc~pal Electric Ut~ht~es ~s not certafied to serve Upon recommendation of Denton Munlmpal Electric Utilities, tlns reqmrement may be wmved When the C~ty of Denton and Denton Independent School D~strmt determine that abandoned property may mqmre adcht~onal mcentaves to promote economic development that generally satisfies the requirements of th~s pohcy, the taxmg ent~t~es may wmve the m~mmum threshold and/or exceed fifty percent (50%) ~n tax abatement, or consider other tax incentives for spemal projects to redevelop abandoned bmld~ngs consistent with cresting law For the purpose of this pohcy, an abandoned bmldlng ~s defined as a bmldlng that has been ~dent~fied as being statable for commercial or industrial development, has been vacant for a m~mmum of five years or has substantially dechned ~n apprmsed value Abatement would only be considered on the ~ncreased valuation of the nnpmvements ~n each year covered by the tax abatement agreement over the value of the property for the year m which the tax abatement agreement is executed The City of Denton and Denton Independent School D~stnct may also consider other tax ~ncent~ves authorized by law Tax Abatement Pohey June 2000 -31 - Prehmmary Apohcatlon IV. PROCEDURAL GUIDELINES Any person, orgamzat~on or corporation des~nng that the C~ty or DISD consider provading tax abatement to encourage location or expansion of facilities w~thm the hm~ts of the jurisdictions shall be required to comply wath the followmg procedural gmdelmes Nothmg w~th~n these gmdehnes shall ~mply or suggest that either the C~ty or DISD is under any obhgataon to prowde tax abatement to any apphcant A Apphcant shall complete the attached "Apphcataon for Tax Abatement" 13 Applicant shall prepare a map or other documents provadmg the following · precise location of the property and all roadways wathm 500 feet of the sate · extstmg uses and condataons o£real property · proposed ~mprovements and uses · any proposed changes m zomng · compatibility w~th the Denton Comprehensave Plan and apphcable btukhng codes and City ordinances C A complete legal description shall be provaded Applicant shall complete all forms and anformatlon detailed ~n the Application and submit all anformat~on to the Caty Manager, City of Denton, 215 E McKanney, Denton, TX 76201 D All reformation m the apphcatlon package detailed above will be revaewed for completeness and acouracy Addmonal ~nformat~on may be requested as needed E The apphcatlon will be d~stnbuted to the appropriate Caty and DISD departments for internal review and comments Addmonal anformaUon may be requested as needed F Cop~es of the complete apphcat~on package and staff comments wall be provaded to the Joint Committee on Tax Abatement G F~scal agents of the City, DISD and County wall revaew the application for comments and recommendation Addmonal anformat~on may be requested as needed Consideration of the Apphcatlon H The Joint Comml~ee on Tax Abatement wall consader the apphcat~on at a regular or called meeting(s) Adcht~onal ~nformatlon may be requested as needed I The recommendation of thc Joint Commattee on Tax Abatement wall be forwarded, with all relevant materials, to the ctuef admlmstrat~ve officer of each taxing entity J If the C~ty Council of Denton dec~des to grant a tax abatement, ~t shall call a pubhc hearing to Tax Abatement Policy June 2000 -32- consider estabhshment ora tax remvestment zone in accordance with Section 312 201 of the Tax Code The remvestment zone must meet one or more of the criteria of Section 312 202 of the Tax Code K The City Council of Denton shall hold a public hearing and determine whether the project ~s "feasible and practical and would be of benefit to the land to be included within the zone and C~ty after the expiration of the tax abatement agreement in accordance with Section 312 201" Special consideration shall be given to policies noted in the Denton Comprehensive Plan when designating a tax remvestment zone L The City Council of Denton may consider adoption of an ordinance designating the area described in the legal description of the proposed project as a commercial/industrial tax abatement zone M The City Council may consider adoption of an ordinance or resolution approving the terms and condllaons of a contract between the City and the applicant governing the provision of the tax abatement and the commitments of the applicant, including all the terms reqmred by Section 312 205 of the Tax Code and such other terms and conditions as the C~ty Council may require Should the commitments subsequently not be satisfied, the tax abatement shall be null and vmd (unless the tax abatement agreement provides for a recapture of the property tax revenue lost propomonate to a partml fmlure to meet the mimmum thresholds set forth in the agreement) and all abated taxes shall be prod immediately to the City of Denton and all other taxing jurisdictions pamclpatmg m the tax abatement agreement Prowsions to this effect shall be incorporated into the agreement N The govermng bodies of Denton County and DISD may consider ratification of and participation in the tax abatement agreement between the City of Denton and the applicant O The City and DISD reserve the authority to enter into tax abatement agreements at diffenng percentages and/or terms as set forth in the gmdehnes of this policy, consistent with the reqmrements of the Tax Code Any tax abatement agreement will address vinous issues, including but not hmited to, the following 1 General description of the project, 2 Amount of the tax abatement and percent of value to be abated each year, 3 Method of calculating the value of the abatement, 4 Duration of the abatement, including commencement date and termination date, 5 Legal description of the property, 6 I/and, number, location and timetable of planned ~mprovements, 7 Specific terms and conditions to be met by applicant, 8 The proposed use of the facility and nature of construction, 9 Contractual obligations in the event of default, wolataon of terms or conditions, delinquent taxes, recapture, admlmstratlon and assignment Tax Abatement Policy June 2000 -33- Annual Evaluation Upon completion of construction, the Joint Committee on Tax Abatement shall receive from the City Manager an annual evaluation of each abatement to insure compliance w~th the agreement and to report possible vtolattons of the agreement to the taxmg entities After new tax base numbers are received in July of each year, the C~ty Manager and h~s staff will have ninety (90) days to rewew and prepare a breakdown of those figures Transfer or Assignment A contract for tax abatement may be transferred or assigned by the original apphcant to a new owner upon approval by the varmus taxmg jur~sdlcttons after such a recommendation is made by the Joint Committee on Tax Abatement Local Businesses and Mmorl .ty Business Enterprises In performing tins Agreement, OWNERS agree to use diligent efforts to purchase all goods and services from Denton businesses whenever such goods and services are comparable in avaflablhty, quality and price As a matter of pohcy w~th respect to CITY projects and procurements, CITY also encourages the use, if apphcable, of qualffied contractors, subcontractors and suppliers where at least fifty-one percent (51%) of the Ownership of such contractor, subcontractor or supplier ~s vested in ritual or ethmc m~nont~es or women In the selection of subcontractors, suppliers or other persons or organizations proposed for work on th~s Agreement, the OWNERS agree to consider this pohcy and to use their reasonable and best efforts to select and employ such compames and persons for work on th~s Agreement Job Reermtmg from Low-Moderate Income Census Tracts OWNER, lessee or assignee of OWNER agrees it will endeavor to make available, or endeavor to cause lessees or assignees to make available, full-time or part-ume employment with on-the-job training for Denton mtlzens In th~s effort, OWNER, lessee or assignee agrees to recruit from the low-moderate income Census tracts as further defined in the Concentration of Low/Mod Income by Block Groups shown below Tax Abatement Poh~y June 2000 -34- Tax Abatement Policy Juno 2000 -35- EXItlllIT A The City of Denton Tax Abatement A } l cation About the Application The Tax Abatement Application prowdes the City with specific mformat~on on the project The mformat~on requested m the Apphcatton ts designed to address the criteria developed within the C~ty of Denton's Tax Abatement Policy The mformat~on serves as the basis for fiscal analys~s and overall project evaluatmn Th~s evaluaUon ~s provided to Council Members and serves as a source document durmg C~ty Council deliberations The Apphcatton And The Agreement Specific lnformataon from the Application (lake value of new investment and employment commitments) zs incorporated mto the Abatement Agreement In fact, the Apphcat~on ~s an attachment to the Agreement Smce the agreement is a binding contract, it ~s anportant that each question on the application be answered m full and as realistically as possible Sunply put, the application is part of the process from start to fimsh so you'll want to make sure you're comfortable with the contents When Is The Apphcatton Final9 The answer to this question ~s very stmple When you tell us, "It's final" It ~s not uncommon for a property owner(s) to submit numerous Applications as drafts for mformat~onal and evaluative purposes only As conversattons continue, the property owner will submit a finalized version of the Application that includes all of the commitments agreed to during the discussions What About Confidenttahty ~ Section 312 003 of the Texas Tax Code makes confidential tnformatlon provided to the City as a part of this apphcatton that describes the specific processes or business act~vmes to be conducted or the equipment or other property to be located on the property This reformation is not subject to public disclosure until the tax abatement agreement is executed Section 522 131 of the Texas Government Code (Texas Public Information Act) makes confidential reformation which relates to economic development negotmt~ons between the C~ty and a bnsmess prospect that the City seeks to have locate, stay or expand m or near the territory of the C~ty The mformat~on must relate to a trade secret of the bus~ness prospect, commercial or financial mformaUon which the busmess prospect can demonstrate based on specific factual evidence that dtsclosure would cause substantial competit~ve harm to the person from whom the mformat~on was obtained or tnformatlon about a f'manclal or other ~ncent~ve being offered to the bus~ness prospect by the City or by another person Information about a financial or other tncentlve being offered to the business prospect is required to be disclosed when an agreement is made w~th a business prospect The City is subject to dlsclosmg most records and documents upon request under the Public Information Act Accordmgly, please dearly mthcate and mark any mformaaon you consider proprietary. This would include anything m your apphcaaon wluch you consider a trade secret, commercanl or f'manclal mformaaon wfuch you can demonstrate by specffic factual evidence that would cause substantml compettt~ve harm ff disclosed, mformat~on wluch describes the specific processes or business actlwtles to be conducted or the eqmpment or other property for which the tax abateJnent is sought, any f'mancaal or other mcentlve you may be seeking from the C~ty or any other reformation you deem to be confidential under the law Who ts Authonzed To Stgn the Apphcatton ~ Because the Apphcatton ttself is non-bmdmg, the person s~gmng need not be the property owner or even an individual duly authorized to sign on behalf of the property owner However, if an Agreement is reached, the Apphcatton w~ll be an attachment to the Agreement and its contents wtll be binding through the authorized signature required on the Agreement Tax Abatement Policy June 2000 -36- EXHIBIT "B" NOTICE OF PUBLIC HEARING PUBLIC NOTICE IS HEREBY GIVEN THAT THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, WILL HOLD A PUBLIC HEARING TO ALLOW INTERES'I~ED PERSONS TO SPEAK AND PRESENT EVIDENCE FOR OR AGAINST THE ESTABLISHMENT OF REINVESTMENT ZONE I!I FOR COMMERCIAL AND INDUSTRIAL TAX ABATEMENT PURPOSES. THE PURPOSE OF THE ZONE IS TO ATTRACT THE BIG D PROPERTIES, INC PROJECT AND SIMILAR INDUSTRIAL AND COMMERCIAL BUSINESS ENTERPRISES TO THE CITY OF DENTON, CREATE JOBS, EXPAND THE LOCAL TAX BASE, AND TO ATTRACT MAJOR INVESTMENT IN THE ZONE THAT WOULD BE A BENEFIT TO THE PROPERTY AND THAT WOULD CONTRIBUTE TO THE ECONOMIC DEVELOPMENT OF THE CITY THE PURPOSE OF THE HEARING WILL BE TO DETERMINE WHETHER THE IMPROVEMENTS SOUGHT ARE FEASIBLE AND PRACTICAL AND WOULD BE A BENEFIT TO THE LAND INCLUDED IN THE ZONE AND TO THE CITY AFTER EXPIRATION OF THE TAX ABATEMENT AGREEMENT THE PUBLIC HEARING WILL BE HELD IN ACCORDANCE WITH CHAPTER 312 OF THE TAX CODE ALL IN FERESTED PARTIES, INCLUDING RESIDENTS OF THE PROPOSED ZONE, AR~E ENCOURAGED TO PRESENT THEIR VIEWS AT THE HEARING -37- THE PUBLIC HEARING WILL BE HELD ON OCTOBER 3, 2000, AT 6 00 P M IN THE CITY COUNCIL CHAMBERS AT CITY HALL AT 215 EAST MCKINNEY STREET, DENTON, TEXAS REINVESTMENT ZONE III WILL BE COMPOSED OF APPROXIMATELY 189.256 ACRES OF LAND AT 3940 N ELM IN THE CITY OF DENTON, TEXAS THE REINVESTMENT ZONE IS MORE PARTICULARLY DESCRIBED AS FOLLOWS "BEING ALL OF LOT 1, BLOCK I OF THE TEXAS INSTRUMENTS ADDITION, AN ADDITION TO THE CITY OF DENTON, TEXAS ACCORDING TO THE MAP THEREOF RECORDED IN CABINET G, PAGE 48 OF THE MAP AND PLAT RECORDS OF DENTON COUNTY, TEXAS SAVE AND EXCEPT THOSE PORTIONS CONVEYED TO THE STATE OF TEXAS BY DEED RECORDED IN VOLUME 4212, PAGE 2081, REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS" -38- / EXHIBIT "C" City of Denton Tax Abatement Application City of Denton City Manager's Office Denton, Texas 76201 (940) 349-8307 (940) 349-8596 FAX APPLICATION FOR TAX ABATEMENT CITY OF DENTON, TEXAS I Properly Owner Company or Project Name Denton Business Center (Texas Instruments Building) Mailing Address P O Box 270874, Flower Mound, TX 75027 Telephone {972) 355-6383 I Fax No (972) 355-2445 Contact Name Mike Kevhn T~tle President, Big D Properties Madmg Address Same Telephone (Same) I Fax No (Same) 2 Provide a chronology of plant openings, closing and relocations over the past 15 years None 3 Provide a record of mergers and financial restructuring during the past 15 years None Big 1) Properties was formed tn 1997 4 Will the occupants of the project be owner or lessee° If lessee, are occupancy commitments already existing9 Occupants will be lessees No commitments existing Building is vacant 5 Is the project a relocation of ex~stmg facility or a new facd~ty to expand operations'~ If relocation, gtve current location No -41 - 6 If an ex,stmg Denton business, will project result m abandonment of existing facfl~ty'~ If so, the value of the existing faclhty will be subtracted from the value of thc new facility to arrive at total project value Project Is a redevelopment of an existing, abandoned building 7 Property Description - ARach a copy of the legal description detailing property's metes and bounds - Attach map of proJect including all roadways, land use and zoning wuhm 500 feet of site 8 Current Value ARach copy of latest property tax statement from the Denton County Central Appraisal District (include both real and personal property) 9 Increased Value/Estimated Total Cost of ProJect Structures $ Site Development Personal Property $ Other Improvements $ 8 million/renovations 10 Indicate amount of tax abatement and number of years requested for each taxing entity City of Denton ] 100%{ 10 years Denton Independent School District 100% 10 years Denton County 100% 10 years List any other financial incentives this project will request/receive Estimated Freeport Exemption $ 0 Estimated Electric Utility lndusmal Development Rider S 0 Estimated Water/Wastewater Infrastructure Assistance $ 0 Give a brief description of the actwmes to be performed at th~s location, ~ncludmg a description of products to be produced and/or services to be provided This project will attract call centers, large office users, light manufacturing, etc -42- 12 ProJect Constmctmn Phase A Esttmate percentage of proJect development and construction dollars to be spent with Denton based contractors or sub-contractors Construction costs $5,000,000 I Percentage local contractors 90% B Construction Employment Estimates Start Date (Mo/Yr) 11/2000 Completion Date (Mo/Yr) 4/2001 No of Construction Jobs 10 Estimated Total Construction Payroll $1,000,000 C Describe any off-site mfraatructure requirements None · Water · Wastewater · StreelS · Drainage · Other -43- 13 Project Operation Phase Provide employment reformation for the number of years tax abatement ~s requested At Project Existing Start Date At Term of Employment Information Operatmn (mo/yr) Abatement 0f applicable) 4/2001 A Total,number of permanent, full-time jobs None 0 700 - 1,000 B Employees transferred from outside Denton None 0 Unknown C Net permanent full-tame jobs (A minus B ) None 0 700 - 1,000 E Total annual payroll for all permanent, full-ttme $15 Mlllmn jobs (A) F Types of jobs created L~st the job titles and number of posittoas ~n each category that will be employed at the facdlty Provide average wage for each category This wall depend on the saze and type of lessees that occupy the facdlty G Estimate annual utility usage for project Electric $700,000 Water $ 40,000 Wastewater $ 32,000 Gas $10,000 14 Describe any other direct benefits to the C~ty of Denton as a result of th~s project (e g, sales tax revenue or project elements adentlfied tn Tax Abatement Pohcy, Section Ill) Redevelopment as office/hght manufacturing space wall prevent schools or other nonproflts from acqmrmg~buildtng and removing from tax roles Value of building and surrounding land will increase with occupancy Taxing jurtsthctlons wdl receive revennes on addattonal personal property valuatmns, increases in land valuation and any sales tax generated by occupants -44- 15 Is property zoned approprmtalyV Yes No Current zoning Light Industrial Will be located in Regional Activity Center when rezoned Zoning required for proposed project Same Anticipated variances None 16 Is property platted'~ Yes No Will replaRmg be necessary Yes No 17 Discuss any environmental impacts created by the project A L~st any permits for which apphcant must apply Applicant will be required to provide C~ty with cop~es of all applications for environmental permits upon completion of apphcatton(s) N/A B Provide record of compliance to all environmental regulations for the past five years N/A 18 Provide specific detail of any businesses/residents that will be displaced and assistance that will b~. available from the requesting company None 19 Provide description of any h~stoncally significant area included within the project's area as determined by the Historic preservation Officer If any, g~v¢ detail of how the h~storically slgmficant area will be preserved N/A 20 Justification for Tax Abatement Request Substantiate and more fully describe the justification for this request lnclude the amount of the abatemant requested and show how ~t will contribute to the financial wabday ofthe project Submit attachments if necessary The abatement is neeassury to compete with other flex office projects First State Bank recently signed u lease (45,000 sq fL) to locate an operations center in Grapevine The abatement would be applied to -45- reduce our lease rate so that we can compete with regional lease rates The abatement allow, us to purchase the building and create a world-class faclhty, creating hundreds of lobs Th~s redevelopment would also ensure the budding wdl not be sold to a nonprofit organization that would reduce tax revenues to zero List additional abatement factors to be considered for this project as outlined on pages 3 and 4 of the tax abatement pohcy N/A 22 Financial Information Attach a copy of the latest audsted financial statement or m the case ora new proJect a business plan This tax abatement application is submllted with the acknowledgement that additional certified financial information may be required -46- Legal Descnptton of Property Being all of Lot 1, Block 1 of the Texas Instruments Addtnon, an addition to the City of Denton, Texas accordtng to the map thereof recorded in Cabinet G, Page 48 of the Map and Plat Records of Denton County, Texas SAVE and EXCEPT those portions conveyed to the State of Texas by Deed recorded ~n Volume 4212, Page 2081, Real Property Records, Denton County, Texas -47- EXHIBIT "D" ORDINANCE NO AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE A TAX ABATEMENT AGREEMENT WITH BIG D PROPERTIES, INC SETTING FORTH ALL THE REQUIRED TERMS OF THE TAX ABATEMENT AGREEMENT IN ACCORDANCE WITH THE TERMS OF CttAPTER 312 OF THE TEXAS TAX CODE, SETTING FORTH THE VARI- OUS CONDITIONS pRECEDENT TO BIG D PROPERTIES, INC RECEIVING THE TAX ABATEMENT, AND FURTHER AUTHORIZING THE MAYOR TO EXECUTE AN ELEC- TRIC SERVICE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND BIG D PROPERTIES, INC, PROVIDING FOR A SEVERABILITY CLAUSE, AND PROVIDING AN EFFECTIVE DATE WHERI AS, on the 3rd day of October, 2000, after a public hearing duly held in accor- dance with Tex Tax Code §312 201 (the "Act"), the City Council passed Ordinance No 2000- (the "Ordinance") establishing Remvestment Zone No III, City of Denton, Texas as a commermal/mdustnal rmnvestment zone for tax abatement (the "Zone"), as authorized by Title 3, Chapter 312, Subchapter B of the Act, and WHEREAS, on the 22nd day of June, 2000, Big D Properties, Inc submitted an apphca- tlon for tax abatement with various attachments to the City concerning the contemplated use of certain property located wathm the Zone, and WHEREAS, the City Council finds that the contemplated use of the premises and the contemplated improvements to the premises, as indicated by Big D Properties, Ine are consistent with encouraging the development of the Zone in accordance wth the purposes for its creation and are in comphance with the Denton Tax Abatement Policy, and WHEREAS, the City Council deems it in the public interest to enter into a Tax Abate- ment Agreement with Big D Properties, Inc, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the findings contained in the preamble to this ordinance are true and correct and are adopted as a part of the whole ordinance SECTION 2 That the City Council finds and determines the following 1 That the contemplated use of the premises and the contemplated improvements of the prem- ises, as indicated by Big D Properties, Inc are consistent with encouraging the development of the Zone in accordance with the purposes of its creation and are in compliance with the Denton Tax Abatement Policy 2 That the City Council finds that the improvements sought by Big D Properties, Inc within the Zone are feasible and practical and would be a benefit to the land to be included in the -49- Zone and to the C~ty after the exp~ratmn of the Tax Abatement Agreement to be entered ~nto w~th B~g D Properties, Inc 3 That the C~ty Council finds that the Tax Abatement Agreement contains all the terms which are mandatorily reqmred to be included m any tax abatement agreement under {}312 205 of the Act 4 That, m accordance w~th {}312 2041 of the Act, the C~ty Councd finds that not later than the date on winch the C~ty Councd considered th~s ordinance, and not later than the seventh day before the date the C~ty enters ~nto a Tax Abatement Agreement w~th B~g D Properties, Inc, that the C~ty Manager, through the D~rector of Economic Development, who are hereby des- ~gnated and authorized by the C~ty Counml to g~ve such notme, dehvered to the presiding of- ricer of the Denton Independent School D~stnct and Denton County a written not~ce that the C~ty intends to enter ~nto tins Tax Abatement Agreement w~th B~g D Properties, Inc, and that tins notme included a copy of the proposed Tax Abatement Agreement ~n substantmlly the form of the Tax Abatement Agreement attached to th~s ordinance 5 That before the passage of tlus ordinance, the C~ty Council held a pubhc hearing ~n accor- dance w~th {}312 201 of the Act and created Remvestment Zone No III 6 The City Council finds that the property w~ttun Re~nvestment Zone No III ~s abandoned property as defined m the Tax Abatement Pohcy and reqmres add~tmnal ~ncent~ves to pro- mote economic development that generally satisfies the reqmrements of the pohcy and the C~ty Council hereby waives the mlmmum threshold requirement within the pohcy for tax abatement and authorizes a tax abatement of 100% on the increased valuation of the ~m- provement m each year covered by the tax abatement agreement over the value of the prop- erty for the year m whmh the tax abatement agreement ~s executed as set fourth ~n the Agreement SECTION 3 That the Mayor, or ~n her absence, the Mayor Pro Tem, contingent on B~g D Properties, Inc acqulnng the property w~th~n Relnvestment Zone No III on or before Decem- ber 31, 2000 and prov~dmg satisfactory evidence of good marketable t~tle to the property as set forth ~n the Tax Abatement Agreement, is hereby authorized to execute a Tax Abatement Agreement w~th Big D Propemes, Inc, substantially m the form of the Tax Abatement Agree- ment winch ~s attached to and made a part of this ordinance for all purposes as ~f written word for word hereto SECTION 4 That the Mayor, or m her absence, the Mayor Pro Tem ~s further authorized to execute the attached Electric Servme Agreement, by and between the C~ty of Denton and B~g D Properties, Inc for the provlsmn of electric service by Denton Mummpal Electric to Big D Properties, Inc, 1ts successors and assigns, for a period of not less than five years from and after the effective date of tIns ordinance, in substantmlly the form of the Electric Service Agreement, which ~s attached to and made a part of this ordinance for all purposes as ~f written word for word herein Page 2 of 3 SECTION 5 That the City Council hereby instructs and authorizes the City Manager to inspect, audit, and evaluate the progress of Big D Properties Inc to determine ff ~t has met all of the conditions of the attached Tax Abatement Agreement prior to the tax abatement going ~nto effect SECTION 6 That ff any section, subsecUon, paragraph, sentence, clause, phrase, or word in this ordinance, or application thereof to any person or circumstance is held invalid by any court of coml~tent jurisdiction, such holding shall not affect the vahdity of the remaining portions of this ordinance, the City Council of the City of Denton hereby declares that they would have enacted such remaining portions despite any such vahdlty SECTION 7 That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the day of ,2000 EULINEBROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY -51 - STATE OF TEXAS § § COUNTY OF DENTON § ELECTRIC SERVICE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND BIG D pROPERTIES, INC THIS AGREEMENT is made and entered into by and between the City of Denton, Texas, a Texas municipal coq~oratlon ("DENTON"), and Big D Properties, Inc, a Texas Corporation ("BIG D"), duly-authorized and in good standing lo do business m the State of Texas, each pan'y acting herein by and through their respective duly-authon?ed governing bodies, officials, officers, and representatives WHEREAS, DENTON and BIG D intend to execute a Tax Abatement Agreement Between the City of Denton, Texas and Big D Properties, Inc (thc "Tax Abatement Agreement") on this date, which among other things, provides for an ad valorem tax abatement under the terms and ,condltmns set forth in thc Tax Abatement Agreement, and which Fax Abatement Agreement will result in economic benefits flowing to DENTON by reason of BIG D redeveloping the abandoned buildings contained on that certasn tract of real property generally referred to h~tem as the Premises, the same bcmg located in thc City of [~nton, Denton County, Texas, and WI~.REAS, Paragraph ! F of the Tax Abatement Agreement prowdes that DENTON and BIG D enter into a long4erm agreement for thc provision of electric service by Denton Municipal, Electric ("DME") to BIG D, its successors, assigns, and/or tenants, for a term of no less than,five (5) years, simultaneously, on thc date of execution of the Tax Abatement Agreement, and DENTON and BIG D accordingly desire to enter into this Agreement and the Tax Abatement Agreement, and WHEREAS, BIG D requires electric &stnbution service and energy for the operation of its rc, devdopment proJect, including, all that real property, as more particularly described in the Tax Abatement Agreement, in Exhibit "B" thereto The redevelopment project, together with any equipment and other Improvements to bc constructed, renovated, repaired or reeonstmctcd on the Premrses which will bc owned or leased by BIG D revolves a substantial financial commflment by BIG D, and BI(3 D recognizes that thc cost, safety, and rchablhty of electric serViCe to the Pr~mlse, s is significant to the successful redevelopment of the Premises, and WHEREAS, BIG D recognizes that DME is the ex~stmg electric service provider for the Premises, and despite the Premises being located w~thm a dually-cemficated t.lectnc san, icc area, BIG D, as its free and voluntary choice, desires to maintain and contmnc the existing electric sarVl~,c relation w~th DENTON and DME as the sole and exclusive prowder for electric d~stnbut~on service to the Premises throughout thc term of thts Agreement BIG D bchcves that st is m its best interests to receive electric service under the terms and condmons of this Agree4nent from DME, and DENTON is willing to enter into a long-term oonumtment to and Agreement with BIG D to provide electric distribution service and all the reqmr~nncnts of power and energy wluch arc needed and/or rcqmred_ 5b~?IG O for its redevelopment of the Premises, NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, the anaotmts to be prod to DENTON hereunder, the benefits conferred lo DENTON and BIG D hereby, and other good and valuable conslderahons, DENTON and BIG D hereby AGREE as follows I TERM OF AGREEMENT A BIG D and DENTON hen:by agree to a five-year clectnc sernce agreement This Agreement wall commence effective ., 2000 and shall continue for a period of five years thereafter, unless sooner terminated as provided for herein B Upon the expucatlon of the five year term of this Agreement, ff DENTON has opted into retail competition, BIG D shall have the option to select another electric servl~,e provider to provide for its electric energy needs, PROVIDED, HOWEVER, DENTON shall retain a right of first refusal to match any and all bona-fide offer(s) from such other electric servi~e provlde~(s), and thereby retain BIG D as DENTON's electric service customer for the future For purposes of the operalaon of this subparagraph, the term "bona-fide offer" is a proposed offer or agreement in writing, dated, and signed by a duly-authonzed officer or represenlat~ve of another electric service proxader and BIG D BIG D shall notify DENTON of any and all such bona-fide offers, in writing, signed by a duly authorized officer of BIG D The written request ,md notificalion shall provide that DENTON have no less than 45 days to evaluate the offer or agre~nnent in order to exercise its right of first refusal, and which written offer or agreement communicated by BIG D to DENTON shall state thai the offer or agreement received from such other electric service provider is bona-fide, is in full force and effect, and that BIG D ~s ready to take acllon to approve the offer or proposed agreement PROVIDED, HOWEVER in the event that BI(; D and another electric energy service provider who has oxecnted a bona-fide written offer 1o BIG D, have entered into a written confidentiality agreement, then BIG D's obligation to DEN] Olq under this subparagraph shall cons:st of notifying DENTON, in wntmg, that BIG D has ro~elved a better offer respecting electric service rates, and will provide DENTON with as much information as it lawfully can under the terms of the confidenl~ahty agreement BIG D will utthze its best efforts to negotiate an agreement that will allow BIG D to reform DENTON of the basic terms of the competing offer The written notice shall provide that DENTON has no less than 45 days to respond to BIG D by either making a written offer to BIG D m efforts to better the unknown competing electric service provlder's offer, or responding that DENTON will not make an offer, thereby cxtingmslung its right of first refusal arising under tins subparagraph C Upon explrabon of this Agreement, BIG D may take electric energy serv~co DENTON under any then effective utility service rate or contract If DENTON has opted into retail competition, then upon expiration of this Agreement, subject to the terms and reqmrements of Paragraph I B above, BIG D may also, at lis option, elect to take all or a portion of its electric energy serwen requirements from an electric energy service provider other than DI'NTObl D In the event that DENTON should sell, divest, assign, or otherwise d~pose of lis entire electric system 0ncludmg the generation, lransmisslon, and distribution elements thereof) du~ng the term of ttus Agreement, then fins Agreement, at the sole discretion of BIG D, can be terminated on the date of such sale, divestiture, ass~gmnent, or other d~spos~tlon Any termination of tlus Agreement arising under this subparagraph shall not be considered as an act -53- of default by BIG D under Article IX below, or otherwise, and likewise, shall nol be considered as an act of default by DENTON under Article X below, or otherwasc li CONTRACTUAL COMMITMENT OF BIG D A Dunng thc term ofthas Agreement, DENTON agrees to prowde all eleclnc s~nncc neaxls (within thc City of Dcnton or outside thc c~ty bm~ts where currently being supphl:d by Denton) of BIG D BIG D agrees and covenants to uncondihonally remmn thc electric S¢lVlCe customer of DENTON, and lo purchase all of its electric d~stnbutmn scrvsce and encrgy requn'ements exclusively from DENTON B BIG D and DENTON agree and covenant that BIG D, ~ts succ~sors, assigns, and/or tenants respecting the redevelopment project conducled on thc Premises, shall uncondlhonally take their rest~ctivc elcctnc distribution service fiom DENTON dunng thc team of this Agreement, and further, that any and all electric thstnbuhon facthlaes to bc installed on Premises dunng the term of flus Agreement, shall be DME electric thsmbntion lines and facilities, and shall be a part of the DME electric daslnbut~on system III CONDITIONS OF SERVICE A DENTON agrees to use reasonable dthgence to sell and dchver to BIG I} all power and energy which ts required for BIG D's redevelopment for the term of flus Agrc~nnent Elecmclty provided by DENTON shall be delivered to BIG D at a point on BIG D's Premisc.'s as ref~-nn:d to above B BIG D agrees that electrical energy provided by DENTON may have reas~alable variation tn fl-equency and voltage w~thm apphcable American Nataonal Standard~ lnslllut¢ ("ANSI") Gmdehnes To the extent that damage to BIG D's redevelopmenl Premises ts sustam~l dunng the term of tins Agreement, wluch damage ~s proxamately caused by a fluctuation m voltage over and above the applicable ANSI Gmdehnes percentage, and not caused by an Electric Rehablhty Council of Texas ("ERCOT") transmission grid problem beyond Denton's conlrol, DENTON shall be responsible for the reasonable cost to repatr such damage C Dunng the term of thas Agreement, DENTON shall be the sole and exclusive source of elect'nc dlstnbullon and energy setwlce to BIG D regarding ~ts redevelopment ,ltuate~l on the Premises BIG D shall not conslmct, obtain, or utthze any facdat~es of, or directly enter into any agreeme41t for electric dastnbut~on or energy service to ats redevelopment to the Prtmns~s w~th any suppher of electric distnbuhon or energy other than DENTON Eiectncd¥ dehvered by DENTON undea' this Agreement shall not be re-sold or redistributed by BIG D to any thard D BIG D agrees to take and use all elecmc~ty exclusively for the Old, ration of redevelopment of the Premtses dunng the term of this Agreement BIG D agrees to notify and discuss with DENTON, any changes m equipment and operating characteristics, ImOr to making a change at BIG D's redevelopment at the Premases -54- IV APPLICABLE RATE A The rate(s) charged respecting the electric services provided by DEbI~I'ON to BIG D pursuant to flus Agreement shall be the dependenl upon BIG D's m~mmum demand for electric service The rate schedules m effect for purposes of th~s Agrcemen! are those rile schedules m effect on October 1, 2000, and as said rate schedules may be thereafter be anaended dunng the term of this Agreement B The terms of the rates' provided for tn Article II1 A above are expressly ~ubject to any slxanded cost recovery provision of thc laws of the Slate of Texas, as they may now exist, or as amended, or as they may be hereafter enacted in the future dunng the term of flus Agreement V BILLING AND PAYMENT FOR ELECTRIC SERVICE A DENTON shall render to BIG D monthly bdls for the clectnc s~rv~cc prox Ided pursuant to this Agreement Bdhng periods wdl be approx~malely thirty (30) days m langlh DENTON intends to read BIG D's meter on thc last working day of each month, and intends lo issue bdhng to BIG D on the second working day of the month nexl following B The due date for the payment of each monthly bill issued by DENTON to BIG D for electric selvlcc hereunder shall be fifteen (15) days after the ~ssuancc of each montldy bill C DENTON and BIG D agree that DENTON's provmion of electric service to BIG D hereunder, ts further subject to the pmwsmns of Chapter 26 of thc Code of Ordinances of thc City of Denton, Texas, as amcnde~i In thc event of any conflict between thc provisions of flus Agreement and thc provisions of said Chapter 26, thc provisions of this Agreement shall govern VI METERING A Service at BIG D shall bc metered at the most appropriate Iocatwn, by me, ms of mctcr(s) furnished and installed by DENTON DENTON shall have the right to locate, operate, and maintain a meter and meter d~sconnect switches at or near the point of dehv~y The meter readings shall be conclusive as to the quantity of power and energy taken by BIG D, unless upon tests, as provided in Subparagraph B below, the meter is found to be outsule the accuracy standards presently in force, as established by the American National Standards Iw,~tute B BIG D may request and witness a test of a meter dunng DENTON's l~ormai working hours at a time mutually convemen! to BIG D and DENTON m order to check the accuracy of the meter The test shall generally be made at the meter at its installed location, but may be made at a meter test laboratory selected by DENTON BIG D shall pay the ca)si of inch test if the meter has been previously tested at BIG D's request within the pre,nous twelve (12) month period, and the meter is found to be w,thm the accuracy standards set forth m the preceding paragraph If, as a result of a meter test, the meter is found to be outside the accuracy standard set forth above, DENTON shall promptly render corrected bills accordingly -55- VII CONTINUITY OF SERVICE/FORCE MAJEURE A DENTON shall use reasonable dmhgence m provide BIG D constant and umnten~pted electric power under tins Agreement However. DENTON shall not be hable for any damages, costs or losses, if electric power or service should fall or be inten'upted, suspe,~led, curt~ied, become defective, or be reduced through an act of God, governmental authority, action of the elements, pubhc enemy, accident, strikes, labor trouble, breakdown of eqmpment, by ERCOT transmission grid problem, or any cause beyond the reasonable control of DENTON Following any such event, DENTON shall use Its best efforts to restore service to BIG D as promptly as reasonably practscable, after consldenng the pubhc health and safety ~ssues affecting the citizens of Denton In no event shall DENTON be hable to BIG D for consequential damages B All maintenance, repan or upgrades that wall affect the electric service to the BIG D redevelopment Premises shall be performed at a mutually agreed-upon time VIII _WARRANTIES ANY WARRANTIES CONTAINED IN THIS AGREEMENT ARE IN I lEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT I.IMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE THE ELECTRIC SERVICE PROVIDED UNDER THIS AGREEMENT IS BEING SOLD "AS IS" BIG D AGREES THAT DENTON SHALL NOT BE LIABI.E FOR ANY SPECIAL. IlqCLDENTAL, INDIRECT. OR CONSEQUENTIAL DAMAGES. OR FOR THE LOSS OF PROFIT OR REVENUE ARISING FROM THE PROVISIONS OF ELECTRIC SERVICE UNDER THIS AGREEMENT, EVEN IF DENTON HAS BEEN ADVISED OF SUCH POSSIBILITY 1X DEFAULT BY BIG D A It shall be an act of default for BIG D to fail to pay any montMy bill tssuc~l by DENTON to BIG D for electric service provided to BIG D hereunder w~thln tharty (30) days after l~ iSSllanee by DENTON B It shall be an act of default of BIG D, should BIG D fall to materially comply with any other provlaaon of tins Agreement respecting non-monetary defaults, as scl folth an this paragraph In the event ofa clmmed default, DENTON shall ~ssue a written nolt~.e ofdefanlt to BIG D specifically describing the alleged default and stating the action thai DENTON is requestmg of BIG D to wholly cure such default If said act or onuss~on complained of by DENTON Is not wholly cured within thirty (30) days after assuance of the written notice of default, then BIG D shall be deemed to be m default of th~s Agreement Furthermore, any termination of ttus Agreement ansmg under the provisions of Article I D herelnabove, shall not be considered as an act of default by BIG D C Ally default committed by BIO D m the performance and completion of tills Eleclnc Servmee Agreement shall also constitute a default by BIG D of the Tax Abatement Agreement executed by BIG D and DENTON on tins date -56- D DENTON shall have the right to specifically enforce this Agreement m the event of default by BIG D, to the extent permitted by law X DEFAULT BY CITY A It shall be an act of default of DENTON, should DENTON fall to materially comply with any provision of this Agreement and fails to cure or remedy said alleged default as set forth in this paragraph BIG D shall issue a written notice of default to DENTON specifically describing the alleged default and stating the action that BIG D Is requesting of DENTON to wholly cure such default If smd act or omission complmned of by BIG D ,s not wholly cured wathln thirty (30) days after the issuance of the written notice of default, then DENTON shall be deemed to be m default of thru Agreement Furthermore, in the event that DENTON should sell or otherwise dispose of its enttre electric system dunng the term of this Agreement, that shall not constitute an act of default of flus Agreement B BIG D shall have the nght to specifically enforce this Agreement in the event of default by DENTON, to the extent permitted by law XI TERMINATION In the event that a party hereto has defaulted in the performance of thl~ Agreement as provided for in Articles IX or X above, the non-defaulting party shall have the option of terminating this Agreement once it has provided defaulting party with a further written notice of its intention to terminate tlus Agreement, If the default(s) in question have not been cured wlth,n 30 days from the date that such further written notice is issued by the non-defaulting party XII MEDIATION AND ALTERNATE DISPUTE RESOLUTION The part,es agree that If a dispute arises under flus Agreement, that they will, in good faith, attempt to resolve the same m a reasonable, expedient manner The partl~ may agree to settle any &spute under this Agreement by submitting said dispute to mediation No mediation arising out of, or relating to, this Agreement involving one party's disagreement, may include the other party to the disagreement without the other party's approval In the event that the parties agree that mediation is apprepnate, they each agree to expedfle the mediation process, and further agree to he each responsible for one-half of all mediation fees and expense~ mcum:d XIII NOTICES_ Any not,ce requn'ed or desared to be given from one pan'y to the other party to th~s Agreement shall be In writing and shall be given and shall be deemed to have been served and received (whether actually received or not) ff (1) dehvered an person to the address set forth below, (2) deposited in an official depository under the regular care and custody of the Umted States Postal Service located w~tlun the confines of the United States of Ament,a, and sent by Certified Mall, Return Receipt Requested, postage prepmd, and addressed to such party at the -57- address hereinafter specified, or (3) delivered to such party by hand--dehvery or by couner- receipted dehvcry E~ther par~y may designate another address, w~thm thc confines of the Umtcd States of America, for notice, but until such time as written not,ce of such change rs actually received by the other party, the last address of such party designated for notice, shall remain such party's address for notice BIG D PROPERTIES, INC CITY OF DENTON, TEXAS Attn J Michael Kevhn, President Attn City Manager P O Box 270874 215 East Mcganney Street Flower Mound, Texas 75027 ' Denton, Texas 76201 XIV A SI~ILITY Neither party shall have the right to assign that party's interest ~n flus Agreement wflhout the prior written consent of the other party, which consent shall not be unreasonably withheld PROVIDED HOWEVER, the parlies agree that in the event BIG D sells, conveys, assigns, or otherwise {hsposes of all or a part of its redevelopment project respecting the Prenns~, that thrs Agreement shall be assignable to BIG D's transferee, conditioned upon BIG D not being m default m the performance of this Agreement, at the t~me of transfer, sub3~ct to the transferee expressly assurmng this Agreement and all obhgatlons owing to DENTOIq under th~s Agreement, tn writing, and subject to the Assignment provisions contained in Paragraph "6" of the Tax Abate~nent Agreement XV ENTIRE CONTRACT/MODIFICATION The part, es understand and agree that th~s Agreement contains the entire Agr~ment between the parties and supersedes any and all prior agreements, arrang~mmmts, or understandings between the parties relating to the subject matter of th~s Agreement lqo oral understandings, statements, promises or inducements contrary to the ten'ns of this Agreement exist This Agromaent ~s subject to modlficahon, wmver, addition, or delehon, only by means of a written docmnent duly executed by both parties hereto XVI RELATIONSHIP OF THE PARTIES Notlung contained mttus Agreement shall be deemed or construed by the parties hereto, or by any third party, to create the relationship principal and agent, or of partnernhlp, or of joint venture, or of any association whatsoever between the parties, ~t being exptamsly ~mderstood and agreed that no prowslon contained m th~s Agreement, nor any act or acts of the ps~le$, constitute a relataonshtp, other than the relattonshtp of independent parttes conlractmg wRh ~ach other solely for the purpose ofeffectmg the provmlons of this Agreement XVII SEVERAB_ILITY I f any term or prowsmn of th~s Agreemenl ~s held Io be dlegal, ~nvahd, m unenforceable, the legality, vahd~ty, or enforceability of the remaining terms or provrslons of th~s Agreement -58- shall not be affected thereby, and m lieu of such illegal, invalid, or uncnfort.,abl{: term or provision,, there shall be added automatically to this Agreement, a legal, valid, or enfow~..able term or provision, as similar as possible to the term or provision declared dlcg. d, mvahd, or unenforceable XVIII ~G LAW AND VENUE The parties expressly agree that tlus Agreement Is govemed by, and will be consltued and enforced In accordance with laws of the State of Texas The provisions and obhg~ons of this Agreement are performable in Denton County, Texas Venue of any suit or cause of actmn arising under flus Agreement shall he exclusively m Denton County, Texas XIX _BINDIIqG EFFECT Except as hm~ted herein, the terms and provisions of this Agreement sh,dl be b~mhng upon and imure to the benefit of the parties hereto and their respective successors and assigns PARAGRAPH HEADINGS The paragraph headings contained m this Agreement are for convemence only and shall no way enlarge or hmit the scope or meaning of the various and several paragraphs hereof XXI CONSTRUCTION. Both parlaes have participated in the negotiation and preparation of this Agreement, and this Agreement shall not be construed either more or less strongly against or for either patty XXII GENDER Within tlus Agreement, words of any gender shall be held and construed to include any other gender, and words in the singular number shall be held and construed to include the plural, unless the context otherwise reqmres XXIII COUNTERPARTS This Agreement is executed in two (2) ~dentical counterparts, each ol which shall be deemed, an original for all purposes IN WITIqESS WHEREOF, the parties hereto have executed this Agreement by and through their respective governing bodies, officials, and duly authorized officers, on this the day of , 2000, to be effective as of thc day of .., 2000 -59- "DENTON" CITY OF DENTON, TEXAS A Texas Mumc~pal Corporation By EULINE BROCK, MA YOR ATTEST JENNIFER WALTERS, CITY SECRETARY By APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY "BIG D" BIG D PROPERTIES, INC A Texas Coq~orat~on By j MICHAEL KEVLEN Prca~dcnt ATFEST -60- Agenda No ~ I Agenda Item. AGENDA INFORMATION SHEET , Date AGENDA DATE' October 3, 2000 DEPARTMENT: Planmng Department CM/DCM/ACM' David Hill, 349-8314 SUBJECT - V-00-007 (BehmngPlace) Consider a variance on perimeter streets, section 34-114(5) of the code The 0 519 acre property is legally described as Lots 1-3, Block A of Behmng Place and ~s located on May St east of Ruddell St Remdentml development is proposed The Planmng and Zoning Commission recommends denial (4-2) BACKGROUND The apphcant has requested an exaction variance based on the cost of the required improvements (perimeter pawng) m comparison to the size and type of development (See Attachment 1) ~ The applicant is proposing to subd~mde the ex~stmg two properties, which contains one existing house, ~nto three residential lots Two add~tlonal houses will be budt The apphcant proposes no street ~mprovements on May Street > The subject property was rezoned from SF-7 to PD-184 on May 16, 2000 The proposed development (three lots and two new houses) conforms to the approved PD PRIOR ACTION/REVIEW The following is a chronology of V-00-007, commonly known as Behmng Place Apphcatmn Date - August 8, 2000 DRC Date(s) - August 10, 2000 P&Z Date - September 13, 2000 ESTIMATED PROJECT SCHEDULE The subj0ct property is not platted and would need to be platted prior to any development A prehmlnary plat was con&t~onally approved on September 13, 2000 The final plat has been submitted for review and approval FISCAL INFORMATION Development of th~s property wall ~ncrease the assessed value of the city, county, and school d~stnct It wall require no short-term pubhc ~mprovements that are the responslbd~tY of the city RECOMMENDATION The Planning and Zoning Commission recommends demal (4-2) of the exaction variance OPTIONS 1 Approve as submitted 2 Approve w~th eondmons 3 Deny 4 Postpone consaderation 5 Table item ATTACHMENTS 1 Planning and Zoning Commission Report, September 13, 2000, V-00-007 2 Planmng and Zonmg Commmslon m~nutes from September 13, 2000 Respectfully submitted Douglas S~,Powell, AICP Director of Planning and Development Prepared by M~ke Grace Planner I 2 ATTACHMENT 1 Agenda No Agenda Item '7 Memo Planning and Zoning Comnumon From David Salmon, P E, City Engm Date 9/7/00 Re Perimeter Paving Variance for Behnmg Place Adcht~on Sent Corp, representing the owner of the proposed Behnmg Place Addition located on the north side of May Street east of Ruddell Street has apphed for a variance of section 34-114, (5) of the Code of Ordinances concerning penmeter paving The subJeCt section of the ordmmlce reqmres that May Street be nnproved along the frontage of the development The street is not currently constructed to City Standards The applicant is proposing to subdivide the subject tract, wNch contains an ex~stmg horoe rotc three residentml lots Two adcht~onal homea,wfll be constructed The appheant proposes no street nuprovements on May Street The appheants base the reason for the variance request on the cost for the subJeCt nnpmvements m comparison to the size and t~pe of development The Comrmsslon may recommend that thru exaction variance be approved by the City Council if the following criterion is met Criteria for variances from development exactions Where the comnusslon finds that the nnposltion of any development exactmn pursuant to these regulations exceeds any reasonable benefit to the property owner or is so excessive as to constitute confiscatnon of the tract to be platted, it roay reCommend approval of vanancea to wmve such exactton's, so as to prevent such excess, to the City Council Wmver of developmental exactions shall be approved by the City Council The price the apphcants pad for tho parcel, or the cost of the proposed braiding improvements is not a factor m det~nmnmg reasonable costs The question is, are the costs assomated w~th the pubhc tmpmvement reasonable and consistent wuth the type of development proposed and the demand for senacea created by the developroent9 The reqmred paving improvements would cost the apphcants approxnnately $10,800 00 or $3,600 00 per lot The average cost of street nuprovements per srogle-fanmly lot m Denton is $5,400 In adchtton, May Street is currently a dead end on both the east and west seCtions of the street Once the large tract between the two dead ends is re, developed, May Street will beCome a through street Based on tins, staff recommends demal of the variance, as the assoaated costs are less than the City average In addition, g~ven the emstmg topography, it may be possible to only ~-inove a pomon of the existing street and simply add on to the pavement, which would reduce the cost Recommended Motions: I move that we recommend to the Clty Council that a variance of seetlon 34-114 (5) be demed for the Behnmg Place Addition for perimeter paving as the cost of the subject improvements does not outweigh the need created by the development o.~o..°ne".. Texas, lac I' 5. PeUitioner must provide the raUmonale for the vari~ce usmn~ th~ followin~ five criterma (1) The ~ran~in~ of the variance will not be de~rmmental to the public sa~e~y, health, or welfare or injurious to other pro- per~y; (2) The conditions upon which the re.est for a variance is baeed are unique to the property for which th~ variance is sought and are not applicable generally to other property, (3) Because of ~he particular physical surroundings, shape, or topo~raphical conditions of the specific property involved, a ~art~cular hardship to the owner would result, as istxn~uished from a mere inconvenience, if ~he s=rio~ letter o~ these re~lations is carried out, e Variance Appltcat!on Continued Page 2 (4) The variance will not in any manner vary the provisions of the Zoning Ordinance, Denton Development Plan, Master Plan, or Studied.' (5) The special or pe0uliar conditions upon which the request is based did not result from or were not created by the act or omission of the owner or any prior owner, subsequent to the date of creation of the requirement from which a variance Ks sought. If the variance is from an exaction (ag road conscruction, right- of-way dedication, drainage improve~ent a public improvement and/or dedication to the public], the imposition of any development exaction pursuan~ to these re~ulations (1) exceeds any reasonable benefit to the property owner or (2) is so excessive as to constitute confiscation of the tract being pla=ted. Waiver of developmental exactions shall bs considered after e recommendation from uhe Planning and Zoning Couunissionby=he city council. NOTEI Request must include t~e following: I. Completed application (one per variance). II. $250 fee per variance III. Copy of proposed plat and location map 7 Surveyors & Engineers of North Texas 1621 Amanda Court Ponder, Texas 76259 PH (940) 482-2906 FAX (940) 482-2911 Toll-Free (877) 481-SENT WWW SENTCORP COM Tuesday, March 07, 2000 City Council -City of Denton City Hall Denton, TX 76201 SubJect Exaction Variance from Subdlwsion Regulations Request ProJect Name Behnmo Place We respectfully request a vanance from the Ctty ofDenton's Subthvmon Ordinance for Secuon 3 l-114 Para 5 - Perimeter Street unprovements We requure a vanance for the following reasons · The unprovements requested m the Ordmance exceed any reasonable benefit to the property owner The added expense will not be able to be recouped m the rent or sale of these homes due to the erastms rents and costs of the surroundmg homes and netghborhoods · The owner ~s request,alS an adchuon of two lots on an eyastmg cul-de-sac This area Is bmlt-out and the chance that the remainder of the street vail be upgraded to the unproved section ts, at best, remote · May Street ts in very good shape at this tm~e There are no potholes m the street, and from appearances, the asphalt looks fairly new As the mad ts not a through road, the current section should last a very long tune without the "upgrade" · The current section has the appearance of a quiet rural road We wish to keep that character · Tlus variance would affect approxtmately one-half of a 200 feet section of a 600 feet cul-de-sac, there is no benefit to the ctty m requmng that the owner nnprove this section, neither m drainage nnlorovements or traffic flow, and ut fact the City would probably get requests from the other property owners on the street demandmlz the City unprove the entire street to match the 'unproved' section Thank you for your constderation of tbs request / SENT Corp CC Davtd Solomon Mark Behmng Sublect Behmng Place-Prehm~nary Plat Case Number PP-00-111 Staff. M~ke Grace, Planner I Agenda Date September 13, 2000 ACTION' Consider approval of the Prehm~nary Plat of Lots 1-3, Block A, of Behmng Place SUMMARY, Th~s property is in PD-184 zoning d~stnct The subject property ~s located on May Street east of Ruddell Remdenbal development ~s proposed The Denton Plan identifies this area as an "ExIsting Ne~ghborhood/Infill Compatibility" area The proposed development ~s compatible with The Denton Plan RECOMMENDATION' The plat conforms to the minimum requirements of the Subd~ws~on and Land Development Regulabons The Development Review Committee recommends approval SUGGESTED MOTION I move to approve the Prehm~nary Plat of Lots 1-3, Block A, of Behn~ng Place ENCLOSURES' 1 Locabon Map 2 Prehmmary Plat ENCLOSURE 1 ~ NORTH PP-00-111 (Behning Place) SITE LOCATION MAP Agenda Date' September 13, 2000 lo. Scale None ENCLOSURE 2 '""~ ~ ~ , ~ t~ ~, I I~1 ~Js.~n~m.~. Surveyors 11 ATTACHMENT 2 PLANNING & DEVELOPMENT DEPARTMENT MEMORANDUM TO CITY COUNCIL FROM DOUG POWELL SUBJECT. PACKET ATTACHMENT FOR AGENDA ITEM # 14 FOR CASE V-00 007 (BEHNING PLACE-VARIANCE) DATE SEPTEMBER 29, 2000 CC CITY MANAGER & STAFF ATTACHMENT Planmng and Zon,ng Commtss~on minutes for the September 13, 2000 meeting were not avadable when packets were assembled They will be del,vered to you on Monday Cay~nl Plannm§ and Dcwelopment 221 N Elm, Demon, Texas 76201 www cttyofdemon corn (940) 349 8350 ~ax (940) 349 7707 12 agenda No ~ate~- AGENDA INFORMATION SHEET AGENDA DATE October 3, 2000 DEPARTMENT C~ty Attorney's Office CM/ACM Herbert L Prouty, City Attorney SUBJECT Consider adoption of an Ordanance authorizing the City to jmn the Steenng Committee of Cities Partmlpatmg m the TXU Francinse Litigation, allowmg the City of Denton to serve as the Treasurer of such Steenng Committee, authorizing the payment of assessments reqmred of Steenng Committee Members and providing an effective date PRIOR ACTION On June 6, 2000 the City of Denton rettuned the firms of Strasburger & Price, L L P (Strasburger) and Bucek & Frank, L L P (Bucek) to file stat to collect delinquent francinse fees owed the City by TXU Electric Company and TXU Lone Star Gas per an audit performed by Daversffied Utility Consultants, Inc (DUCI) On June 7, 2000 the City filed stat agmnst TXU and the 393ra Dastnct Court issued a temporary restrmmng order (TRO) commanchng TXU to refrain from destroying or otherwise dasposlng of records relating to the payment of francinse fees to munlclpahtles in the State of Texas and granted Denton's apphcat~on for Expe&ted Discovery On June 27, 2000 Judge Issacs signed an Agreed Temporary InJunction eontmmng the June 7th TRO relating to TXU refrmnmg from destroymg or otherwise disposing of the above mentioned records The professional services contracts of Strasburger and Bueek requested they lnwte other cities an the TXU service area to participate in tins lmgatlon with the understanding that a consolidated action by all carles similarly damaged would reduce duphcataon of effort and the attendant legal, expert and court costs BACKGROUND On August 18, 2000 Strasburger and Bucek forwarded to the Mayors and City Managers of 155 crees in the TXU service area a packet of lnformauon describing Denton's legal action agmnst TXU, the jury award ($33 4 million) m the Houston Llginang & Power case and ~nvmng such crees to joan a proposed "Steenng Committee of Cities Pamc~patmg ~n the TXU Franeinse Lxtagatlon" Tins packet of information was quite similar to the approach used in Denton's successful lawsuit agmnst GTE back m 1995 The cover letter from David LaBrec with Strasburger, included m the packet a letter proposing that each City in the steenng committee be subject to two assessments with each assessment equaling $ 25 times each city's 1990 census populatlun The assessment could be prorated if a caty had only TXU electric or TXU gas The letter suggested e~ther a 3-officer or 5-officer steenng committee depen&ng on the number of Agenda Information Sheet Agenda Dgte October 3, 2000 Page 2 cities participating, with Denton serving as one of the officers (Treasurer) The response to this packet o f information exceeded our expectations Strasburger and Bucek have received lnqumes from representatives of over 70 cities The information went only to cities with a population of 4,000 or greater But we have also received mqmnes from a number of cities under 4,000 Strasburger and Bucek scheduled two reformational meetings (one at NCTCOG in Arlington and the other at TML in Austin) for city representatives to attend Both meetings were well attended At these informational meetings, Strasburger and Bucek explmned the manner in which the litigation would be transferred from Denton to the Steering Committee [See Exhibit "C" attached],, discussed prehmmary audits that DUCI would perform for the cities, explmned the procedure for governing bodies to participate and some of the key issues in this dehnquent franchise fee htlgataon Key points related to transfer of the Clt3, of Denton vs TXU Electric and Lone Star Gas case from Denton to the Steenng Committee were 1 On November 1st the Steenng Committee assumes the responsibility for paying the future legal, consulting and court fees that accrue in prosecuting the delinquent franchise fee case agmnst TXU presently penchng in Denton County 2 The City of Denton assumes the responsibility for all legal, consulting and court fees that accrued prior to November 1st 3 The Steenng Committee will seek a judgment or settlement that reimburses (a) every city, that remains in this htlgataon to its conclusion, the assessment fees it has prod and (b) the City of Denton for the legal, consulting and court fees it has prod since the retention of Strasburger &Pnce, L L P and Bucek & Frank, L L P on June 6, 2000 and I Diversified Utility Consultants on June 1, 2000 4 No city's assessments shall exceed 10% of the amount of delinquent franchise fees that the aucht reflects such City is owed by TXU 5 Each city shall be entitled to cast 2 votes for the officers of the Steenng Committee if only two officers other than the Treasurer stand for election and 4 votes if the number of participants warrant a Steenng Committee of four officers other than the Treasurer The canvass of the votes shall result in 50% of the officers, other than the Treasurer representing cities of under 30,000 population and 50% of the officers other than the Treasurer representing cities of 30,000 or more The cities may cast all their votes for themselves or for cities in either category mentioned above 6 Should Steenng Committee funds collected by the two assessments be depleted, the payment of all subsequent assessments will be on a voluntary basis The failure of a city to make a voluntary contribution will not result in the removal of the city from the lawsuit 7 Any city can remove itself f~om the litigation at any time without any liability to the Steenng Committee for future assessments No refunds will be made by the Steenng Agenda Information Sheet Agenda Dhte October 3, 2000 Page 3 Committee of funds prevaously contributed by a mty or subsequently recovered by judgment or settlement 8 The assessment fee shall be reduced by 50% if a City is served by only TXU-Electnc or TXU-Lone Star Gas Should a caty have e~ther 2 natural gas companies and 1 electric company, or vine versa, the applicable 50% port~on of the assessment apphcable to the two competing entat~es (one of which as TXU), wall be adjusted by multaply~ng the port~on of the assessment by a fraction, the numerator of which as the total TXU-Lone Star Gas (or electric, af applicable) customers an the corporate hmlts as of January 1, 1999 and the denominator of which is the total of all natural gas (or electric, if applicable) customers, ~ncludmg TXU-Lone Star Gas's customers, in the corporate hmats as of January 1, 1999 FISCAL rNFORMATION The cost to join the Steenng Committee as calculated as follows (a) TXU-Lone Star Gas ..... Denton will have 2 assessments of 12 5 cents each times Denton's 1990 census of 66,270 The first assessment would equal $8,284 If on January 1, 1999, CoServ Gas was providing gas to Denton customers the $8,284 would be reduced m proportion to the percentage of accounts TXU-Lone Star Gas had m relation to the total number of gas customers ~n Denton (b) TXU-Electnc and CoServ Electric ..... Denton would have two assessments of $8,284 each reduced by the percentage of customers in Denton purchasang electric from Denton Electric and CoServ Electric For example, TXU has about 900 customers and CoServ about 600 customers The 900 TXU Electric customers would be divided by the total electric customers in Denton which as 40,000 (38,500 DME, 900 TXU and 600 CoServ) as of January 1, 1999 The $8,284 assessment on the gas sade would be multlphed by the 2 25% (000/4o,o00) Th~s would result an two electric assessments of $186 each or a total assessment for gas and electric of $8,470 Based on the foregoang, Denton's total assessment would be approximately $16,940 More amportantly, under the steenng committee gmdehnes no city would be required to contribute more than 10% of the amount Dlversffied Utility Consultants, Inc's audat determines such mty is entitled to in dehnquent franchase fees Presently, Denton's incomplete audit shows damages of $1 17 mflhon Should the completed audat reflect Denton's damages mount to only $150,000, then Denton would not be required to pay a second assessment and would be entitled to a refund of $1,940 OPTIONS A Do not join the Steenng Committee and contanue to pursue the Denton vs TXU Electric & Lone Star Gas case in Danton's andavldual capamty It as projected that such lltlgataon may cost the C~ty $425,000 Agenda Information Sheet Agenda Date October 3, 2000 Page 4 B Dismiss the C~ty's suit against TXU and be responsible for expert fees that have accumulated to date and wmve the ability to pursue the collection of the $1 17 mflhon ~n dxspute C Join the Steering Committee of c~t~es, allow the C~ty to serve as Treasurer of the Commxttee and pay the first assessment of approximately $8,470 by adopting the attached ordinance RECOMMENDATION Staff recommends Option C and the adoption of the attached ordinance Respectfully submitted, H~Attomey ORDINANCE NO AN ORDINANCE AUTHORIZING THE CITY OF DENTON, TEXAS, TO JOIN "THE STEERING COMMITTEE OF CITIES PARTICIPATING IN THE TXU FRANCHISE LITIGATION" RELATING TO THE CAUSE OF ACTION STYLED THE CITY OF DENTON, TEXAS VS TEXAS UTILITIES COMPANY AND LONE STAR GAS COMPANY OR SUCH OTHER CAUSES OF ACTION AS SUCH STEERING COMMITTEE MAY DETERMINE SEEKING DELINQUENT FRANCHISE FEES FROM TXU, LONE STAR GAS AND OTHER ENTITIES ASSOCIATED WITH TXU, AUTHORIZING THE CITY OF DENTON TO SERVE AS TREASURER OF THE STEERING COMMITTEE, AUTHORIZING THE EXPENDITURE OF FUNDS FOR ATTORNEY AND EXPERT WITNESS FEES, AND PROVIDING AN EFFECTIVE DATE WHEREAS, on December 12, 1999 an audit on behalf of the City of Denton estimated TXU Electric and Lone Star Gas owed dehnquent franchise fees m excess of $1,000,000 based on findings that certain revenues were Improperly excluded from the calculation of gross receipts/revenues, and WHEREAS, the law firms of Strasburger & Price, L L P and Bucek & Frank, L L P have filed suit agmnst TXU and Lone Star Gas on behalf of the C~ty of Denton m the 393rd D~stnct Court in Denton County for delinquent franchise fees (TXU Franchise Litigation), and WHEREAS, a consolidated action by cities in the TXU service area seekdng delinquent franchise fees will reduce duphcatlon of effort and the attendant Iegal and expert witness fees and court costs, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the City of Denton agrees to join with other similarly s~tuated Texas crees ~n the TU/LONE STAR GAS systems in forming the Steenng Committee of C~tles Part~clpatlng in the TXU Franchase L~tlgatlon to pursue causes of action against Texas Utlhtles Company, Lone Star Gas Company and other entrees associated with TXU to collect delinquent franchise fees SECTION 2 That the C,ty of Denton agrees to contribute 50¢ for each mdlwdual resadmg within Its corporate hm~ts based on the 1990 U S Census (except for such portion oftts population that may not be residing wlthm the TU/Lone Star Gas service area) or $2,000, whichever ~s more, to underwrite the cost of legal and expert w~tness fees and related costs to be expended on behalf of the c~t~es m this matter, 25¢ [or $1,000 if apphcable] being due on or before October 31, 2000, and the other 25¢ [or $1000], if assessed, being due and payable on the date the Steenng Committee of C~tles Participating in the TXU Franchme L~t~gat~on authorizes such assessment Prowded, however, Denton's assessment will be reduced by multiplying 25¢ times ~ts 1990 population t~mes the ratio desired by d~vldmg the total number of TXU electric customers by the total number of Denton electric customers and the total number of TXU Lone Star Gas customers by the total number of Denton gas customers SECTION 3 That Herbert L Prouty, C~ty Attorney for the C~ty of Denton, or his designee shall be the City's primary contact and hmson m th~s matter and such individual shall be ehg~ble to serve on "Steering Committee of Ctt~es Participating in the TXU Franchise L~t~gatmn" as ~ts Treasurer Notmes to the C~ty should be addressed as follows Name/T~tle Herbert L Prouty, C~ty Attorney C~ty/Address City of Denton, 215 E McK~nne¥, Denton, Texas 76201 Telephone (940) 349-7799 Fax (940) 382-7923 E-mml hlprout¥(&,c~tyo fdent on com SECTION 4 That the hmson named above ~s authorized to take those steps reasonable and necessary to comply w~th the intent of tlus ordinance and the hmson and the C~ty Manager are authonzed to make the expenditures reqmred by thru ordinance SECTION 5 That th~s Ordinance shall become effective ~mmed~ately upon ~ts passage and approval PASSED AND APPROVED tlns the day of ,2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM HERBERT L ~ROUTY, CI'I~ATTORNEY Page 2 of 2 A0enda Item ~/~ AGENDA I1NFORMATION SHEET Date /~/~/~L9 AGENDA DATE' October 3, 2000 DEPARTMENT. Engmeenng & Transportation CM/DCM/ACM: Dave Hill.. 349-8314 SUBJECT ConsMer adoption an ordinance of the C]ty of Denton, Texas approwng a real estate contract between the City of Denton and Locust/288 Partners, Ltd, relating to the purchase of an approximate 20 acre tract or parcel of land bemg a part of Lot 2, Block A of the Sandhn Addition, an addmon to the City of Denton, for use as a Regional Detention Pond, authorizing the expenditure of funds therefore, and providing an effective date BACKGROUND Regional Detent]on Pond #1 was recommended m the 1996 Cooper Creek and Pecan Creek Regional Drainage Studies, performed by Freese and Nxchols North Pomte Development is currently working towards residential development of 118 acres, upstream, to the northwest of the subject 20 acre Regional Detention Pond #1 tract In the case of the Cooper Creek Regional Detention Study, several possible sites for detention ponds were evaluated forthelreffcct~vencssmreducmgthe 100-yearfloodplam Thirteen scenurLos of individual pond construction and combination of ponds were evaluated to determine an effective combination of pond options Approximate floodplain wMth reductions were used to estimate the benefit of ~mplementmg the regional detention program The benefit was compared to the cost of each scenario and a recommendation was made regarding the scenario that should be implemented by the City, the subject 20 acre tract being one of the suggested sites North Pomte detention reqmrements for the 118 acres of residential development are $935/acre for detention pond development The total detention pond cost for the North Polnte Development shall be $110,330, wtuch is due dunng final platting These funds will be utthzed dunng the construction of the regional detention pond RECOMMENDATION Staff supports approval of the real estate purchase contract PRIOR ACTION/REVIEW (Council, Boards, Commissions) Public Utllmes Board review on April 17, 2000 City Councd work session review on April 25, 2000 FISCAL INFORMATION $200,000 oo ($10,000 per acre) plus closing and survey costs of approximately $7, 000 oo Respectfully submitted Jer~lmk, ~lre~tor Engineering & Transportation ed by Paul Wdhamson Right-of-Way Agent 2 ,Location Map ~ ~ - _ ~/~ ~, .J ~.'- ~ . ~_ .. T~:r.I .~ . x~, ~- , ~; ORDINANCE NO AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF DENTON AND LOCUST/288 PARTNERS, LTD, RELATING TO THE PURCHASE OF AN APPROXIMATE 20 ACRE TRACT OR PARCEL OF LAND BEING A PART OF LOT 2, BLOCK A OF THE SANDLIN ADDITION, AN ADDITION TO THE CITY OF DENTON, FOR USE AS A REGIONAL DETENTION POND, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS SECTION 1 The City Manager ~s hereby authorized to execute a Real Estate Contract between the City and Locust/288 Partners, Ltd, ~n substantmlly the form of the Real Estate Contract whmh as attached hereto and made a part of th~s ordinance for all purposes, for the purchase of approximately 20 acres of land for use as a regional detention pond SECTION 2 The C~ty Manager as authorized to make the expenditures as set forth ~n the attached Real Estate Contract SECTION 3 This ordinance shall become effective ~mmed~ately upon xts passage and approval PASSED AND APPROVED thru the day of ., 2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM CONTRACT OF SALE North Denton Partners, Ltd, a Texas lnmted partnership (heremafler called "Seller"), hereby agrees to sell and convey to the City of Denton, a Texas municipal corporation, and/or assigns (heremaf~er called "Purchaser"), and Purchaser hereby agrees to purchase and pay for, 20 acres of land, more or less, out of the BBB & CRR Co Survey, Abstract No 180, and the T Toby Survey, Abstract No 1288, Denton County, Texas, being the same lands described more particularly by metes and bounds on Exhibit "A," attached hereto and made a part hereof by reference, together with, all and singular, all nnprovcments thereon and all rights and appurtananccs pertaining thereto, including any right, nile, and interest of Seller m and to adjacent streets, alleys, or rights-of-way to the centcrlmes thereof (such real estate, improvements, rights, and appurtenances being hereto referred to as the "Property") subject, however, to the Pernutted Exceptions (herem defined) This Contract of Sale (this "Contract") is executed upon the following terms and condntons Purchase Price The "Purchase Price" (hcrem so called) for the Propcr~y is Ten Thousand and No/100 Dollars ($10,000 00) per "Gross Acre" (as that term is defined m Section 3 A, below), as disclosed on the "Survey" (as that term is da£med m Section 3 A, below), payable all m cash at the "Closing" (as that term is def'med m Sectmn 8 A, below) 2 Independent Consideration A Independent Consideration Deposit Within three (3) busmess days from the Effective Date of this Contract, Purchaser shall deliver the sum of $100 00 to American Title Company, 717 N Harwood, 2610 Maxus Energy Tower, Dallas, Texas 75201 (the "Title Company") with the notation "Arm Maxle Hardm", to be held by the Title Company as full payment and independent conslderaUon for Seller's performance under tlus Contract (the "Independent Consideration") If this Contract is property termmated by Purchaser pursuant to a right of termination granted to Purchaser by any provision of this Contract, the Independent ConsideraUon shall nonetheless be promptly delivered to Seller, but the parses shall have no further rights or obligations under th~s Contract (except for those which may expressly survive the termination) At Closmg, the Independent Consideration shall be applied to the Purchase Price B Escrow The Independent Consideration is deposited with the Title Company with the understanding that the Title Company (1) is not responsible for the performance or non-performance of any party to this Contract, and (2) is not liable for interest on the funds held unless reqmred m Section 2 A, above 3 Survey and Title Binder A Survey Purchaser shall, within ten (10) days after the Effective Date of this Contract, Purchaser's expense, cause to be prepared and delivered to Purchaser (with a copy to Seller), a current, on-the- ground, Category lA, Condition II, land title survey (as specified by the Manual of Practice for Land Surveying m the State of Texas) of the Property (the "Survey") The Snrvey shall be m a form acceptable to the Title Company m order to allow the Trtle Company to delete the survey exception (except as to "shortages m area") from the Title Policy to be issued by the Title Company, such survey deletmn shall be at the sole cost and expense of Purchaser The Survey shall show the location of all unprovements on the Property, if any The Survey shall mclude only the Property and shall include a metes and bounds description of the Property and show any apparent encroachments, any flood-plato or flood-prone areas, and all easements with recording data indicated, fences, and apparent water courses affecting the Property (including any Schedule B easements reflected m the Title Binder), shall mclude a surveyor's certification to the Title Company, to Seller, and to Purchaser, and shall further show the number of gross acres (and gross square feet) contamed wlthm the lateral bounds of the Property The terms "gross acres" and "gross square feet" as used herem shall mean the total area of land contained wlthm the Property, mcluslve of such existing or presently proposed rights-of-way of pubhc roads, streets, alleys, easements, encroachments, open space, and/or flood-plam or flood-prone areas Following delivery of the Survey, the parties agree to amend this Contract to CONTRACT OF SALE PAGE 1 substitute the metes and bounds descnptton of the Property set forth on the Survey for the current description set forth herem if the current description ~s different from that set forth in the Survey B Title Binder W~thm twenty (20) days after the Effecnve Date of th~s Contract, Seller shall obtain, at Seller's expense, and dehver copies of same to Purchaser, the following (1) A t~tle commitment (the "T~tle Binder") covenng the Property b~ndmg the Title Company to Issue an Owner's Pohcy of Title Insurance on the standard form of pohcy prescribed by the Texas Department of Insurance at the Closing In the full amount of the Purchase Price, and (2) True, correct, and legible (to the extent reasonably available) cop~es of any and all recorded instruments referred to ~n the Title Bxnder as consntutmg exceptions or restrmUons upon the tale of Seller, except that copies of any liens which are to be released at the Closmg may be omitted 4 Title Aonroval Purchaser shall have ten (10) calendar days after the later of the date Purchaser has received the Survey, a Title Binder, and tree, correct, and legible cop~es of any and all recorded mstrmnents (the "Instruments") referred to in the Title Bmder as constttutmg exceptmns or restrictions upon the tatle of Seller (the "Review Period"), m which to not~fy Seller of objections to Seller's title (except as provided otherwise below) spemfy~ng the title defect which make Seller's title unacceptable (the "Objectionable Matters") If Purchaser not~fies Seller of such Objectionable Matters w~thm the Review Period, Seller may, but ~s under no affnTnat~ve obhgatmn to, undertake to cure and/ur remove those Objectionable Matters specffied by Purchaser durmg the Review Period In the event such Objectionable Matters are not cured and/or removed, or ff Seller has not agreed to cure or remove same, on or before five (5) calendar days (the "Seller's Cure Period") after such notice to Seller, Purchaser may within three (3) days after the tenmnatlon of Seller's Cure Period elect to tenmnate this Contract by not,ce to Seller, or at Purchaser's sole option, Purchaser may accept such title as Seller can deliver m which event such Objectaonable Matters shall be deemed "Perrmtted Exceptmns" (herexn so called) Any exception on Schedule B to the Tffie Binder not objected to by Purchaser shall be deemed a "Penmtted ExcepUon" Any Object~onable Matters on Schedule B to the Title Bmder which mmams uncured by Seller as prowded above shall be deemed "Pemutted Exceptions" followmg Pumhaser's failure to ternunate withm three (3) days after the end of Seller's Cure Period Items listed on Schedule C to the T~tle Bmder shall never be considered Object~onable Matters, nor shall they be considered "Permatted Exceptions" unless Purchaser agrees m writing dunng the Review Period that such ttems need not be deleted from the Title Pohcy and may become Schedule B ~tems on the Title Policy issued pursuant to the Title Binder The "Development Agreement" (as that term is defined, below) and the rights of Locust/288 Parmers, Ltd, and its successors and assigns thereunder, shall also be "Penmtted Exceptxons" hereunder 5 Insneetlon/Platt~n~ Period A Inspection Period Purchaser shall have thirty (30) days from the Effective Date (as hcremafter defmed) (the "Inspection Period") to inspect the Property and to conduct feasththty stuthas rcgardmg Purchaser's intended use of the Property Purchaser's studies may include w~thout hmttatmn (0 core borings, (u) environmental and architectural tests and mvestlgatmm, (Iii) physmal ~nspecttons of all improvements, fixtures, equipment, subsurface soils, structural members, and personal property, and (iv) examination of plans, specfficatmns, manuals, and other docmnents relating to the constmctmn and condttmn of the Property Seller shall provide Purchaser upon request copies of all tests, studies, reports, plans, plats, and other lnfomaatmn m Seller's custody relatmg to the ProperVj, prowded that all such mformatton shall be dehvered to Purchaser by Seller without any representation or warranty by Seller to the accuracy of such mformat~on Purchaser shall return all of the documents within a reasonable tune following termmatmn of this Contract Seller has not undertaken any independent ~nvestlgat~on as to the truth or accuracy of the documents and is providing or offenng to prowde the documents solely as an accommodation to Purchaser Purchaser and Purchaser's agents, employees, consultants and contractors shall have the right of reasonable entry onto the Property durmg normal busmess hours, and upon reasonable advance notice to Seller and/or Seller's tenants, for purposes of the inspections, stod~es, tests and examinations reasonably deemed necessary by Purchaser All mspectmns, studies, tests and examlnatmns performed hereunder shall be at CONTRACT OF SALE PAGE 2 Purchaser's expense, and copies thereof shall be dehvered to Seller in the event of, and w~thm a reasonable period of t~me following, termination of this Contract Immediately after completton of any tests, studies or examinations, Purchaser shall promptly restore the Ploperty to substantially the same condition ~t was m prior to conducting such tests, sntdtes or examinations, and Purchaser covenants and agrees to mdemmfy, defend, and hold Seller harmless from all claims, causes of action, and damages arising out of the tests, studies, and exatmnattons and restoraUon of the Property, including, but not hmlted to, mechanic's and matenalman's liens Purchaser's mderunlty obligations hereunder shall survive the Closing or the earlier termination of this Contract B Termination If Purchaser determines, m Purchaser's sole discretion, no matter how arbitrary, that the Property ~s not m satisfactory condition or is not surtable for Purchaser's intended use or purpose, then Purchaser may terminate this Contract by notice to Seller on or before the last day of the Inspection Period, whereupon neither party shall have any further rights or obligations under this Contract (except for those which may expressly survive the termanatlon of this Contract) C Conveyance Plat During the Inspection Period, Seller and Purchaser shall reasonably cooperate with each other m obtalmng either an administrative amendment of the existing Conveyance Plat covering the Property or approval by the Denton Planning and Zoning Comnusslon of a re-plat of the existing Conveyance Plat (the date of such amendment or approval being the "Conveyance Plat Approval Date") If the Conveyance Plat Approval Date has not occurred prior to the exptratmn of sixty (60) days following the Effective Date, then either party may terminate this Contract by notice to the other, m whmh event the Independent Consideration shall be distributed to Seller and neither party shall be further obhgated to the other except for obhgations which expressly survive such termmataon If the Conveyance Plat Approval Date has not occurred on or before the expiration of one hundred eighty (180) days followurg the Effective Date, then this Contract shall terminate rose facto, m which event the Independent Consideration shall be thstrthuted to Seller and neither party shall be further obligated m the other except for obhgations which expressly survive such termmaUon 6 Ingentionally Deleted 7 Seller's Warranties, Representations and Covenants A Warranties and Reuresentatlons Seller represents and warrants to Purchaser to the actual (but not constructive) knowledge of Mike Sandlm and Lee Schrmtt, without mqurry, investigation, or duty to tnqmre or investigate, the following (1) Title Unless otherwise provided herein, at the Closing Seller shall have the right to convey to Purchaser good and mdefeasthle fee smaple title to the Property free and clear of any and all hens, assessments, secunty mterests, and other encumbrances except the Permitted Exceptions Dehvery of the Title Policy pursuant to Section 8 B, below, will be deemed to satisfy the obhgatton of Seller as to the sufficiency of title required under thxs Contract, however, dehvery &the Title Pohcy w111 not release Seller from the warranties of title set forth m the Deed (2) Leases There are no parties (other than Seller or its affiliates) m possession of any portion of the Property as lessees, tenants at sufferance, or trespassers (3) Liens and Debts Unless otherwise prowded here~n and except for the Permitted Exceptions, there are no hcanses, leases, mechanic's hens, Umform Commercial Code liens, or unrecorded liens against the Property which will not be satisfied out of the Closing proceeds Except for the Penmtted Exceptions, all obhgatmns of Seller arising from the ownership and operation of the Property and any business operated on the Prope~-y, including, but not hrmted to, leasing commissions, salaries, and s~rmlar agreements, have been prod or will be paid prior to Closing Unless otherwise provided hereto and except for the Penmtted Exceptions and obligations such as taxes for which provisions are made m th~s Contract for prorating at Closing, there will be no obhgations of Seller with respect to the Property outstanding as of Closing, for which the Purchaser shall be liable CONTRACT OF SALE PAGE 3 (4) Hazardous Materials Except as otherwise disclosed in writing by Seller to Purchaser, the Property (including any improvements located thereon) contains no Hazardous Materials (defined below) Purchaser acknowledges that current and future federal, state and local laws and regulations may reqmre any Hazardous Materials to be removed at the expense of those persons who may have had or continue to have any interest m the Property The expense of such removal may be substantlal For purposes of this Contract, the term "Hazardous Materials" means any pollutants, toxic substances, oils, hazardous wastes, hazardous materials or hazardous substances as de£med ~n or pursuant to the Resource Conservation and Recovery Act, as amended, the Comprehensive Environmental Response, Compensation and Liability Act, as amended, the Federal Clean Water Act, as amended, or any other federal, state or local environmental law, regulation, ordinance, rule, or by-law, whether existing as of the Effective Date, or subsequently enacted B Covenants SubJect to the other terms and conthtlons hereof, Seller makes the following covenants to Purchaser (1) Title At the Closing, Seller will convey to Purchaser good and indefeasible fee simple title to the Property free and clear of any and all liens, assessments, security interests, and other encumbrances except the Perrmtted Exceptions Delivery of the Title Policy pursuant to Section 8 B, below, will be deemed to satisfy the obhgat~on of Seller as to the sufficiency of title required under this Contract, however, delivery of the Title Policy will not release Seller from the warrant~es of title set forth in the Deed (2) Negative Covenants Without the written consent of Purchaser, Seller shall not further encumber the Property or allow an encumbrance upon the title to the Property, which will not be removed as of the Closing (3) Liens and Debts Seller shall not allow any licenses, leases, mechanic's liens, or Uniform Commercial Code hans or other hens against the Property which will not be saUsfied out of the Closmg proceeds C Remedies If Purchaser discovers prior to Closing that any of Seller's warrant~es or representations has been materially misrepresented or is materially inaccurate or that any of Seller's covenants has been violated, Purchaser shall notify Seller promptly in writing, and Seller may attempt to remedy the material rmsrepresentation or inaccuracy, or to cure the violated covenant If the material rmsrepresentatmn or inaccuracy is not remedied, or if the violated covenant is not cured, pnur to Closing, upon wnttan notice to Seller, Purchaser may (1) proceed to Closing thereby waiving and being deemed to have waived all claims for breach of warranty or covenant or for rmsrepresentatlon, or (10 as its sole remedy terminate this Contract, m wfuch event neither party shall be further obligated to the other except for obhgatlons which expressly survive the termination of this Contract Except as expressly provided hereto, the representatmns, warranties, and covenants of Seller hereto shall not survive the Closmg All representation, warranties, and covenants in this Contract (except for the warranty of t~tle m the "Deed" [as that term is de£med below] and those which expressly survive the Closmg pursuant to the terms hereof) shall not survive Closing, and shall be deemed merged into the Deed 8 Closin,, A Closln,, Date The closing of this Contract (the "Closing") shall be held on or before the tenth (10th) day followmg the later to occur of (1) the "Conveyance Plat Approval Date" or (ii) expiration of the Inspection Period (the "Closing Date"), at the offices of the Title Company at its address stated below B Seller's Closing Documents At the Closing, Seller shall deliver to Purchaser at Seller's expense 0) a Special Warranty Deed (the "Deed") conveying the Property subject only to the Permitted Exceptions, (Il) an updated t~tle commitment by the Title Company to deliver a standard coverage title policy issued by the underwriter for the Title Company effective as of the time of Closing, pursuant to the Title Binder with the survey exception CONTRACT OF SALE PAGE 4 deleted (except as to shortages m area and such deletion being at Purchaser's expense), subject only to the Permitted Exceptions, (m) possession of the Properly, 0v) evidence of Seller's authority and capacity to close this transaction as may be required by the Title Company, and (v) all other documents reasonably required by the Title Company to close this transaction C Purchaser's CIostn~ Doeumenta At the Closing, Purchaser shall deliver to Seller at Purchaser's expense 0) (by cashier's check or wire transfer) the Purchase Price with the Independent Consideration being applied thereto, (u) evidence of Purchaser's authority and capacity to close this transaction, and (iii) all other documents reasonably reqmred by the Title Company to close this transaction D Closing Costs Except as otherwise provided herein, all closing costs shall be assessed by the Title Company and paid by Seller or Purchaser in the manner customary in a transaction of this character in the county where the ProperS/is located E Prorations Ad valorem taxes for the then current year shall be prorated at the Closmg effective as of the date of Closing If the Closing shall occur before the tax rate is fixed for the then current year, the apportionment of the taxes shall be upon the basis of the tax rate for the preceding year applied to the latest assessed valuation, but any difference in actual ad valorem taxes for the year of sale actually paid by Purchaser shall be adjusted between the parties upon receipt of written evidence of the payment thereof If a change m use of the Property after Closing results m an imposition of addtuonal taxes for previous years, such rollback taxes shall be the responsibthty of Purchaser The provisions of this paragraph shall survive the Closing of this Contract F Foreign Person Notffieatlon If Seller is a Foreign Person, as defined by the U S Internal Revenue Code, or if Seller fails to deliver to Purchaser a non-foreign affidavit pursuant to Section 1445 of the Internal Revenue Code, then Purchaser may cause the Title Company to withhold from the sales proceeds an mount sufficient to comply with apphcable tax law and deliver the withheld proceeds to the Internal Revenue Service, together with appropriate tax forms The required affidavit(s) from Seller(s) shall include ( 1 ) a statement that Seller is not a foreign person, (2) the U S taxpayer identification number(s) of Seller(s), and (3) other mformauon required by Section 1445 of the Internal Revenue Code 9 Termination If this Contract is terminated by Purchaser pursuant to a right by Purchaser to do so in accordance with this Contract, the Independent Consideration shall be promptly paid to Seller, and the parties shall have no further obhgatlon or liabilities one to the other except for those provisions which expressly survive termination of thas Contract and all indemnities set forth in this Contract 10 Default A Purchaser's Remedies If Seller fails to close this Contract due to Seller's default under this Contract, Purchaser may elect any of the following as its sole remedy (1) enforce specific performance of flus Contract, or (2) terminate and release Seller from this Contract whereupon this Contract shall terminate and the parties shall have no further obligations hereunder, save and except those that expressly survive termination of this Contract Seller's failure to satisfy Purchaser's objections under Section 4 above shall not constitute a default by Seller B Seller's Remedies If Purchaser shall default under this Contract, Seller may elect any of the following as its sole remedy (1) enforce specffic performance of this Contract, or (2) terminate and release Purchaser from this Contract, and have the Independent Consaderation distributed by the Title Company to Seller, whereupon this Contract shall terminate and the parties shall have no further obhgattons hereunder, save and except these that expressly survive termination of this Contract 11 Intentionally Deleted CONTRACT OF SALE PAGE 5 12 Miscellaneous Provisions A Effective Date The term "Effective Date" and the "date of this Contract" as used herein shall mean the later of the two dates on which this Contract is signed by Seller or Purchaser, as mdmated by their s~gnatures below, whmh later date shall be the date of final execution and agreemem by the Part~es hereto Ifthe last party to execute this Contract fails to complete the date of execution below that party's signature, the Effecttve Date shall be the date this fully executed Contract is acknowledged as received by the Title Company B Notices Any notice or communication required or perrmtred hereunder must be in wnting and shall be deemed to be delivered, whether actually received or not, on the earlier date of (1) actual receipt, if delivered m person or by messenger or overnight courier with evidence of delivery, or (n) transrmsslon of an electronic facsn:mle transrmsslon ("Fax") with confirmation of delivery, or (ill) upon deposit in the United States Mail as required below Notices may be transmitted by Fax to the Fax telephone numbers specified below, if any Notices delivered by mall must be deposited in the U S Postal Service, certified mall, return receipt requested, postage prepaid, and properly addressed to the intended recipient at the address set forth below Any party may change its address for notme purposes by dellvermg written notice of its new address to all other parties In the manner set forth above wluch notme of change of address will be effective five (5) days after receipt Copies of all written notices should also be delivered to the Title Company, but failure to notify the Title Company will not cause an otherwise properly delivered notice to be meffeetlve C Mutual Termination If this Contract is terminated by mutual agreement of both Part,es at any time prior to Closing, the obhgat~ons of each PatW under this Contract shall terminate, except that each party shall perform any obhgations which expressly survive the termmatton of this Contract The obhgatlon under tlus Section 12 C shall survive the terrmnatlon of tfus Contract The terms of any mutual tenmnation agreement will supersede and control over the provisions ofthls Section 12 C to the extent of any conflict This Section 12 C does not apply if a pare/umlaterally terminates this Contract by vu'tue of a termmanon right set forth elsewhere m flus Contract D Attorney's Fees If either Party shall be required to employ an attorney to enforce or defend the rights of such Party hereunder, the prevallmg Party shall be entitled to recover reasonable attorney's fees and costs E Integration This Contract contains the complete agreement between the Parties with respect to the Property and cannot be varied except by written agreement The Parties agree that there are no oral or signed agreements, understandmgs, representations or warrant~es made by the part, es which are not expressly set forth herein F Survival Except as otherwise provided in t!us Agreement, any portion of tfus Contract not otherwise consummated at the Closing will survive the closing of this transaction as a contmumg agreement by and between the PartIes G Bmdme Effect This Contract shall inure to the benefit of and bind the Part, es hereto and then: respective hen:s, representatives, successors and pernutted assigns H Time for Performance Tune is of the essence under each provision of this Contract Strict compliance with the trines for performance is required I Right of Entry Subject to the provisions of Section 5, upon reasonable advance notice and dunng normal business hours, Purchaser and Purchaser's representatives have the right to enter upon the Property prior to Closmg for purposes of viewing, inspecting and conducting studies of the Property, so long as they do not unreasonably mterfere with the use of the Property by Seller or any tenants, or cause undue damage to the Property J Business Day If any date of performance under this Contract falls on a Saturday, Sunday or Texas legal holiday, such date of performance shall be deferred to the next day which is not a Saturday, Sunday or Texas legal holiday CONTRACT OF SALE PAGE 6 K Governing Law This Contract shall be construed under and governed by the laws of the State of Texas, and unless otherwise provided herein, all obligations of the parties created under this contract are to be performed ua the county where the Prope~t3, is located L Severabllttv If any provision of this Contract ~s held to be Invalid, illegal, or unenforceable by a court of competent jurisdiction, the invalid, Illegal or unenforceable provision shall not affect any other provisions, and this Contract shall be construed as if the Invalid, illegal, or unenforceable provision is severed and deleted from this Contract M Counterparts Th~s Contract may be executed ~n a number of identical counterparts Each counterpart is deemed an original and all counterparts shall, collectively, constitute one agreement N Gender~ Number Unless the context requires otherwise, all pronouns used in thls Contract shall be construed to include the other genders, whether used ~n the mascuhne, feminine or neuter gender Words m the singular number shall be construed to include the plural, and words In the plural shall be construed to Include the singular O Assignment Neither party may assign its rights under this Contract without the express wntren consent of the other, which consent shall not be unreasonably withheld or delayed, except that Purchaser may assign its rights hereunder to an affihate controlled by, controlling, or under common control with Purchaser, provided the assignee expressly assumes all of the Purchaser's obhgations hereunder m writing, provided, however, no such assignment shall relieve Purchaser of its obhgattons hereunder P Develo~nment A~reement Th~s Contract is subject to the terms of that certain Development Agreement, by and between Seller, Purchaser, and Locust/288 Partners, Ltd (the "Development Agreement") 13 Disclaimer Seller and Purchaser agree that the provisions of this Section 13 shall expressly survive the Closing of thls Contract Purchaser hereby acknowledges the following a Except as set forth m this Contract, Purchaser is purchasing the Property, and the Property shall be conveyed and transferred to Purchaser, "AS IS, WHERE IS, AND WITH ALL FAULTS" and specifically and expressly without any warranties, representaUons, or guarantees, either expressed or implied, of any kind, nature, or type whatsoever from or on behalf of the Seller Purchase acknowIedges that ~t has not relied, and is not relying, on any Information, document, sales brochures, or other literature, maps or sketches, projection, pro forma, statement, representation, guarantee, or warranty (whether express or Implied, or oral or written, or material or tmmatenal) that may have been given or made by or on behalf of Seller b Except as set forth m the Contract or herein, Purchaser shall not be entitled to, and should not rely on, Seller or its agents as to (a) the quality, nature, adequacy, or physical condluon of the Property, (b) the quality, nature, adequacy, or physical condition of soils or the existence of ground water at the Property, (c) the existence, quality, nature, adequacy, or physical condluon of any utihtles sen,lng the Property, (d) the development potential of the Property, its habitability, merchantabthty or fitness, suitability, or adequacy of the Property for any particular purpose, (e) the zoning or other legal status of the Property, (f) the Property's compliance with any appheable codes, laws, regulations, statutes, ordinances, covenants, conditions, or restrictions of any governmental or quasi-governmental entity, or of any other person or entity, (g) the condition of title to the Property, or the nature, status and extent of any right-of-way, lease, right of redemption, possession, lien, encumbrance, license, reservation, covenant, condition, restriction, or any other matter affecting title to the Property CONTRACT OF SALE PAGE 7 c EXCEPT AS SET FORTH IN THIS CONTRACT, SELLER HAS NOT, DOES NOT, AND WILL NOT, WITH RESPECT TO THE PROPERTY, MAKE ANY WARRANTIES OR REPRESENTATIONS, EXPRESSED OR IMPLIED OR ARISING BY OPERATION OF LAW INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF CONDITION, MERCHANTABILITY, HABITABILITY, OR FITNESS FOR A PARTICULAR USE OR WITH RESPECT TO THE VALUE PROFITABILITY, OR MARKETABILITY OF THE PROPERTY d EXCEPT AS SET FORTH IN THIS CONTRACT, SELLER HAS NOT, DOES NOT, AND WILL NOT, MAKE ANY REPRESENTATION OR WARRANTY WITH REGARD TO COMPLIANCE WITH ANY ENVIRONMENTAL PROTECTION, POLLUTION, OR LAND USE LAWS, RULES, REGULATIONS, ORDERS, OR REQUIREMENTS INCLUDING, BUT NOT LIMITED TO, THOSE PERTAINING TO THE HANDLING, GENERATING, TREATING, STORING, OR DISPOSING OF ANY HAZARDOUS WASTE OR SUBSTANCE e Purchaser has had and will have, pursuant to this Contract, an adequate opportunity to make such legal, factual, and other mqmnes and investigations as it deems necessary, desirable, or appropriate with respect to the Property Such inquiries and investigations of Purchaser shall be deemed to mclude, but shall not be hmated to, the condmon of the Property, the exxstence of any wood-destroying organxsms on the Property, such state of facts as an accurate survey and mspeetmn would show, the present and future zoning ordinances, resolutions, and regutatmns of the c~ty, county, and state where the Property is located, the avaflabthty of utdmes, and the value and marketability of the Property 14 Release. Indemmtv Seller and Purchaser agree that the provisions of this Section 14 shall expressly survive the Closing of this Contract Without an any way hmltmg the generahty of the preceding paragraphs a through e of Section 13, Purchaser specifically acknowledges and agrees that it hereby waives, releases, and thseharges, and that its closing of the purchase contemplated herem shall be deemed to be and to constitute a waiver, release, and discharge of, any claim or cause of action it has, might have had, or may have agamst Seller, for any type of rehef, whether at law or m eqmty, with respect to the condition of the Property. either patent or latent, its abthty or mabflxty to obtain or maintain building perrmts, temporary or final certificates of occupancy, or other heenses for the development or use of the Property, the actual or potential profits to be derived from the Property, the real estate taxes or assessments now or hereafter payable thereon, the comphance with any environmental protectaon, pollution, or land use laws, rules, regulations, or requirements, and any other state of facts which exist with respect to the Property 15 Co~flltiun Purchaser stipulates that Seller has reformed it that the Property is currently subject to the following hens (collectively, the "Existing Lxens") (1) Vendor's L~en retamed m a Specml Warranty Deed with Vendor's Lien, dated January 16, 1998, recorded in Volume 4014, Page 1542, Deed Records, Denton County, Texas, from 270 J V, a Joint Venture, to SLI-GP, Inc, (1) Deed of Trust, dated January 16, 1998, from SLI-GP, Inc, to M~chael Dover, Trustee to secure 270 J V, a Joint Venture, recorded in Volume 4014, Page 1547, Deed Records, Denton County, Texas, and (I) Deed of Trust, dated January 16, 1998, from SLI-GP, Inc, to Robert M Alien, Trustee to secure Westhaylex, Inc, recorded m Volume 4014, Page 1556, Deed Records, Denton County, Texas CONTRACT OF SALE PAGE 8 Seller will use its reasonable best efforts to obtain partial releases of the Property from the Existing Liens prior to Closing, however, if Seller is unable to obtain parttal releases of the Property from the Existing Liens prior to Closing, then either Seller or Purchaser shall have the right to terminate this Contract, in which event neither paW/ shall be further obligated to the other except for obhgat~ons which expressly survive the termmatton If neither Seller nor Pumhaser exercises its right to terrmnate as set forth m this Section 15 and both parties proceed to Closing, the Existing Liens shall become "Permitted Exceptions" hereunder, and Purchaser shall close on its purchase of the Property subject to the Existing Liens Such proceeding to Closing and purchasing the Property subject to the Exmtmg Liens (which shall be "Permitted Exceptions" hereunder) shall be deemed to constitute a release of Seller by Purchaser of and from all claims, causes of action, damages, liabilities, losses, settlements, or obligations arising out of, or related to, foreclosure of any or all of the Emstmg Liens insofar as same cover the Property EXECUTED on the dates stated below SELLER PURCHASER North Denton Partners, Ltd The City of Denton, Texas, a Texas hnnted parmersfup a Texas municipal corporation By SLI-GP, Inc, its General Partner By By Name Name Michael W Jez Title Title City Manager Address 5137 Davis Blvd Address 215 E McKmney Fort Worth, Texas 76180 Denton, Texas 76201 Telephone (817) 281-3509 Telephone (940) 349-8307 Fax Number (817) 656-0719 Fax Number (940) 382-7932 Date of Execut~un Date of Execution TITLE COMPANY ACCEPTANCE The Title Company acknowledges receipt of the Earnest Money on (date) from m the amount of $ in the form of and accepts the Independent Consideration subject to the terms and condatauns ofthas Contract TITLE COMPANY American Tzfle Company b ~Y ATTORN~ / By Name Max~e H~dm ~ ' - T~tle Ad.ess 717N H~ood 2610 Maxus Energy Tower Dallas, Texas 7~201 Telephun~ (214) Fax Number (214) CONTRACT OF SALE PAGE 9 S \Our Documents\Ordmances\00\North Potnte LEGAL DESCRIPTION doc EXHIBIT "A" LEGAL DESCRIPTION 20 000 Acre Detention Pond Being a tract of land situated m the C~ty of Denton, Denton County, Texas and being a portmn of Lot 2, Block A, Sandlm Additmn, an addttmn to the City of Denton, Denton County, Texas according to the plat recorded ~n Cabinet O, Shde 132 of the Deed Records of Denton County, Texas, smd tract of land being described by metes and bounds as follows BEGINNING at a found ½ inch capped iron md ("COLEMAN") at the southeast comer of smd Lot 2, sand found ½ tach capped ~ron md ("COLEMAN") also being at the northeast comer of smd IQngswood Apartments, Tract A according to the plat recorded m Cabinet C, Shde 56 of smd Deed Records, THENCE North 89 degrees 09 minutes 06 seconds West, along the south hne of smd Lot 2, along the north hne of sand Klngswood Apartments, along the north hne of Joyce Lane, along the north line of Kangswood Apartments, Phase Two, Lot One, according to the plat recorded m Cabinet C, Shde 88 of sand Deed Records and along the north hne of a parcel of land deeded to Denton North, Ltd as recorded in Volume 817, Page 231 of sand Deed Records, a distance of 729 53 feet to a point for comer, THENCE North, a distance of 135 28 feet to a point, THENCE North 24 degrees 46 minutes 28 seconds West, a distance of 85 39 feet to a point, THENCE North 48 degrees 06 minutes 59 seconds West, a distance of 367 24 feet to a point, THENCE North 71 degrees 27 minutes 31 seconds West, a distance of 210 01 feet to a point, THENCE North 08 degrees 58 minutes 43 seconds East, a distance of 348 59 feet to a point on the north line of smd Lot 2, also being on the south hne of a tract of land deeded to Locust/288 Partners, Ltd as recorded ~n Real Property Records number 99-0025993 of smd Deed Records, THENCE South 89 degrees 08 m~nutes 45 seconds East, along the north hne of sand Lot 2 and along the south line of sand Locust/288 Partners, Ltd tract, a d~stance of 1,200 00 feet to a found V2 ~nch ~ron rod at the northeast comer of sand Lot 2, THENCE South 01 degree 05 minutes 52 seconds West, along the east hne of sand Lot 2, at 614 79 feet and 1 68 feet right passing a found ½ tach ~ron rod, at 697 86 feet and 1 75 feet right passing a found V2 tach iron rod, and at 843 28 feet and 1 90 feet right passing a found ½ inch ~ron rod, and contmmng in all a d~stance of 862 16 feet to the POINT OF BEGINNING, contanmng 871,202 square feet or 20 000 acres AGENDA INFORMATION SHEET Date / AGENDA DATE: October 3, 2000 DEPARTMENT Engineering & Transportation CM/DCM/ACM: Dave Hdl~. 349-8314 SUBJECT Cons]der adopt]on an ordinance of the City of Denton, Texas approwng a Development Agreement between the City of Denton and Locust/288 Partners, Ltd, relating to the development of an approximate 20 acre tract or parcel of land being part of Lot 2, Block A of the Sandhn Addition, an adtht~on to the C~ty of Denton, for use as a Keg]onal Detentxon Pond, and related development issues, authonzxng the expenditure of funds therefore, and providing an effective date BACKGROUND Regional Detent]on Pond #1 was recommended m the 1996 Cooper Creek and Pecan Creek Regional Drainage Studies, performed by Freese and N~chols North Pomte Development ~s currently working towards res]dentrol development of 118 acres, upstream, to the northwest of the subject 20 acre Regional Detention Pond #1 tract In the case of the Cooper Creek P, eg~onal Detention Study, several possible sites for detention ponds were evaluated for the~r effect~veness ]n reduc~ng the 100-year floodplain Thirteen scenanos of ~nd]wdual pond construct]on and combination of ponds were evaluated to determine an effective comb]nat]on of pond options Approximate floodplain w~dth reductions were used to estimate the benefit of implementing the regional detention program The benefit was compared to the cost of each scenario and a recommendation was made regarding the scenario that should be implemented by the C~ty, the subject 20 acre tract being one of the suggested s~tes North Poxnte detention reqmrements for the 118 acres of res~dentml development are $935/acre for detention pond development The total detention pond cost for the North Po~nte DeveloPment shall be $110,330, which ~s due dunng final platting These funds w~ll be utthzed dunng the construct]on of the regional detention pond The development agreement prowdes the framework to protect both the C~ty's interest in acqumng and developing a regional pond whale prowdmg contingencies for the North Pomte Development should our construct]on and funding schedule for the slated Regional Detent]on Pond #1 be changed The Seller's ma~n concern ~s that ~fthey sell the 20 acre tract to the City of Denton now that they would have the right to construct a pond that would accommodate the drainage reqmrements of their subd~wslon ~f our proposed schedule for funding and bmldmg the pond were to be delayed RECOMI~IENDATION Staff supports approval of the development agreement PRIOR ACTION/REVIEW (Counefl~ Boards, Commissions) Public Utilities Board review on April 17, 2000 City Council work session review on April 25, 2000 FISCAL INFORMATION $200,000 0o ($10,000 per acre) plus closing and survey costs of approximately $7, 000 0o Respectfully submitted J~y~lark, ~Dlrector P~ared by Eh~neenng & Transportation Paul Wflhamson Right-of-Way Agent , Location Map ORDINANCE NO AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROViNG A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DENTON AND LOCUST/288 PARTNERS, LTD, RELATiNG TO THE DEVELOPMENT OF AN APPROXIMATE 20 ACRE TRACT OR PARCEL OF LAND BEiNG A PART OF LOT 2, BLOCK A OF THE SANDL1N ADDITION, AN ADDITION TO THE CITY OF DENTON, FOR USE AS A REGIONAL DETENTION POND, AND RELATED DEVELOPMENT ISSUES, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAiNS SECTION 1 The C~ty Manager is hereby authorized to execute a Development Agreement between the C~ty and Locust/288 Partners, Ltd, ~n substantially the form of the Development Agreement which ts attached hereto and made a part of th~s ordinance for all purposes, relating to the development of approximately 20 acres of land for use as a regional detention pond and related development ~ssues SECTION 2 The City Manager is authorized to make the expenditures as set forth ~n the attached Development Agreement SECTION 3 Th~s ordinance shall become effective immediately upon ~ts passage and approval PASSED AND APPROVED flus the day of ,2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FgRM DEVELOPMENT AGREEMENT This Development Agreement ~s dated to be effecttve the day of ,2000 (the "Effective Date"), and ~s by and between the Cxty of Denton, Texas, a Texas mumcapal corporatmn (the "Cxty"), North Denton Partners, Ltd, a Texas lmuted partnership ("North Denton Parmers"), and Locust/288 Parmers, Ltd, a Texas lnmted partnership ("Locust/288 Par~ers"), to wit WITNESSETH WHEREAS, North Denton Parmers owns certain real property located with the c~ty ltrmts of the C~ty, including that certain 30 191-acre tract, being the same lands described as Tract Two in that certain Specml Warranty Deed w~th Vendor's Lien, dated January 21, 1988, from SLI-GP, Inc, to North Denton Partners, Ltd, recorded m Volume 4264, Page 1384, Deed Records, Denton County, Texas (the "North Demon Partners Tract"), and WHEREAS, Locust/288 Parmers owns certain real property located xn the c~ty lmuts of the C~ty, being the same lands described m that certain Special Warranty Deed w~th Vendor's L~en, dated March 16, 1999, from KDRC II Lmuted Partnership to Locust/288 Partners, Ltd, recorded m Volume 4299, Page 805, Deed Records, Denton County, Texas (the "Locust/288 Partners Trier'), and WHEREAS, the North Denton Partners Tract and the Locust/288 Partners Tract are subject to that certain Planned Development zoning d~stnct, entitled "PD I20", as enacted by Ordinance No 86-173, wluch was amended tn October of 1998 by Ordinance No 98-324 (which amended the concept plan), and WHEREAS, Locust/288 Parmers has submxtted a Prelunmary Plat covering a porUon of the Locust/288 Partners Tract (the "Prelmunary Plat"), which was approved by the Planning and Zoning Commission on April 12, 2000, and WHEREAS, North Denton Partners, Ltd, as seller, and the C~ty, as purchaser, have entered nato that certain Contract of Sale (the "Detontmn Pond Contract"), of even date herewith, covering 20 acres, more or less, out of the North Denton Partners Tract (the "Detention Pond Property"), under whmh the C~ty has the right to purchase the Detentlon Pond Property subject to the terms and conditions of the Detention Pond Contract, and WHEREAS, pursuant to the Prehmmary Plat, the pames hereto have reached certain agreements relating to the development of the Locust~288 Partners Tract and the North Denton Partners Tract (both Tracts being collectively referred to hereto as the "ProperS") as set forth below and desire to set forth the terms of those agreements m th~s Development Agreement (thas "Agreement"), NOW, THEREFORE, tn consideration of the tnumal covenants and obligations set forth herem, the receipt and sufficloncy of which being acknowledged by all pames hereto, the Caty, North Denton Partners, and Locust/288 Partners do hereby agree as follows ARTICLE I Construction of Regional Detention Pond 1 01 Recitals The City and Locust/288 Partners stipulate that the remtals set forth m the preamble hereto, as well as the following recitals, are true and correct (a) the latter has submatted to the C~ty the Prelmatnary Plat covering all or part of the Locusff288 Partners Tract, DEVELOPMENT AGREEMENT PAGE 1 (b) among other things, the Prehmanary Plat paowdes for developmem of the lands covered thereby into a single-family, residentml subthvasmn called "North Pomte" to be developed m phases (the "Subthvlsmn"), (c) to manage the increased storm runoff whmh may result from construction of the subdivision, the City has indicated ~ts preference that a regional detention pond be constructed which would serve not only the Locust/288 Partners Tract, but other lands as well, rather than development-specffic detention ponds constructed to serve only the lands covered by the various phases of the Subdamslon as reflected m the Prehnunary Plat, (d) the Detentton Pond Contract ~s intended to give the C~ty an opportumty to acquire the land necessary for construction of such a regional detention pond, (e) if the Detention Pond Contract ~s terminated pursuant to the terms thereof, the Caty intends to ~nstttuta condemnatton proceedings to acquire all or part of the Detention Pond Property under ars rights of eminent domain, and (f) the parties anticipate the probabthty that the Caty will not be able to complete acquisition of the Detention Pond Property and construction of the regional detention pond prior to completion of the first phase of the Subdivision 1 02 Obligation to Construct SubJect to Locust/288 Partners' rights set forth in Article II, below (the "Retamed Rights"), upon (0 the Caty's closmg of the purchase of the Detention Pond Property pursuant to the Detention Pond Contract, or (n) the date of a final judgment awarding all or part of the Detentaon Pond Property to the Caty pursuant to the C~ty's mstltut~on of condenmatton proceedings therefor, the City shall commence and diligently pursue design and cons~'uct~on of a regional detention pond ra s~ze, configuration, and location sufficient to accommodate storm water runoff from the Locust/288 Parmers Tract and North Denton Partners Tract, and such other lands as the City may reasonably detarmme should also be served thereby 1 03 Pro-Rata Contribution The provisions of th~s Section I 03 are subject to the waiver provls~ons set forth m Section 2 03, below Prior to the recordation of the f'mal plat for each phase of the Subd~msion development covered by the Prelmunary Plat (and as a condition to the recordatmn of same), Locust/288 Partners agrees to pay the City the sum of (0 $935 00 per acre (or portion thereof) subject to such f'mal plat, and (n) an additional amount serving as an escalator from the date construction of the regional detention pond ~s completed, such amount being equal to the product of the amount set forth m (0, above, mult~phed by 06/365, mult~phed by the number of days elapsed from the date construction of the regional detention pond as completed to the date of payment (the "Pro-Rata Contribution") Thas amount will serve as Locust/288 Parmers' pro-rata contnbutxon towards the cost of the City's construction of the regional detention pond 1 04 Indenmlty (a) If (0 Locusff288 Parmers does not exercise the Retained Rights or 00 Locusff288 Partners exercises the Retained Rights but the C~ty subsequently commences construction of or constructs the regional detention pond on all or part of the North Denton Parmers Tract, the City agrees to indemnify, defend, and hold Locust/288 Partners, ~ts officers, directors, parmers, employees, successors, and assigns harmless from and against all claims, causes of action, fines, damages, costs, attorneys' fees, demands, settlements, and DEVELOPMENT AGREEMENT PAGE 2 threats of htigat~on suffered or incurred by, or asserted against, LocustJ288 Partners, its successors and assigns, relating to, directly or indirectly, the City's constmcUon or use of, or failure to complete constmcUon of, the regional detention pond and its operation (b) If Locust/288 Parmers exercises the Retained R~ghts, it agrees to tndenmlfy, defend, and hold the City, its officers and employees harmless from and against all claims, causes of action, fines, damages, costs, attorneys' fees, demands, settlements, and threats of htlgatlon suffered or incurred by, or asserted against, the City, its officers, employees, successors, and assigns, relating to, directly or mdlrectly, Locust/288 Partners' exercise of the Retained Rights or construction or use of the development-specific detention pond constructed by LoeustJ288 Partners pursuant to its exercise of the Retained l~ghts, as provided in Article II, below ARTICLE II Retained Paghts 2 01 R~ght of Entry to Construct Develo~ment-S~eclfic Detention Pond (a) Notwithstanding any other provision of this Agreement, if Locust/288 Partners determines in its sole discretion that (~) constmctmn of any phase of the Subthvlslon will be completed pnor to the C~ty's completion of construction of the regional detention pond and (n) conslructlon and/or enlargement and modification of a development- specific detention pond will be necessary to service the storm water runoff needs of the phase of the Subthvlsmn bemg completed, Locust/288 Partners shall have the right from rune to tune (the "Retained Rights"), exercised by not, ce to either the City or North Denton Parmers (whichever may then own the Detention Pond Property, as the case may be), to enter upon the Detention Pond Property for the purposes set forth tn Section 2 02, below (b) At any t~me and from ttme to t~me following the City's acquisition of the Detention Pond Property (either through closing under the Detention Pond Contract or by way of conderunat~on) and upon Locust/288 Partners' wnttan request, the City agrees to grant and convey to Locust/288 Parmers a nonexcluslve easement over and across up to four (4) contiguous acres out of the Detention Pond Property for the following purposes (1) for constructing and/or enlarging and modifying a development-specific detention pond to service the storm water runoff needs of any phase or phases of the Subdivision, pursuant to the constmcUon rights set forth in Section 2 02, below, (2) for mgress and egress in connection with the construction and/or enlargement and modification of the development-specific detention pond, and (3) for dxscharge of storm water onto, over, and across the Detention Pond Property This easement shall tenmnate upon the City's completion of construction of the regional detention pond The instrument granting and conveytng the easement shall be tn the form to which the City and Locust/288 Partners shall reasonably agree (c) At any tune and from txme to time prior to the C~ty's acqtnsit~on of the Detention Pond DEVELOPMENT AGREEMENT PAGE 3 Property (eather through closing under the Detentaon Pond Contract or by way of condenmataon) and upon Locust/288 Partners' written request, North Denton Partners agrees to grant and convey to Locust/288 Partners a nonexclus~ve easement over and across up to four (4) contxguous acres out of the Detentaon Pond Property for the following purposes (1) for constructing and/or enlargang and modffyang a development~specafic detant~on pond to servace the storm water runoff needs of any phase or phases of the Subdavaslon, pursuant to the construction rights set forth m Section 2 02, below, (2) for regress and egress m connectaon wath the constract~on and/or enlargement and mod~ficatxun of the development-specific detentxon pond, and (3) for discharge of storm water onto, over, and across the Detention Pond Property ~'lns easement shall tenmnata upon the C~ty's acquaslt~on of the Detention Pond Property The instrument granting and conveying the easement shall be m the form to whxch North Denton Partners and Locust/288 Partners shall reasonably agree 2 02 C0n~tructa0n of Develo~ment-Snecafic Detention Pond If Locust~288 Partners exercises the Retained Raghts, it shall have (and such Retained Rights shall include) the right to commence eonstructaon of a development-specafic detention pond to service the storm water runoff needs of the lands covered by the first phase of the Subdavas~on, as well as the right to upgrade the ouffall, excavate, and otherwase enlarge and/or modify the development-specific detant~on pond to service the storm water runoff needs of the lands covered by subsequent phases of the Subdavlslon Prior to commencement of construction, Locust/288 Parmers shall subnnt engineering plans for the development-specific detentaon pond s constructaon and/or enlargement and mothficataon to the City for review The development-specific detentaon pond shall be designed to reasonably facdltata xts incorporation into the desxgn of the regional detentmn pond by the City The Caty shall approve such plans unless the C~ty's engmeenng staff reasonably has legltunate engineering reasons for revising the plans Such legatlmate reasons can only relate to the design's ability to accommodate storm water runoff from the lands covered by the Prelurunary Plat, and such leglmnate reasons eaunot include concerns relating to lands other than those covered by the Prelumnary Plat or policy concerns about favoring regaonal detenUon ponds over development- specific detentaon ponds, except for the reqmrement that at be designed to reasonably facthtate ars mcorporataon into the desagn of the regional detentaon pond In other words, and except for the design mtagratmn reqmrement, ff under sound engineering practices the design for constructaon and/or enlargement and modlficataon of the development-specific detantxon pond would serve the storm water runoff needs of the phase of the Subthvas~on at issue, the City shall approve such plans and shall take all such other acttuns as are required by ~ts procedures to approve constract~on and/or enlargement and modlfieataon pursuant thereto Following the C~ty's acqulsmon of the Detention Pond Property, all construction contracts shall requxre that the contractor provade comprehensive general habthty and worker's compensataon coverage in the type and manner required by the Caty's general conthtaons for public works constructaon, whach shall include without hnutatlon the C~ty being named as an adtht~onal insured Performance and payment bonds shall also be required m the manner required for C~ty pubhc works contracts 2 03 Return of Pro-Rata Contribution If the Retained Raghts are exercased by Locust/288 Partners m connection with a parttcular phase of the Subdivision and it has made a Pro-Rata Contrthut~on to DEVELOPMENT AGREEMENT PAGE 4 the C~ty for that partacular phase of the Subdavasaon, the Caty shall refund the Pro-Rata Contnbutton (plus anterest at slx percent [6%] per annum from the date of the payment of the Pro- Rata Contnbutaon to the date of the Caty's repayment under th~s Sectaon 2 03) to Locust/288 Partners wathan ten (10) days of completaon of the constructaon and/or enlargement and modaficat~on of the development specafic detentaon pond and acceptance thereof by the Caty If Locust/288 Partners has not made a Pro-Rata Contrabutaon to the City for a partacular phase of the Subthvasaon, then within ten (I0) days of completaon of constmctaon and/or enlargement and mothficatton of the development-specafic pond and acceptance thereof by the City, the Caty shall waive any requarement that a Pro-Rata Contrabut~on be made to the C~ty by Locust/288 Partners for that partacular phase of the Subd~vasaon 2 04 Caty's Acceptance of Pond Acceptance of constmctaon and/or enlargement and modaficat~on of the development-spectfic detentaon pond shall be made by the Ctty af such constmctaon and/or enlargement and mothfieataon meets the specaficattons provaded for an the enganeermg plans for same whach have been approved by the Ctty Such acceptance shall not be unreasonably wathheld or delayed 2 05 Sanatarv Sewer Lane Attached hereto and made a part hereof as Exhab~t "A" as a drawang showing the locataon of an exastang Caty sanatary sewer lane that traverses the Detennon Pond Property The development of the Subdivision shown on the Prelmamary Plat located to the west of the Detentton Pond Property (the "West Area") contemplates, and the Caty will penmt, that the segment of the emstang samtary sewer lane shown on Exhab~t "A" that traverses the Detenaon Pond Property wall be utthzed for all phases m the West Area Such segment of the exastang samtary sewer line ~s not currently beang used However, when the development of the Subthvasaon shown on the Prelarmnary Plat located to the north of the Detentaon Pond Property receives £maI plat approval, the segment of the exastmg sanatary sewer lme shown on Exfubat "A" shall be vacated upon the eompletaon of constmctaon of a new sanitary sewer 1me as shown on Extnb~t "A" Exhabat "A" shows the portaons of the new samtary lane to be constructed by Locust/288 Partners, or ~ts successors or assagns, and that pomon to be constructed by the C~ty The covenants m th~s Sectmn 2 05 nm w~th and affect all of the lands comprising the Subdamsaon, and are bmdtng upon all present and future owners of saad property 2 06 Extrae~on and Deposit of Soft (a) In constructing the Regional Detentaon Pond, the Caty shall have the raght to deposit onto the "Remaanmg Property" (as that term as defined below) up to 10,000 cubm yards of soal extracted from the Detentaon Pond Property The Caty may depostt such soft m pries wathout any gradtng or compactaon of any kand Praor to deposttmg the soft, the Caty will notafy Locust/288 Partners, or the then current owner of the Remaining Property (the "Owner"), m writing of the antent to deposat the soft Wathm 10 days after the notate, the Owner may gave the Ctty wratten threctaon of the preferred locataon to deposit the soal If no wratten dtrectaon as made w~thm smd tame period, the Caty wall be perrmtted to deposat the soft at any locataon on the Remammg Property (b) The Owner shall be entitled to extract up to 90,000 cubac yards of soft from the Detennon Pond Property at a locataon that does not interfere w~th the regaonal detentaon pond After extractaon, af reqmred by the City, the Owner shall level and restore the area of extractaon tn such manner as may be reasonably darected by the Caty Praor to extractang the soft, the Owner wall notify the Caty an wratmg of the antent do so Wathtn 10 days after the notace, the Caty may g~ve the Owner wratten darectaon of the preferred locataon to extract the soft If no written darectaon as made wathan smd tame period, the Owner will be DEVELOPMENT AOREEMENT PAOE 5 perrmtted to extract the soft at any locataon on the Detention Pond Property that does not ~nterfere wath the regional detention pond At the t~me of the development of the regional detentaon pond, and w~th the Owner's approval (whmh wall not be unreasonably watkheld or delayed) the C~ty may deposit addtuonal sod on the Remaining Property which will count towards satasfactmn of the 90,000 cubic yards prowded for m thas paragraph Such deposats shall be made m accordance wath the terms set forth m paragraph 2 06(a) above (c) The covenants m th~s Sectmn 2 06 run wath and affect the Detentmn Pond Property and Remammg Property, and are binding upon all present and future owners of smd property As used m th~s Agreement, the term "Remaining Property" shall mean that pomon of the Subd~vasmn on which, at the relevant t~me, no subdlvlsaon ~mprovements have been constructed or are m the process of being constructed ARTICLE III M~seellaneous 3 01 Notmes Any notice or commtmmatmn reqmred or permitted hereunder must be m writing and shall be deemed to be dehvered, whether actually receaved or not, on the earher date of (0 actual receipt, af delivered m person or by messenger or overnight couner w~th ewdence of dehvery, or (n) transmasston of an electromc facsmule transrmss~on ("Fax") wah confumat~on of dehvery, or (n0 upon deposit m the Umted States Mad as reqmred below Notices may be transmitted by Fax to the Fax telephone numbers specified below, tf any Not~ces dehvered by marl must be deposated m the U S Postal Service, certffied mad, return recetpt requested, postage prepaid, and properly addressed to the intended mc~p~ant at the address set forth below Any party may change ars address for notme purposes by dehvermg written notace of as new address to all other part~es m the manner set forth above which notme of change of address will be effective five (5) days after recetpt 3 02 Attorney's Fees If any party shall be reqmred to employ an attorney to enforce or defend the rights of such party hereunder, the prevailing par~ shall be entttled to recover reasonable attorney's fees and costs 3 03 Integrataon Thas Agreement contams the complete agreement between the parties w~th respect to the subject matter hereof and cannot be vaned except by wr~ttan agreement The parttes agree that there are no oral or signed agreements, understandings, representations or warranties made by the parttes which are not expressly set forth herem 3 04 Survival Except as other,vise provtded ~n thas Agreement, any pomon of th~s Agreement not otherwme consummated by the exem~se of and closing under any optaon granted hereto will survive as a continuing agreement by and between the Part,es 3 05 Bmdme Effect Th~s Agreement shall mute to the benefit of and brad the parttes hereto and their respective heirs, representattves, successors and permitted assagns 3 06 Ttme for Performance T~me as of the essence under each provision of th~s Agreement Strict comphance wath the tames for performance as reqmred 3 07 Governing Law Thas Agreement shall be construed under and governed by the laws of the State of Texas, and unless otherwise provaded herem, all obhgataons of the parttes created under thas contract are to be performed m the county where the Property is located DEVELOPMENT AGREEMENT PAGE 6 3 08 Severabtlltg If any provision of thas Agreement as held to be anvahd, dlegal, or unenforceable by a court of competent junsdlctten, the mvahd, illegal or unenforceable provaslun shall not affect any other provisions, and thas Agreement shall be construed as tf the mvahd, illegal, or unenforceable prowslon is severed and deleted from this Agreement 3 09 Counterparts Thas Agreement may be executed tn a number of adentteal counterparts Each counterpart as deemed an original and all counterparts shall collectavely constatute one agreement 3 10 Gender, Number Unless the context reqmres otherwise, all pronouns used in thas Agreement shall be construed to include the other genders, whether used tn the masculine, fermnme or neuter gender Words m the singular number shall be construed to include the plural, and words m the plural shall be construed to include the smgular 3 11 Assmnment North Denton Parmers and Locust/288 Partners shall have the right upon ten (10) days prior written noUce to the Caty to assagn thear respectave rights and delegate their respective dutaes under thas Agreement without the express written consent of the City The City may not assign tis rights and delegate its duties under this Agreement without the express written consent of North Denton Partners and Locust/288 Partners, or thear successors or assigns 3 12 Memorandum The part,es hereto shall execute, contemporaneously herewath, a Memorandum of the rights of the partaes hereto, substantaally tn the same form as that attached hereto as Exhibit "B" and made a part hereof for all purposes Dated on the dates following each of the parties' respectave executions, but effective on the Effeclave Date Attest The Caty of Denton, a Texas municipal corporation Jennifer Walters, Caty Secretary By By Name Mmhael W Jez Name Title City Manager Title North Denton Partners, Ltd, Approved as to legal form a Texas lmnted partnerslup Herbert L p.m)lty, Clty~omey By SLI-GP, Inc, its General Partner By ~"~J~ By Name /~',..D / '"J.~ "~ '~ "-'~"' Name Tttle ~, .,~ ,,O---J'J-r' Title Locusff288 Partners, Ltd, By NOPO, L L C, its General Partner By Name Title Manager DEVELOPMENT AGREEMENT PAGE 7 CERTIFICATION I, the undersigned C~ty Secretary of the C~ty of Denton, do hereby certify that th~s Development Agreement was approved by ordinance or resolunon adopted by the C~ty Council of the C~ty of Denton on the day of ., 2000 Name City Secretary S \Our Documents\Contracts\00\North Denton Partners Dev Agr doc DEVELOPMENT AGREEMENT PAGE 8 / < ~ ~7 FACILITIES 25 24 Z I 22 Approximate ahgnment for relocation of Sanitary Sewer to be constructed w~th easte~ half of No~hpomte by developer Final alignment and p~pe s~es to be determined at the t~me of construetmn plan rewew 1140 20 LIC OP~ S~E~PARK/DL~N~ON 7 [ / ~ m / \ Th~s po~on of Future Samta~ Sewer Reloca~on to be const~cted by the Ct~ of Denton EXHIBIT "B" MEMORANDUM This Memorandum (flus "Memorandum") is dated to be effective the day of. 2000, and is by and between the City of Denton, Texas, a Texas municipal corporatton (the "City"), North Denton Partners, Ltd, a Texas lmuted partnership ("North Denton Partners"), and Locust~288 Partners, Ltd, a Texas lumted parmershlp ("Locust/288 Partners"), to w~t Thts Memorandum ts executed by the City, North Denton Partners, and Locust/288 Partners, for the purposes of placing the public on nottce of the existence of that certain Development Agreement. of even date herewith, by and between the part,es hereto, which grants certam rights to various parties hereto and creates certain obligations of various pames hereto which cover and affect the following lands (1) that certain 30 I91-acre tract, being the same land described as Tract Two m that certain Special Warranty Deed with Vendor's Lien, dated January 21, 1988, from SLI-GP, [nc, to North Denton Partners, Ltd, recorded m Volume 4264, Page 1384, Deed Records, Denton County, Texas, and (1) the lands described m that certain Special Warranty Deed with Vendor's Lien. dated March 16, 1999, from KDRC II lumted partnership to Locust/288 Partners, recorded m Volume 4299, Page 805, Deed Records, Denton County, Texas (the "Locust~288 Parmers Tract") The rights and obligations of the parties hereto under the Development Agreement shall terminate upon the filmg for record with the County Clerk of Denton County, Texas, of final plats which collectively cover all of the Locust/288 Partners tract Copies of the Development Agreement are mamtamed in the offices of the City, as well as the offices of North Denton Part. ers and Locust/288 Partners, and are avadable for lnspecnon and review by the publm Executed to be effective as set forth above The City of Denton, a Texas mumclpal corporatton By Name Michael W Jez Title City Manager North Denton Partners, Ltd, a Texas lnmted partnership By SLI-GP, [nc, its General Partner By Name Title AGENDA DATE: October 3, 2000 DEPARTMENT: Ctty Manager's Office CM' M~ke .fez, C~ty Manager SUBJECT Conmder nominations and appointments to the City's Boards and Comm~smons BACKGROUND The following IS a hst of current Board/Commlsmon vacanc~es/nom~natmns Counml Member Cochran has a nonunaUon to the Pubhc UtlhUes Board (Bill Gmse no longer demres to serve) If you reqmre auy further lnformatwn, please let me know %tfully subm~tt? f_~m'~?'er~alter~' ~C~ty Secretary CondenseltTM Pago PROCEEDINOS I ustltmn6 Okay Allan MR MCNEILL Having a quorum hem ,~ 2 Mot~on ca,~es Okay 3th, 2000, we: will begin our meeting for tl~ 3 MR REICHHART The Irwin )ff SHe Commission TI~ first g~m on 4 of the r I of August 5 property owner : has not bccn 6 thc 6 date and that's why pull 7 t 11 move to i 7 from thc ,' wall reschedul¢, wh~,n 8 second 8 ~ obtained 9 MR :d and seconded 9 10 that th~ minutes discussion? Any I 0 Because of th I think it would bt, 11 corrections? Vote, l 11 better to have a pull flus item and carry ~t 12 12 over to a 13 MR MCN~I let me make a 13 MR make 14 common1 14 15 has requested 1 ) if you're hem 15 MR be 16 withdrawn 16 pulled and it forward ! 17 discuss t ltera has 17 second ! 8 l~Xt itom Oil Our A~ada IS t t 8 MCNE[LL 19 'f and 19 What date? 20 s of staff 20 our next 21 21 22 ac¢ordanc~ 22 MR WILt.~^MS ! guess that was my I 23 of Denton Code of Ordinances The Planning 23 :ca'lain because if they don' 24 tod Zoning Commission has recaved backgxouad information 24 ready to go back through the whole thing again 25 and has had an opportunity to ratse questions r~gardmg 25 MR SNYDER This IS not a public heanng Page 2 Page 4 I these Rems poor to constderstion Any dtseusston on the 1 don't techntcally have to do tt to 2 2 3 MR ~LLIAMS I mo', e that we a 3 so 4 4 5 APPLE second 5 M ertaan 6 It'S been moved 6 MR 7 that we a dtscusston? 7 to 8 Vote, pl~s~ 6-0 8 MS APPLE pmvlous motion to 9 :s thc Behnmg 9 the next scheduled meeting which ts l0 Place 10 September the 27th l I MR 11 MR RISHEL as the second 12 your attention that t ~econstder the Consent 12 MR n has b~n 13 Agenda for Item No Addition We would accepted -- a and 14 hke to pall that from Thero was 14 seconded Okay 15 supposed to bo an vnth the CRy by today 15 All tn I Motion 16 and that has not e are not ready to go 16 17 forward wtth 1 17 to 18 MR we've What do 18 Okay The next )tern for consideration is the 19 wedo9 th~legal-- 19 BehmngPlace Thisisa 519 acm stte located on May 20 be a morton from 20 Street east of Ruddell Street And I behave Mr Sahnon 21 voted for this ~tem 21 xs going to bnng us a report 22 mSltEL I'd hk~ 22 MR SALMON Thank you, Chart, members of the 23 MS Al'I'Ll/ rll second 23 Comrmsston The first part of this ttem ts an exaction 24 MR. MCNEILL 24 variance, to consider an exactaon variance and make a 25 25 recommendatwn to the Ctty Council for pertmeter street SEPTEMBER 13, 2000 Page 1 - Page 4 Condons¢ItTM Page 5 ?age 7 I paving I've got a map en tha overhoad that shows tho I work for Surveyors & Engm~rs of North Texas Sentr. orp 2 location of the site and I ye got May Street lughhghted :2 16:21 Amanda Court, Ponder, Texas As Dave pmnt~xl eta w~ 3 As you can tell May Street ~s cunently disconnected by 3 applied for the exaction variance a few months ago Th~ 4 an undevelol~t tract of property Ultimately, it's 4 reason we applied for th~ exaction vanance Is beeausc 5 proposed to b~ a through strut 5 and I don't know If you guys recall, tho Behmngs an. 6 Scm Corp representing the owners of the 6 proposing to have those two extra lots as rental propcrt) 7 Behmng Place Adchlaon have applied for the variance The 7 and try to get the money back on those two small lois 8 subject section of ~ Code of Ordinanc~s requu'os that 8 For what rent is going in the area on those small hom~.s 9 any development along an unimproved section of road 9 it's probably not going to happen And that's the reason 10 improve that section m front to City stenderds In this 10 we went for that 11 case, the dexelopment fronts on May Street May Strut is 11 The May Street, although by City standards ~ 12 a substandard asphalt road It dons not have curb and 12 substandard, It has been recently paved The pave:null ~s 13 gutter and I behex · it's loss dian 24 feet wide The 13 in good shape The street as :t Is is completely 14 applicants are proposing not to make any improvements to 14 built out Therc:'s no more places to put any addmon,fl 15 May Street The applicant's reasoning for applying for 15 homes on there And we just, you know, to put curb and 16 the variance is th~ cost of the subject improv~menta in 16 gutter on 200 feet of this built out street that may 17 compainson to thc size and type of development which would 17 someday go all the way through and be Improved just d:dnt 18 make this an exnctaon ',mange An exaction vananoa is a 18 maka sense to us engln~ulg-WlSn or financially And 19 variance that the Commission will make a recommendation to 19 that's why we applied for this and we would like yom' 20 the City Council on 20 recommendation to thc City Council 21 The criteria for exactmn variance has to do 21 MR MCNEILL Cmnnussioners, quostioas for the 22 with detemlming sshather or not the reqmred improvement 22 applicant? Okay Thank you 23 Is proportional m r~latien to the type and size of 23 MIL BUSSELL Thank you 24 development as opposed to a physical hardship variance 24 MS OOURDIE I had a request to speak up 25 which has to do ~,xath ph}slcal foatlLros of tho property 25 MR MCNEILL oh, I'm sorry I didn't see Page 6 Page 8 I I've just put up a copy of thc proposed prehmmary I your -- you have to watch those hghts They don't work 2 plat We'veostlma~:dthatthe~costofthnreqlllred 12 . allthctime Ms Oollrthehasaqt. lc!~on, _ 3 unprovcmcnts along thc frontage on May Street will cost in 3 MS OOUROIE IS this thc same proper~bat 4 thc range of around $10,$00 00 Divided between thc three 4 had thc tree Sltoation with thn tree that would have had 5 lots, it comes out to about $3,600 00 per lot Whan wc 5 to b~ removed that we discussed at length? Is this the 6 look at th~ costs of those mlprovements compared with what 6 same property that there's a street in th~ road - ] mean 7 most developers have to pay to install streets m front of 7 a tr~ m thc street? 8 a typical smgk-famaly home m a subdivision, that cost 8 MR BUSSELL NO We moved a bulltheg linc on 9 actually comes out to be somewhat loss It costs about 9 hero to offset to save some trees but I don't think we 10 $$,400 00 fera des eloper to budd tho street m front of 10 discussed a at k:ngth 11 asmgle-famll) homematypicalsubdivislon Sofroma 11 MR R~ICHHART 'rhatwosadlfferentrequesi 12 cost standpoint, staff really cannot recommend this 1:2 MS OOURDIE okay Thank you 13 variance based on this cntena 13 MR MCNEILL Sorry about that Anybody else 14 Again 111 mention that May Street will 14 hays a question? Okay Commissioners 15 become a through slr~t at some point in timo whcn the 15 MR R[SHEL lhadaquostion forMr Salmon 16 large undeveloped tract is developed So w~ think it's 16 again 17 maportanttoha~¢thispavmg I'll ha glad to answer any 17 MRMCN~:ILL yes Staff, finalcommentandI 18 questions you might base I behove tho applicant is here 18 think the Commissioners have a question for you 19 in the authence and I'm suro that they will probably want 19 MR RISH£L Mr Salmen, lthmkthatwe're 20 to addr~s you, as w~ll 20 probably progr~smg in the right direction, here myself 21 MR. ,MClX'raILL commtssloaers, are there any 21 but I'm also trying to struggle with the fact that I want 22 questions for staff befor~ we hear from the apphcant? 22 to promote mfill within our commumty m tl~ 23 Thank you Is the appheant present? Would you hke to 23 neighborhoods that wa could enhance And so I'm kind of 24 mak~ a comment? 24 gtrugghng with the fact that I would hka to see the lois 25 ~ I~t'SSELt. ~y name is Allen Bussell I 25 dowlop because I think a would eathasoe tha neighborhood PLANNING AND ZONING COMMISSION SEPTEMBER 13, 2000 Page 5 - Page CondonseltTM Page 9 Page 1 I I I tl~nk it ~ould provide some addmonal propcriy that's I MS OOURD[a Y~S, I d~d Thank you 2 reasonable to reef for people who would hk¢ to hvo in 2 MR MCNEILL okay 3 ourcommumty Andsol'mtrymgtostrugglawithmfill 3 MSGOURDIE whatwo'rovisuallygomgtos~.x 4 as opposixt to improving tho streat that's already there 4 is grass a cut in the curb and gutter, and thaa grass 5 And I hope you would hclp mc with this struggle of how you 5 again Is that how Ws going to bo since they have to 6 s~ v,e could promota refill to get tho things accomphshed 6 bnng It In? 7 withm our community, providing sidewalks and streets that 7 MR SALMON yeah I was hoping to have a 8 have standards to thom, and the other things that am 8 drawing with mo fls evening It didn't get completed 9 revolved 9 But, yeah, basically what you would have is you d hax ~. a 10 MR. SALMON well, refill development Is 10 section of curb and gutter across the frontage of the lot 11 Important in terms of, I guess, an incentive for refill 11 with probably, I don't know three or four fort of 12 developmeot I guess tho one thing in this particular 12 asphalt Basically, what we would try to do is match th~. 13 case Is that tho $10,800 00 1 fink Is probably on tho 13 grade of the curb and guuer with the grade of thc 5ou 14 conservative std¢ in terms of cost As Mr Bussell 14 know, there's nom~ally a htile bit of a ditch on the 15 stated, th~ streat as a curreotly ex~sts has been 15 of a road that doesn't have curb and gutter for drainage 16 recently ropaved so tbo existing pavemeot that Is there is 16 We'd toy to match that grade so that dramag~ flow ~ oald 17 in relativ~ly good condltiun So saying that and looking 17 come down tho ditch, through the curb and gut~' and th~.n 18 m the topography un fls site, I fink fls Is a 18 hack rote the grass ditch again But I don't know if I m 19 situation where it could bo very easy to simply add some 19 - I'm trying to desenbo what will happen 'mthout a 20 pavement on tho side and some curb and gutter without 20 picture 21 having to completely remove the entire st~ot as vm have 21 MS GOURDIE SO there I$ an existing thtch 22 to do m a lot of cases 22 which the water is going to flow so there won't be erosion 23 YOU might ask, well, what does that do? It-- 23 of that d~rt of those people's lawns? 24 because tha curb and gutler and tho eddltlonal pnveaneat 24 MR SALMON mght In this case, thc ditch 25 x~ ould bo out of tho main travel lanes, basically what It 25 is relatively undefined It's not a very defined, deep Page 10 Page 12 I provides for is a wldeomg m frunt of that one piece of I ditch so that's part of what I fink wdl eunbl¢ this 2 property But it also allows for cars, parked cars and 2 part~ular property to simply add on to th~ ousting 3 stuff to bo able to pull up next to tho curb out of tho 3 pavement as opposed to have-'fo tear up thc eatuc road and 4 asphalt, out of tho main lanes of tho street So I fink 4 redo a because I flunk we can try to match thc existing 5 it docs prowde some benefit I guess moro in answer to 5 grades and have mimmal disturbance to the thtah on caher 6 :,our que~tiun though, I think that tho cost could be 6 side of tho property 7 considerably less than $10,800 00 We just put that 7 MS CIO,mOlE Oo you have a timehne or an) 8 figure on it to tiy to bo fair and kind of as a top 8 idea when this street nught bo completed? 9 MR RISHEL [ appreciate what you'v: saying 9 MR SALMON well, from what I understand 10 I'm trying to figure out whathor my mike ts or isn't 10 that could ha some moo I understand that fha people ~ ho 11 working As I say, I know that we, as a Comnusslon, have 11 own that undeveloped property In the huddle between thc 12 rccomm~ded that we find ways to make mfill work for us 12 two street scgmeots are -- have hvcd thoro for a long 13 I fink that ~t would bo moo to bnng un some adthtmnal 13 long tune and have no mteotton of moving aay time m th~ 14 property In our neighborhoods, parUcularly these 14 near future Them is a house on that property so ~ ou 15 neighborhoods which ar~ so centrally located, that w~'d 1 $ know -- 16 hke to sea ways to dovelop fls typo of property Maybe 16 MR RISHEL If the streot gues through 17 I'm strugghng also with the fact I realize that 17 there -- 18 construction dooa tend to tear up roads and be something 18 MR SALMON well, now, I don't know if thc 19 that - beoauso we bnng m cemeot trucks or we bnng m 19 house is m hoe with tho street 20 lumber and we bring In other things so tbo pavement wear 20 Ma MOl, mILL 'the house you'n: talking about 21 tends to bo a lot greater, so unpmvement of th~s surfaco 21 is on tho lot that's -- 22 overall may bo necessary I'm still Icolong at what we 22 MP-. lusnEc. Tho middle piece 23 can do to ~nthanoa refill dovelopmeot Thank you 23 MiC MCl~tLL Tho middle piece? 24 Ma. Me, miLt,, c0mimssluner Oourdlo, did you 24 Ma S^UdON 'rlas property nght he~ The 2~ punch your hght again? 25 people who currently have a house and hw on this PLANNING'AND ZONING COMMISSION SEPTEMBER 13, 2000 Page 9 - Page 12 CondenseItTM Page 13 Page 15 I property hava been tbere for a long tune and from what I I this motion only because when this eam~ before us 2 understand have no Intention of moving So it could be a 2 previously, w~ did discuss affordable housing and ~nflll 3 long time before that street is continued 3 and I think that the cost could indeed bo prol~bitive to 4 MS OOURDtF.. TWO mom questions IS either 4 this proj~:t 5 side of May Street curb and guttered? 5 MR MCNEILL Yeah I had a question about 6 MR SALMON Tbe eastern portion of May Street 6 that I should have asked staff I forget the details but 7 is curbed and guttered It is more of a standard -- tt's 7 therc was soraetlung lrrcgular about thts wben we approx ed 8 a newer sabdlvlslon 8 it before and, staff, do you rcmcmbcr what that was9 9 MS OOURDIE well, that and thc other side IS 9 MR REICHHART 'the existing house that's on 10 stnatly JUSt - 10 the western porhon of th~s s~ta falls In such a manntr 11 MR SALMON This side of May Street currently 11 that didn't allow them to create duea normal size lots 12 has no atlrb and guuer It's just an asphalt road, kind 12 :f you remember The two new lots were substandard or a 13 of a rural type section Idmi'tbeiicvetherc'sanycurb 13 huleb~tsmallcrthanwbat'scurrentlyouttherc And 14 and gutter on either side of thc street on this westam 14 what thcy'rc proposing to build arc two small ranch housas 15 section 15 with thc parking In the back But It was tho existing 16 MS OOURDII~ And my last question is If for 16 beusc and where it was located that didn't allow them to 1 ? some reason these people who own thc undcveiopcd property, 1 ? dividn thesc Into three lm~,cr lots 18 so to speak, and have It developed, they'll have to put 18 MR McNrEILL Thank you Yeah, I think that 19 thc rest of May Road in which leaves that one section of 19 Commissioner Rlshal really went wberc I was gumg I 20 thc road not conforming to thc rest of tho ncc road Will 20 thought this was an atteanpt to Improve that nc~ghborhoad 21 thc City have to do a cIP project to get it up to curb and 21 out there with tho mull and soma affordable housing so 1 22 gutter and fix thc rest of it to match the whole road? Is 22 think I will also be voting agmnst this motion I think 23 that what the -- 23 it's an at~anpt to make it more economical so I will be 24 MRSALMON Right Ifthlspropcrtydoveiops 24 opposcdtolt Other comments, questions? IhaveMs 25 and they extand thc street through and this is left 25 Holt not hero, but she's requesting to speak, Page 14 Page 16 1 unnnprovcd, thcn at some point the City will cltber I MR WILLIAMS NO woflder I'm not voting on the 2 through lts operating funds or through the C. apltal 2 nghtthing Okay Ithinkthatwcncedtoloakatthc 3 Improvements Program have to finish out thc street 3 concept of small growltrand look at our Denton Plan And 4 MS OOURDI,~ okay Thank you 4 it seems that where wc have lower income: neighborhoods wc 5 MR MCNEILL Other questions? I have a 5 do things that keep thc neighborhoods .lust a httle bit 6 question If I understand what you're saying, to your 6 less than the other neighborhoods with a noble purpose 7 right, that orange part, you're saying that has sidewalk, ? However, I think wc head to keep our same standards 8 curb and,guRer on it? 8 City-wide Also, I believe in fairness Other pecplc 9 MR SALMON It docs have curb and gutter on 9 comc, we had a private landowner that did not - he smd 10 both sides 10 costa would bc prohthiovc if hc moved a sewer line across l I MR MCNEILL BUt It docs not have sidewalks? I 1 his property And I hkc to be consistent and bc~ng 12 MR SALMON NO, this particular subdivision 12 consistcnt is maintaining standards And tho semc 13 was constructed prior to tho sidewalk requirements 13 standards that wc maintain for ncc dcvclopment, wc nod to 14 MR MCI~ILL. okay Thank you Other 14 maintain for thc oldcr sections of Denton so that they can 1 $ qucstious? Commissioners, discussion? Motion? 15 bc upgraded without taxpaycrs subsidizing penplc's 16 MR- RISHEL t 11 mnkc a motion I move that 16 dcvelopmcnt And I will bc voting for this motion 17 we recommend to thc City Council that a variance of 17 MR. MCl~ILL commissioner Merino 18 Scctlon 34-114(5) be denied for thc Bchmng Placc Addition 18 Ma MORENO Bncfly, I ngrea v, ath 19 for perimeter paving as the cost of thc subject 19 ComnllSSlOner Williams I'm a behcver In mull, as well 20 lmprovctllent does not outweigh thc nccd created by thc 20 but I don't think wc need to allow It to become a 21 dovclopment 21 substandard typo of lnfill Thank you 22 bm. WILLIAMS Second thc motion 22 MiL MCh~BILL Ot~ comillents? Okay Vote 23 MR.MC'NlitLL Motion's bean madc and secended 23 plcasc Let'svotamanoally All those m favor of tha 24 Any discussion? Comlmssloner Apple 24 motion raise your right hand Four In favor, two against 25 MS APPLe I'm going to be voting against 25 Motion eames PLANNING ,AND ZONING COMMISSION l~scal and Municipal Services * 215 ~ McKIoney * l)enton~ T~xas 76201 Telephone (940) $49-8288 * DF~/ Metro (972) 454-2259 ~ Fax (940) $49-7206 MEMORANDUM DATE: October 3, 2000 TO: Honorable Mayor and Members of the City Council FROM: Kathy DuBose, Assistant City Manager ]~-.~ Fiscal and Municipal Services SUBJECT: Education Finance Corporation Although we considered bringing a resolution to create an Education Finance Corporation for consideration at tomght's council meeting, we decided that is would be beneficial to bring the matter first to a worksession for discussion I will try to meet with Matt Marshall of Amblmg Development when he is m town later this week After that meeting I should have a better Idea of the timing for the worksess~on ~tem and will forward such to you Please let me know if you have any questions cc Ivhchael W Jez