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Home My WebLink About11-19-1991 i i£ f~ A0ENDA CITY OF DEN'-')N CITY COUNCIL November 19, 1991 Work session of the City of Denton City Council on Tuesday, November 19, 1991 at 4:00 p.m. at the Moore Building, 601 East Hickory, Denton, Texas at which the following item will be considered: 1. Tour of the building and discussion of renovations. r 5:15 p.m. Work Session of the City of Denton City Council on Tuesday, November 19, 1991 at 5:15 p.m. in the Civil Dafense Room of City Hall, 215 E. McKinney, Denton, Texaa at which the following items will be considered: NOTE: Any item listed on the Agenda for the Work Session may also be considered as part of the Agenda for the Regular Session. 1. Executive Session: A. Legal Matters Under Sea. 2(e), Art. 6252-17 V.A.T.S. B. Real Estate Under Sec. 2(f), Art. 6252-17 V.A.T.S. 1. Consider lease agreement with the Union Pacific i Railroad. f C. Personnel/Board Appointments Under Sec. 2(g), Art. i 6252--17 V.A.T.S. i 1. Consider appointments to the Cable T. V. Advisory Board and the Electrical Coda Board. j 2. Receive a report and hold a discussion regarding the space Master Plan and give staff direction. 3. Receive a report and hold a discussion regarding SPAN j transportation and the transition to Section 9 Urban Mass j Transportation Act Funds and give staff direction. 4. Receive a report and hold a discussion regarding an update on the Upper Trinity Regional. Water District contracts and give staff direction. Regular Meeting of the City of Denton City Council on Tuesday, Novembar 19, 1991 at 7:00 p.m. in the Council. Chambers of City Hall, 215 E. McKinney, Denton, Texas at which the following items will be considered: f i I t" I City of Denton City Council Agenda J November 19, 1991 1 Page 2 7:00 n.m. j 1. Pledge of Allegiance 2. Consider approval of the mi.nute3 of the Re~3ular session of August 5, 1991. i 3. Public Hearings A. Hold a public hearing and consl,ii.r adoption of an ordinance revising the boundaries of the four single member election districts in the City of Denton, Texas. a 4. Consent Agenda Each of these items is recommended by the Sta£Z and approved thereof will be strictly on tho oasis of the staff reccmmendations. Approval of the Consent Agenda authorizes the City Manager or his i designee to implement each item in accordance with the Staff rocom,nendations. Listed below are bids and purchases orders to be approved for ~ payment under the ordinance section of the agenda. up information is attached to the ordinances (Agenda items 5.A, 5.B). 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. A. Bids and Purchase orders: 1. Bid 01295 - 1500 KVA PM Transformer 2. Bid #1296 - Water Metors 3. Bid #1293 - Reroof Fire station #2 4. Bid #1299 - Lease/Purchase Financing B. Tax Refunds 1. Consider approval of a tax refund to Farmers s Merchants State Bank for $883.54. 2. Consider approval of a tax refund to Musket Corporation for $1,629.18. 31 Consider approval of a tax refund to Musket Corporation for $1,699.26. ii Pi City of Denton City Council Agenda November 19, 1991 Page 3 4. Consider approval of a tax refund to Musket Corporation for $1,691.91. 5, ordinances A. Consider adoption of an ordinance accepting a competitive pealed proposal and awarding a contract for purchase of materials, equipment, supplies or services. O.A.I. - Bid 11295, 4.A.2. - Bid #1296) k ' B. consider adoption of an ordinance accepting competitive bids and providing for the award of contracts for public works or improvements. (4.A.3. - Bid #1293, 4.A.4. - Bid r #1299) C. Consider adoption of an ordinance accepting a competiti_ve i s--:Nd bid and awarding a contract for Section 125 f' ible benefit plan administration services to Anthem Life insurance Company; and providing for the expenditure of funds therefor. (Bid #1291) - i' D. consider adoption of an ordinance accepting a tract of land, as shown in the dedication deed executed by William V. Rainey and Willie H. Rainey, attached hereto, for street and utility purposes. f E. Consider adoption of an ordinance approving the purchase of a utility easement from Patsy L. Hutton; and i` authorizing expenditure of funds. F. Consider adoption of an ordinance approving the 1991 tax rolls. G. Consider adoption of an ordinance in settlement of Cause No. CA-4:90-CV-1831 @oydston, et al y Chrve t Cornc ation, {i H, Consider adoption of an ordinance approving a settlement i between the city of Denton and Daxa Patel, at al, 6. Resolutions A. Consider approval c£ a resolution authorizing the Mayor to execute an agreement between the City of Denton and County of Denton for the provision of library servioe::. i n 3 City of Denton City Council Agenda November 190 1991 Page 4 B. Consider approval of a resolution authorizing the City Manager to sign and submit an application to the Texas Department of Housing and Community Affairs for approximately $250,000 in Rental Rehabilitation Program j r funds. I C. Consider approval of a resolution approving an agreement and resolution of the City of Denton Industrial Development Authority with respect to the issuance of bonds for Safety-Kleen Corp. D. Consider approval of a resolution supporting the extension of the runway at the Denton Municipal Airport and petitioning the FAA for matching grant funds, j 7. Miscellaneous matters from the City Manager. A. Consider a motion to authorize the Mayor to sign a letter of support from the City Council to the Justice Department and/or others regarding the Texas House redistricting of Danton, 8. Official Action on Executive Session Items: A. Legal Matters B. Real Estate ! c. Personnel D. Board Appointments 9. New Business a This item provides a section for Council Members to suggest items for future agendas. t s i 10. Executive Session: I A. Legal Matters Under Sec. 2(e), Art. 6252-17 V.A.T.S. B. Real Estate Under Sea. 2(f), Art. 6252-17 V.A.T.S. i C. Personnel/Board Appointments Under Sec. 2(g), Art. 6252-17 V.A.T.S. 3 r. xi, F).;. l 7 r '7ffA y? City of Denton City Council Agenda November 19, 1991 Page 5 NOTES THE CITY COUNCIL RESERVES THE RIGHT TO ADJOURN INTO EXECUTIVE SESSION AT ANY TIME REGARDING ANY ITEM FOR WHICH IT IS LEGALLY PERMISSIBLE. C E R T I F I C A T E i I certify that the above notice of meeting was posted on the , bulletin board at the City Hall of the City of Denton, Texas, on the day of 1991 at otclock (a.m.) (P.m.) CITY SECRETARY ~ j F ' y 1 i i i f 1 R I i ~ F~ M E M O R A N D U M S TO: Mayor and Members of the City Council FROM: Lloyd V. Harrell, City Manager SUBJECT: Space Master Plan Presentation 1 REC DATIO s E Receive a report and give staff recommendations. In April, 19911 with Council approval, we employed Corgan I Associates4Arehiteets to complete,a Sp c Master lPla for the city of Denton. Now the plan is complete. would to tour the Moore facility at 4:00 p.m., November 19, 1991. Then at the November 19, 1991, evening work session, Corgan Associates will present the Master Plan to you. After the plan is presented, we will need some direction on how to proceed with phasing or plan implementation. BACKGROUNDS Thera have been many long hours of work and discussion, since April 1991, on the part of coxgan Associates Architects and City # staff, in order to reach a final plan, Now we feel we have exhausted all avenues and have a very professional plan to present. We believe if implemented it will solve City departments' space needs for the foreseeable future. Phase I of this plan immediate need for more space, construct allows us to resolve our II the L ~ the Law Enforcement Court Complex Phase I, possibly vacate the space we are now leasing, and make use of the donated Moore building. PROGRAMS DEP,AR 'TB OR GROUPS AFFECTED: All City office facilities and departments are affected. (General Fund and Utility Fund). E 1 1 Page - 2 FISC IMPACT' Phase I would require the use of the approximately $2.5 million bond money, and some cost savings from 1 Lad Enforcement remaining r~-:n`cal properties. The total implementation of the long term master plan would require the sale of additional bonds and utility surplus funds (as needed). Savings from vacating the annex lease A space have previously been earmarked for operations and maintenance costs at the Moore facility. RESPECT '~X SUBMYTTED: / Llo d V. Harrell ! City Manager lI Prep red bys f J S use Hen ng o , Su r ntendent Facility Management Appr ed: Na es Batt cRean Title, Exe tive Director Municipal Services/ Economic Development AJJOOODB 1 I' r CITY of DENTON, :i'EXAS MUNICIPAL BUILDING / 215 E. McKINNEY / DENTON, TEXAS 76201 M E M 0 R A N D U M t i I T0: Mayor and Members of City Council, j FROM: Bruce Honingto,3, Superintendent of Facility Management THRU: Betty McKean, Executive Director Municipal Services/Economic Development DATE: November 13, 1991 SUBJECT: Space Master Plan On April 11, 1991, we came to you with a proposal to contract with Corgan Associates Architects for completion of a Space Master Plan for the City of Denton. Council approved the proposal, and Corgan Associates were hired. ~j The main objectives were to. ' 1. Inventory present building facilities; 2. Identify existing constraints; { 3. Develop a 15 year forecast of future personnel and facility requirements, and with this information, 4. Develop a list of needs for future space requirements; i 5. Develop recommendations for the future use of existing facilities; j 6. Prc;nse new facilities as are determined necessary, and 7. Recommend renovation and/or repairs to existing or s available buildings necessary to render them serviceable to meet the Master Plan's designated use. 1 Corgan has analyzed the location of existing departments in relation to their functions and their need to be in proximity to other departments and facilities. They took into account external factors of public access as well as access to major arterial streets. These ; factors were especially important when considering the donated Moore { building for a law enforcement/court complex. i i 8171566.8100 D/FW METRO 4342529 (i Space Master Plan Page - 2 The consultants were required to determine the amount of space each department currently need, and how much they need up through the year 2001. In order to accomplish this task they had to set space requirement standards needed for each person and each area. The space requirement standards were set and confirmed by comparisons to other governmental agencies and private corporations. This insured that the standards would not allow too much or too little space for each user. These standards were presented to the space Committee and approved by all executive staff. After the space requirement report was developed, the consultants presented many plan relocation options to the Executive Committee. Both the Executive Committee and Space Committee discussed all options and decided on one final option/plan. As you are aware, we have 2.5 million in remaining bond funds to construct a Law Enforcement Court Complex. This amount of money would allow us to begin the first phase of the construction projects. Re will discuss this during our presentation. In addition to the Master Plan, all City office buildings were analyzed and a facility report was published. The facility report validates the needs of each building in relation to the operation and/or renovation as stated by staff. For example, staff has stated } that the air conditioning in the back of the Civic Center is beyond repair and needs replacing. This report validates staff's past projections of future repair requirements. The facility report established that the Moore building structure is worth at least $14 per square foot. It would cost us much more to build a new structure shell equal to the ifoore building. This facility report: will be available for review at the November 19, 1991, work session. The final MTSter Fork Plan developed by Corgan has been included for your review. we are very pleased with the work they have done and feel they have developed an exceptional plan. Staff has worked closely with Corgan to develop what we feel is a viable solution to our space needs. On November 19, 1991, Corgan Associates Architects will present the final plan to you. staff is very excited about the Space Master Plan and look forward to receiving your direction so this project can move forward. Please bring your presentation . nay Master Plan notebook with you to the evening work session on November 19. ng on Bru a Hen I4 AJJOOOBD i 1 Es 't i CITY OF DENTON SPACE PROGRAMMING Management Work Plan • El *y, USERS INTERVIEW DEVELOP REVIEW CITY COMPLETE USERS SPACE REPORT SPACE REPORT APPROV►L QUESTIONNAIRE OVERALL PLAN CONFIRM CITY i SPACE APPROAL STANDARDS PRESENT OVERALL PLAN s s ANALYZE CITY CITY FACILITIES APPROVAL CITY APPROVE WITH REPORT AND IMPLEMENT APPROVED PLAN OORQAN A56001AYES ARCHITECTS i =.nn w:rvY-.a.. u..c.:. reit,M1M/.4>i. yrv-.... u✓.(k. al','1flv Rdit>a { 1 City of Denton Financial Analysis Of Space Master Plan Resources Available for Phase I 1993 Bonds already sold $ 200,000.00 Bonds funds already spent (50,441.00) Bond funds authorized but not sold 2,4001000.00 Rent collection for Block Grant 91000.00 Rent collection for Main Street 50000.00 Rent collection for Utility Development Engineering 2,600,00 Sub 'Dotal $ 21556,159.00 construction Cost 1993 $ Moore Building 2,264,159.00 157,000.00* Old City Hall j Municipal Building/Service Center 15,000.00 130.000.00 Information Services Move Sub Total $ 21566,159.00 Balance $ -0- **Lf major rehabilitation of structure occurs then the cost will be $429,000.00. Source - City of Denton Finance Department AJJ000DF 1 I j I 1 1 crrY of DENrONt TEXAS MUNICIPAL BUILDINQ / DENTON, TEXAS 76201 / TELEPHONE (817) 668.0307 office of fh,; Cify Manager TO: Mayor and Members of the City Council PROM: Lloyd V. Harrell, City Manager t { DATE: November 19, 1991 i Y TRANSITION 9 URBAN SUBJECT: MASS TRIDERSHIP RANSPORTATION T ADMINISTRATION FUNDING "s i t I. BACKGROUND Services Program for Aging Needs (SPAN) has been serving the elderly and handicapped in Denton County since 19740 and is the key provider of transportation in Denn, There are nineteendi hi les drivers. in SPANs fleet and seventeen PAN ' a variety of federal, state, local, and private sources. Sfrom provides demand-response service to the elderly and handicapped and fixed route transit for all Denton citizens. SPAN's demand- response service is pre-scheduled, door-to-door transportation for i the elderly and persons with disabilities, Fixed route transit provides all Denton citizens and visitors with four trolley routes that run on regular schedules. f. Public transportation benefits the entire community. There are t),e obvious benefits to the riders, who might not otherwise have I' mobility within a community. It assists those persons to work, f 1 shop, and play in a broader geographical area. Specialized transportation programs also allow the elderly and persons with disabilities to participate fully and independently in a community. Public transit is also highly beneficial to businesses since employees can ride to work for local companies and buy goods and services at local businesses which increases sales tax to local governments, Other public transportation benefits include lees traffic congestion, more available parking, and reduced air pollution caused by automobile emissions. II. PROGRAM DESCRIPTIONS A. ELDERLY t The elderly program provides demand-response transportation to j Denton County citizens on weekdays from 7:00 a.m. to 5:30 p.m. t County citizens 60 years of age and older may call SPAN to request a ride the day before it is needed. This county-wide service is ~l ~j City Council Report SPAN Update/Section 9 Transition November 19, 1991 also offered in the city limits of Denton. Arrangements are made for the citizen to be picked up, delivered to his/her destination, and returned home. Because SPAN receives money from the Older Americans Act for its senior citizens service, it is prohibited from collecting fares for this operation. There are donation boxes In each vehicle but contributions are not mandatory. Donat:_ons are requested for $1.50 per ride but average approximately $.50/ride. in order to maximize the efficiency of this program, some routing was implemented. This allows SPAN to take several people to popular locations several times a week instead of making numerous individual trips. This bas cut down on SPAN's mileage considerably. For example, SPAN makes trips to Golden Triangle Mall on Mondays and Thursdays. f Other Denton agencies also receive other types of federal funding j to provide elderly and other specialized transportation. However, given SPAN's success, some agencies have stopped providing transportation and directed their residents/clients to use SPAN's services. Al Murdock has been in contact with some of these agencies attempting to arrange SPAN service to them on a contractual basis so that some of these federal dollars can be transferred to SPAN. Mr, Murdock has had limited success with this effort. Some agencies have chosen to purchase their own vehicles E instead of paying SPAN. SPAN plans to continue to pursue this ' effort. SPAN is also working to train those who are able on how to utilize the public trolley system. Both the client and the caretaker are involved in this training process, This is less expensive for SPAN than demand response service. It also offers the individual a greater amount of autonomy and independence. The total funding from all sources for this program is $246,942. Approximately $112,516 is spent in transporting the elderly in Denton, providing 22,677 rides last year. The City of Denton j, i allocated $1.01000 for this program. This is the same level of funding allocated in FY 91. B. HANDIHOP SPAN's HandiHop program, initiated with city funds in 1982, also provides demand-response transportation to persons with disabilities who live in the City of Denton. Rides are scheduled one day prior to when needed for weekday rides, and no later than Friday for weekend rides. From 700 a.m. to 5:30 p.m. handicapped 2 k~ rz I7ity Council Report !SPAN Update/Section 9 Transition ' November 19, 1991 transportation is provided with SPAN vehicles. After 5:30 p.m, and on the weekend, taxi service has been contracted. Taxi service for weekends has been subcontracted with a local company since 1983. At SPAN's request the fee was raised from its original $1.00 per ride cast to the current amount of $1.50. This fee is the same for ! riders during-the evening and weekend time period. SPAN's cost for each taxi ride is $5.00. { Last year, because of the increased use of taxi trips and SPAN budget constraints, only employment-related trips were allowed after hours from May through September. However, the City Council allocated an additional $10,000 for these trips in the FY 92 budget, Weekend service and evening service are now available to f all HandiHop clients requiring transportation regardless of the purpose of the trip. To ensure that this problem does not reoccur, SPAN has instituted a monthly cap of 351 rides on the number of s taxi trips. This is also important since the Americans with Disabilities Act will not allow transportation agencies to prioritize by the purpose of the trip. To date, SPAN has not approached this cap on taxi requests. SPAN has not developed guidelines to administer this cap if service levels would demand such. Presently, requests are taken on a first-come, first-served basis. f During regular business hours, SPAN provides HandiHop and elderly transportation using primarily the same vehicles. By combining rides for these two groups of the population, resources are utilized more effectively. Routing has also been used to increase the efficiency of the HandiHop program. The total funding from all sources for this program is $95,303, providing 11,305 rides last year during regular hours and 3,364 taxi rides. The City of Denton allocates $46,000 for this program. This allocation represents a $10,000 increase over FY 91 funding. k C. PUBLIC TRANSIT , SPAN began providing fixed route public transportation in Denton in November 1989. The original route ran every thirty minutes between the two universities and the downtown area. In February 19900 two new routes replaced the original route. These .routes, the Blue and Red, had an hourly schedule. In April 1991, the trolley routes were expanded to four routes. The Red and Blue routes were revised and the 30-minute Downtown route was reinstated. A fourth route, the Brown route, was also implemented, transporting citizens to the Golden Triangle Mall area. Ridership on the public system has grown from 500 per month in 1989 to a high 3 f E I fi w I t. City Council Report SPAN Update/Section 9 Transition November 19, 1991 of 6,900 in August of 1991- One 28-passenger trolley and one 25-passenger bus, both handicapped accessible, are scheduled to arrive down its mapnenanreicosts that these new vehicles will help hold since the original trolleys were purchased used. This will also allow the Roadrunner vehicles t th place oft the lized as they were I not designed to permanently take The total funding from all sources for this program is $248,3431 providing 66,995 rides last year. The public system is primarily funded through state and federal transportation programs. FareThe and advertising revenues also contribute to this pants. These city's contributions have been primarily in-kind paym include making and installing trolley signs and staff assistance s from several departments. s Specialized and public transportation in Denton has grown significantly due to SPAN's efforts. Denton is indeed ahead of 1 other Texas cities of similar size in this area. Itfis heronly ' small city in the metroplex offering public either transportation. All other public transit is served by Dallas Area Rapid Transit or the Fort Worth .T". rDART s ries the arland, following metroplex cities, Dallas, C Addison n, University Park, Plano, Klchardson, Farmer's Branch, Highland Park, Buckingham, Cockrell Hill, Glen Heights, and Rowlet•c. Fort Worth's "T" system serves only the City of Fort Worth. Several othercities roide transportation for abilities. Arlington provides elderly/handicapped persona with dis transportation with HandiTran. Mesgedttra srand it Pr Ai consort umaof also provide elderly and handicapp cities in northeast Tarrant County have speciaolized transpor ation for elderly and handicapped through a YMCA p and Howe receive handicapped citizens in Sherman, Denison, transportation. All these programs receive Section 9 funds and provide demand-response transportation. III. SPAN TRANSPORTATION FUNDING SOURCES SPAN is a private, non-profit organization which source iof smonediis from many different sources. SPAN's federal Urban Mass Transportation funding which accounts for $236,899 of the total $590,588 transportation budget. The State After UMTA and State funding, contributed an additional $82,293. f the City of Denton is the largest single contributor to transportation with $56,000. Other federal sources total $57,862. 4 i - r I~ City council Report SPAN Update/Section 9 Transition November 19, 1991 Local governments, including Lewisville, Sanger, and Denton County, contribute a total of $40,580. The United Way Agencies of Denton County and Lewisville contribute a total of $22,025. Fares and donations add $75,400. Trolley rentals, advertising, and other miscellaneous revenue account for the remaining $19,529 of revenue. SPAN estimates that approximately 848 of the transportation it - provides is within the city limits of Denton. IV. UMTA FUNDING ¢ In 1987, SPAN was recognized as the rural transportation provider in Denton County by the Texas Department of Highways and Public Transportation. In April of that year, SPAN began receiving funds from the Urban Mass Transportation Administration through the Department of Highways. This funding was provided by Section 18 of the Urban Mass Transportation Act of 1964, as amended. Commonly referred to as Section 18, the law provides for governmental entities and non-profit agencies in non-urbanized areas und3r 50,000 population to receive funding for rural transportation. According to the 1980 census, Denton's population was 48,063. I However, with the 1990 census figures, Denton is an urbanized area j with a population of 66,270. This will allow funds to be obtained for the same programs from UMTA through a different section of the same act. Cities in urbanized areas with populations between 50,000 and 200,000 receive urban transportation funding through I'h {j Section 9. In the fiscal year 1993, funding for transportation provided within the City of Denton will be obtained through Section 9 Section 9 will fund all of the same transit programs that SPAN currently operates. Both Section 18 and Section 9 provide federal matches for transportation costs. Both have 80/20 matches for capital expenditures and 50/50 matches for operating expenses. However, there are some significant differences between the two programs. Section 18 allows the 50% local match for operating expenses to include in-kind contributions and Section 9 requires cash matches only. Section 18 also allows administrative costs to be matched 80/20 whereas Section 9 requires a 50/50 match. This provision in Section 9 is very significant since additional local match must be provided for administrative expenses. On the other hand, Section 9 provides planning funds at an 80/20 match and there is no provision for planning funds in Section 18. Another important distinction is that only public bodies may be Section 9 recipients, whereas Section 18 owed non-profit agencies to request funds and apply through the State. no longer request UMTA funds directly. instead, a public agency 5 If i City Council Report SPAN Update/Section 9 Transition November 19, 1991 must make the request and must be designated to receive these funds (i.e. the City of Denton or State Department of Transportation). The public agency may then pass the Section 9 funds to the transportation provider. This change with Section 9 is significant in that the City and SPAN will have an even stronger partnership to secure federal funding and provide transportation. Although the City and SPAN have worked well together, the City has had limited involvement in SPAN's Section 18 UMTA grant application and planning process. SPAN has shouldered the grant process and worked directly with the Department of Transportation who was the designated recipient and grantee of the Section 18 funds. Under Section 9, the local body is involved with planning through a five i year transportation improvement plan with an annual element as part of the grant requirement. The net result of the switch to Section 9 can essentially be summed up in three ways. First, traditionally there have been more federal dollars available for cities under Section 9. However, more federal dollars equates to more local match dollars. i Secondly, the most significant change in federal match ratios is the increased local match to 50/50 for administrative costs. SPAN's administrative costs are approximately 188 of its transportation budget. Finally, there are possibilities for additional funding for additional transportation ,programs. For example, planning monies are not available under Section 18 nor are federal funds for high occupancy vehicle lanes. Z Given a preliminary analysis of the local match required under Section 9 for operating and administrative casts, it appears that SPAN will be able to request the same amount of UMTA funds as in i, the current year without requiring additional funds from the City. it This assumes that other eligible local match revenues (i.e. State funds, trolley fares, advertising/rentals, elderly donations, Medicaid, and Title II S) remain at the current level. t V. STEPS TO RECEIVE SECTION 9 UMTA FUNDS Members of the City of Denton staff met with Blas Uribe, UMTA Director of Grants, and Michael Morria, NCTCOG Director of Transportation regarding Denton's transition to Section 9 federal transportation funds. Information has also been shared between the City and SPAN as more has been learned about this transition. In order to receive Section 9 UMTA funds, there are several decisions to be made by the City of Denton. A recipient must be designated for UMTA funds and a Metropolitan Planning Organization (MPO) must also be designated. 6 e :I ~ < La I ik City council Report SPAN Update/Section 9 Transition November 19, 1991 A. METROPOLITAN PLANNING ORGANIZATION Denton must request the Governor's office to designate a Metropolitan Planning Organization. The request should be in written form and accompanied by a resolution or document noting the approval of the local government. r The North Central Texas Council of Governments has acted as the City's MPO in roadway transportation and has assisted the City in many other non-transportation issues. The City now has the option i to be its own MPO. However, the COG has an established and proven record of professional assistance and has always served Denton well. It would be to the City's benefit for the COG to serve as the City's MPO. The COG has much transportation expertise as well ~t as vast experience in assisting in federal grant applications and will assist in this process.. t As Denton's MPO, the NCTCOG would provide planning services and technical expertise to the C4.ty. The City, SPAN, and the COG %!Ould work together to produce the Transportation Improvement Plan, an integral part of the Section 9 application. The TIP outlines transportation plans for five years out. This is updated and submitted annually with the Section 9 application. Planning studies would also be performed by the NCTCOG and the City and SPAN would receive the benefit of NCTCOG's transportation expertise. .Y B. URBANIZED BOUNDARY An urbanized area is defined as an area with over 11000 persons per square mile and the boundaries of each area are determined by the U.S. Census Bureau. Currently, the City has not learned officially whether Denton will be included within the Dallas/Fort Worth urban ? boundaries or if it will be a separate urbanized area. This will not affect the ability to obtain Secticn 9 funds but may affect with whom Denton competes for funds. For example, if Denton is included in the Dallas/Fort Worth urban boundaries then the City would compete with other cities within the metropl.ex requesting Section 9 funds. The Census Bureau may determine tn;+ Denton is its own urban area and draw the boundaries according.;. If Denton E is its own urbanized area then Denton will compete with other urbanized areas with population of 50,000°200,000 in Texas. A legal opinion has been requested of the U.S. Census Bureau by the j COG to make this determination. ? C. DESIGNATED RECIPIENT/GRANTEE s { 7 . t City council Report SPAN Update/Section 9 Transition November 19, 1991 The Governor's office is the Designated Recipient of funds for cities with populations between 50,000 and 200,000, but the responsibilities have been delegated to the Department of Transportation in Texas (TxDOT), This responsibility has in turn been delegated to cities upon their request and the State's approval. Some cities currently receive iMTA funds by designation ` as the recipient and grantee. i The City of Denton has three choices in how to receive and administer UMTA Section 9 funds. The TxDOT may be the designated recipient and the grantee it the City requests this. Under this scenario, the State would submit the Section 9 application to UMTA, f receive the funds, and subcontract directly with SPAN as the transportation provider. The State has been both the designated F recipient and the grantee for all Section 18 cities. This option t would essentially not change the way that SPAN currently requests UMTA funding. It would require minimal City involvement. City input would be focused on the transportation improvement plan element. A second option would be for the TxDOT to be the designated recipient and the City to be the grantee. In this scenario the send would h receive the would City applicatsubmit ion to h UMTAapplication and the City TxDOT. the funds through the State. The funds would then be qivon to SPAN as the } f transportation provider. This would give tho city more input in F the application process although the State would have ultim&te control over the final product submitted to VITA. The final choice would be for the City to be the designated recipient and grantee. In this scenario, the application would be submitted by the City directly to UMTA. The funds would also be received directly by the City. Traditionally, this is how most cities in Texas have arranged for section 9 UMTA transportation dollars to be administered. This option gives more local control + over the funding requested. It also may provide SPAN with the funds it needs quicker since the State indicated it takes f approximately 20 days for it to process the UMTA funds. This I option would also provide more local input and more staff time dedicated to reviewing the application and contract. 1 VI. RECOMMENDATIONS i First, staff recommends that the City work with NCTCOG to request the State that the NCTCOO be designated as Denton's MPO. Secondly, staff will continue to pursue information regarding the boundaries of the Denton urbanized area from the U.S. Bureau of the Census. 8 j,. ~1 n f i City Council Report SPAN Update/Section 9 Transition November 19, 1991. That information will be relayed to the city council and SPAN as soon as that determination is made. A decision must also be made regarding the designation of a recipient and a grantee of Section 9 funds. Since Denton is an urbanized area, the local body must request the State that these designations be made. The City may request that the TxDOT be designated as both the recipient and grantee. This would require the least City involvement in the Section 9 application process. The City would work with SPAN and the NCTCOG on the five year Transportation Improvement Plan. Currently, no city receiving Section 9 funds has chosen this option. The second option the City has is to request that the TxDOT be the I designated recipient and the City be designated as the grantee. This scenario would give the City more involvement in the application process by working with SPAN on the grant application prior to submission to TxDOT. The City would still have some reliance on the TxDOT to review and approve the application prior to submission to UMTA. UMTA would send funds through the State to the City, The third option would be to request that the City be designated as the recipient and grantee of Section 9 funds. This would give the City the great.ist amount of involvement in the planning and application process. The City would rpply directly to UMTA and i receive funds directly from UMTA on behalf of SPAN. This would { require the City's auditor to perform an audit and the City to administer the contract. The City currently administers a contract with SPAN for City funds. This option would most likely get t funds to SPAN quicker, than if the City received the funds through the State. Staff recommends that option three be chosen and requests to be the designated the recipient and the grantee of Section 9 funds. This option provides for a direct rel6tionship with UMTA and eliminates the State level. No other city has opted for the State to be the grantee and recipient of Section 9 funds in Texas. There would be increased staff time devoted to administering the program but the tasks can be accomplished with existing personnel. This option would also formalize the City's involvement in SPAM's transportation operations. The resulting contractual partnership would guarantee the provision of transportation services in accordance with Section 9 rules and regulations. j The grantee designation may also afford the City additional opportunities for transportation programs. For example, the City might want to apply for federal funds for high occupancy vehicle 9 I 1 r; I 1 1 I ' City council Report SPAN Update/Section 9 Transition November 19, 1991 lane construction, bicycle transfer facilities, and other new programs that may become effective given pending legislaCin to The designation of recipient and grantee will allow the ty ; apply directly to UMTA for those programs that fit into our f transportation plans. Any further direction that the City Council has regarding the transition to Section 9 UMTA funds would be welcomed. RESPECTF LLY SUBMITTED, I Lloyd V. Harrell City Manager I Prepared by: Catherine S. Tuck Administrative Assistant a Approved by: e s Nava, Jr. Assi ant to the Ci anager i t 10 t f 4.-o se w. ~'8~ i s ~ November 20, 1991 1 j CITY COUNCIL WORKSHOP E TO: MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: R.E. Nelson, Executive Director of Utilities SUBJECT: DENTON/UPPER TRINITY REGIONAL WATER DISTRICT CONTRACTS RECOMMENDATION ' a Review alternative Denton/UTRWD contracts and provide additional input. SUNIARY/BACKGROUND: Staff is developing three Denton/UTRWD contracts. They ares 1. Interim Sale of Wholesale Raw Water. =z II. Water Treatment and Transmission Service Contracts. III. Joint Ownership, Development and operation and Maintenance Agreement. After the last briefing to the council, it was requested that the staff proceed in finalizing a draft of a Wholesale Water Treatment and Transmission Service Agreement with UTRWD. In conjunction with that, it is also necessary to provide an Interim Sale of Wholesale Raw water. 4 , The utility and legal staff and the cities' Austin attorneys have previously drafted of a joint ownership 4 contract. This draft of the agreement was directed more favorably toward Denton. It does not include provisions for elaborate oversight or UTRWD's participation in future expansions. A review of this document is also included herein. pv w i I Page 2 City council Workshop UTRWD is working to develop alternate sources of raw water supply. Until other arrangements are made, Denton could provide the supply. Even then, Denton could benefit by selling raw water out of Denton's available supply. Since Denton is desirous to sell raw water only as long as it's available, a separate raw water agreement was developed. I. RAW WATER CONTRACT The Raw Water Contract provides available raw water from two sources: 1). 500,000 gallons per day to 2005 with 2-5 year options at Denton's discretion. 2). surplus water from Denton's water rights. The 500,000 gallons per day is that amount of water Denton is now purchasing from Dallas and selling to Corinth and LCMUA. This water would be priced at exactly the same price Denton pays Dallas. The surplus water would be a year to year arrangement and { would be from surplus water Denton may have in it's water I rights in Ray Roberts and Lewisville Lakes. There is no ; f transfer or implied transfer of water rights to the UTRWD. The price of this water would be at 80% of the price of Dallas water. { II. WATER TREATMENT & TRANSMISSION CONTRACT The Water Treatment and Transmission Services Contract would provide the UTRWD with water treatment services from Denton's combined existing and proposed plants. The UTRWD would be requ'.rcd to advise Denton of the treatment capacity they desire for the time frame of 1995 to 2005 and Denton would make that amount available either out of I Denton's existing system or on it's existing plus new plant, planned for completion in 1995. The UTRWD would pay I fixed costs for their requested amount in proportion to the total capacity of Denton's combined system, estimated to be 30MGD plus l0MGD or 40 MOD. UTRWD would pay a variable cost of pumping, chemicals, ctc., which would equal enton's variable costs. There is no guarantee to sell any D additional water treatment capacity, leaving those future negotiations to later determination depending upon how well the relationship developed under this agreement between Denton and UTRWD. i rar L•:8:, eLR I I F ,s Page 3 City Council Workshop The fixed costs for the plant would include on the following: Depreciation 3$ Return on Investment - Imbedded initial rate k plus 1.5% ! - ' ` Payment in lieu of taxes 68% (approx) Street rental fee - 0 of Gross sales contract plus fixed operation maintenance costs. The transmission portion of the agreement prov!,des transportation of UTRWD's water through Denton's system to designated delivery points. All pipelines 12" and larger would be considered transmission lines for purposes of calculating the capital costs for this service . Forty percent of Denton's water field services costs would be considered transmission related and the UTRWD would pay their proportional share of those costs (estimated to be approx. 16% based upon the rates of the UTRWD's requested demand as compared to Denton plus the UTRWD's requested demand). I I III. JOINT OWNERSHIP AGREEMENT i i l If it were considered appropriate to enter into a joint ownership agreement with the UTRWD, the draft contract would establish that the UTRWD could buy up to 49% or i 4.9MGD of the Ray Roberts plant, Denton would commit to have the Ray Roberts Plant on line in sufficient time to provide Denton's and UTRWD's demands, possibly in 1995. UTRWD would pay 49% of the capital costs of the plant. Denton would have sole determination of the design, construction and operation of the plant. There would not be a controlling oversight operating committee as had been proposed in the earlier version of the joint ownership agreement. operating costs would be shared on ont an ractual 4 per ownership basisrofiwater treated costs are variable in nature. 4 1) 1 1 i Page 4 { City Council Workshop The UTRWD has expressed a desire for 6-8 mgd of treatment capacity. The agreement includes provisions for Denton to make available 1.9 mgd to UTRWD on a take or pay basis for fixed costs and on an as used basis for variable cost. It should be noted that with present growth projections, for its own needs, Denton may not need to construct the Ray Roberts Water Plant until 1998, even if Denton continues to service Corinth and LCMUA. The financial effect on Denton of the three possible alternatives are listed in Exhibit IV. ie,, E a} Wholesale Contract b} Joint ownership plus Wholesale Contract c? No Agreements f Respectfull.,; submitted, 1 R.E. Nelson, Executive Director Department of Utilities EXHIBITS I Key Elements of Wholesale Raw Water Contract i II Key Elements of Wholesale Water Treatment and Transmission Services Contract III Key Elements of Joint Development Agreement for Water Treatment and Transmission Services IV Preliminary Financial Analysis Graph V UTRWD Tri-Regional Boundary Map VI Comparison Table of Contract Option i i E INTERIM SALE OF , WHOLESALE RAIN WATER KEY ELEMENTS OF CONTRACT - WATER RIGHTS not transferred - WATER SALES from surplus only until year 2005; two 5-year extensions possible - DECLINING AVAILABILITY of surplus water k - DALLAS RATE for first .5 mgd - 80% DALLAS RATE after first .5 mgd - EFFECTIVE after transfer of Corinth, Hickory Creek, and LCMUA EXHIBIT 1 .+A Ri:'fl i WHOLESALE WATER TREATMENT AND TRANSMISSION SERVICES f r 4 KEY ELEMENTS OF CONTRACT E - EXISTING WTP fully utilized I - WTP CONSTRUCTED in accordance with realized needs - DISTRICT UPDATES WT needs annually until new plant is constructed - DISTRICT RENTS a fixed amount of capacity from overall system when new plant is constructed a j - DISTRICT DOES NOT have contractual privilege to increase fixed WT services after new plant is constructed or when DENTON expands its capacity - TRANSPORTATION SERVICES based on "Wheeling Charge" for lines 12-inch diameter and larger EXHIBIT 11 1a r iN:M1h'd (S JOINT DEVELOPMENT AGREEMENT FOR WATER TREATMENT AND TRANSMISSION SERVICES . I KEY ELEMENTS OF CONTRACT . EXISTING WTP fully utilized - WTP CONSTRUCTED in accordance with realized needs - DISTRICT UPDATES WT needs annually until plant Is constructed - DISTRICT RENTS a fixed amount of capacity (1 i9 mgd) from new plant for future development 1 - DISTRICT DOES NOT have contractual privilege to participate In WTP expansions - TRANSPORTATION SERVICES based on "Wheeling Charge" for lines 12-Inch diameter and larger INTERIM SALE of wholesale raw water includes, * 5 mgd take or pay at Dallas rate * Balance at 80% Dallas rate - PROVIDES FOR TRANSFER of Corinth, Hickory Creek, and LCMUA EXHIBIT III t T e DENTON FUTURE WATER COSTS WHOLESALE VERSUS CO-OWNERSHIP 6.5 - 6 PRELIMINARY - 5.5 - f = J O M4 r% 4.5 l 4 rte= _~'-i i r 3.5 _ 1992 1993 1994 1985 1996 1997 1958 1989 2000 i STATUS QUO WHOLESALE CO-OWNERSHIP 1 . enk?. ~t=js a•`vi4-a'~:iV: e ~i~}~.(si+W tY~{' 'i ,u s.e ..v 1 i I C 0 0 K E. C O U N T Y GRAY SON COUNTY r 6 L' [DPILOT T ® R - Nf~~UKE AAT ,rid'' + _ 6 rL i wneN wATtk"~~yC . J L_v ~ ~ 1 UFP LY CO PP7` > laytr',,r 1~ SANOEP Ffi ~,l{1'% `t t00 (`S NONik BOLIVAR WAY[1 nI010k 1 . e WA7[n SUP PL~tOP.~ 53.0IM 10.0. ~ UPPLY PPL7 COP P•~ 2 ..r 1~ J ~AVBREY L 1~ > r, w go SUPPLY tORV NORTH REGIONAL Ago Pooh h J -Y7 r 'r•. RUGEIIVILLE f V 1 XRUW 000 CROSS y J (,`I,rl 14 914 --•J,L~"i''" t ROA05 PIANCOLN"~f q F`\~J 1., rJ, DENTON Lr i I y7! ` . i i.% ' ~~A [oev~Y~J FUTURE EAST TEXAS i~ ~~ry/~ ( e0.6 Ma.0. 6HAD SHOR \J I/f'~',~^~ SUPPLY } ,.{TT,%i a g.cyr ~~%~-f}J Il{1,N~y 1 COFiIN111 VILLEAO~I~Y LITTiEfELM N W TO M.T, M.W.O. HLAF J- b"~f fl YAK tD10 % DALLAS _ !!.0 Y.e.D. ❑AROYLE '~~\CypfE>~, EAST REGIONAL 1 G 1, ~i fp ~~--''11 v 1160 ❑toM z CORRAL An YOUR Vls0 wa0 CITY L YL$-O~ c~r- r.v N r, „roLU ~~1 ~~r r I.~✓ O 11 ` BARTCMVILLE ppUSLE VILLAGE t OAA ,A ourk uawkAl`. I? I r SOUTH REGION AL J % ~11 L/ " V + ,vP.[ao,ePOUO,v. ~ L_ 4 I p.o I 6o FORT WOSIH v J W, lR M_ LEw VILLF + \hFZffo- n.oN'o,o AP 0IYY 1 Ir fS ~f C~ um D DALLAS ELM PORK PLANT UFINlE! T A R A A N T COUNTY DAL L.A! COUNTY 1 CITY OF DENTON if 7 M-REGMAL BOUNDARY WATERlWA9TEWATER EMMEERNC. ~ NpV~MBER 1991 r}f-✓,-........:.. _ .;,.,.r-ans. l.w..,. h..K!."s.~i 'y/.ir ts..r ..sf.r., u.vws-. . s. s C4rYii:!•i2 ~t 1 CONTRACT BETWEEN CITY OF DENTON AND UPPER TRINITY REGIONAL WATER DISTRICT FOR INTERIM SALE OF WHOLESALE RAW WATER OUTLINE NOVEMBER 11, 1991 Preamble Recitals A. Denton presently has raw water available to it temporarily surplus to its current needs and District desires to purchase raw water on an i interim basis. 1. Definitions II. Conditions for Wholesale Water Sales A. Denton agrees to sell and deliver raw water to District on an interim basis. The first 500,000 gallons per day (gpd) of water sold shall be water l for which Denton is under contract with the City of Dallas to purchase. District agrees to purchase at least 500,000 gpd through Water Year ending may 31, 2005. An optional 5 year extension may kn requested. Delivery of water is subject to and limited by the available water supply of raw water to Denton and the ability of Denton to deliver water. Should District needs exceed 500,000 gpd, De,.iton may sell water which is I temporarily surplus to Denton's needs II. Volume and Demand Determined for Each Water Year + The sale of water shall be based upon the volume and demand established for each Water Year. District shall take or pay for 500,000 gpd on an annual basis starting on the effective date of this agreement and go through Water Year ending May 31, 2005. Exhibit is a forecast of District's raw water needs for the next ten years. This exhiW,t shall be updated at the beginning - of each year. Denton shall supplement the exhibit by including the amount of raw water surplus to its needs over the next 5 years. If for the next Water Year Exhibit indicated a surplus for Denton and Districts raw water needs exceed (1) j F ' #A-GJi: h`~1 the amount being provided District may request to purchase additional water from the Denton waterntotbetsold request indicating (if any), and the term for which such water will be available. District will be obligated to take or pay for all water made available. The water sold is sold on an interim basis only and does not guarantee that the same amount of water wiDentontisuunderbnoaobligation toasell subsequent year, surplus water to District. IV, Water Ratesl Charges and Payments A. The water rates paid by District to Denton shall be established by ordinance of the City of Denton and as amended. The price for the first 500,00by gpd purchased shall be the price actually paid Denton to Dallas. Because the price charged to District is dependent upon the price charged to Denton, Denton shall give District notice of revised rates as soon as notice is received from Dallas. p, Denton shall send monthly bills by the tenth (10th) day of each month. The2 it is will the delinquent if not paid by t month. Delinquent bills will be charged 5% of the monthly bill or $500 whichever is less. For all delinquent monthly bills unpaid after the last day of the month interest will be charged in addition to the aforementioned charge. II V. Delivery Location, metering and conditions - ~y o A. Denton will deliver the water at delivery point(s) as shown in Exhibit C and at any other points as may be mutually agreed upon by both The cost of acquiring designing, and monitoring constructing all water delivery equipment or facilities necessary to fulfill this agreement shall be borne by District. All plans shall conform to Denton'srequirements and be submitted to Denton I~ i B. All water furnished shall be measured by meters installed at the point(s) of delivery. Denton shall maintain the meters at their expense and test them annually. If aa meter is found to be djustments shall be maden error by more than 2~, accordingly. (2) i cR (F:YT;p} I Itt #1[~y'1 I t i 1 VI. Transfer of Customers Denton and District agree that Corinth, Hickory Creek and LCMUA are to become District's customers. There will be an orderly transfer of wholesale water service with the District developing the ability to render such service. This Agreement shall not take effect are transferred to District. VII. Resale f District nor any of its customers will sell or offer andtNecessityin Denton's I j for CCertifisalce,ateanyofwaterConvto any VIII.Water System Standards and supply j Denton reserves the right to discontinue, temporarily, after notice to District, the supply of water whenever i it is necessary to do so to insure proper operation of 1 the Denton water system or for non-compliance with any provision of this Agreement. i IX, Water Rights Agreement does not transfer any water rights or This any entity, rights to water from Denton to an Y, ~ X. Termination and Default Should District fail, refuse, or neglect to pay any Gill within sixty days (60) of the due date, or fail to comply with or perform on the Agreement, and if after such failure Denton shall deliver to District a written notice of its intent to terminate the water supply, I Denton shall have the right to terminate the water # service after ten days (10) unless District shall make good such failure, refusal or neglect. XI, Force Majeure if because of causes beyond the control of either party, either party is not able to perform its obligations, then obligations shall be suspended during such period. (3) I E XII. Liability and Claims Denton agrees to hold harmless and defy J. District from any claim that arises from any act, omi ion or negligence of Denton. District agrees t hold harmless and defend Denton from any claim that ar.;aes from any act, omission or negligence. XIII.Applicr.ble Laws and Regulations This agreement is made and shall be subjec to the laws of the U.S. and the State of Texas and all pplicable regulations or rules of any regulatory auth rity having jurisdiction of the subject matter of this 1 ireement. Denton County Texas is the place of performa;:ce of this i Agreement. XIV. No Verbal Agreement i-, XV. Benefiting Parties XVI, Prior Agreements or service XVII. Term This agreement shall becoma effective for this Water Year or portion thereof after transfer of customers from Denton to District. District's obligation to take, or pay for 500,000 gpd shall extend until May 31, 2005, II unless extended. r -I XVIII. Notices i XIX. Government Immunity not waived i XX. Amendments '(XI. Authority i { I i I f 5LA0040.RFT I 1 (4) i 14 3,:Si IY„r~ Dr. 11/15/91 DRAFT (B) THE STATE OF TEXAS S CONTRACT aETWEEN CITY OF DENTON S AM UPPER TRINITY REGIONAL WATER COUNTY OF DENTON S DISTRICT FOR TNTERTAf SALE OF WHOLESALE RAW ASTER ms AaRRRMRDTfi made this day of , 1991 by and between the City of Denton, a Munioipal Corporation I organized and r the laws of the State of Terri ("DMMN"), and the Upper Trinity Regiona.l water District, a conservation and reclamation district created pursuant to Article M, section 59 of the Constitution of the State of Texas ("DISTRICT"); WHEREAS, the Parties hereto acknowledge that DENTON has { certain water rights in Lake Lewisville and Lake Ray Roberts, which 1 rights have been granted by the State of Texas to DENTON; and WHFMEAS, the Parties hereto additionally acknowledge that i DSNTON has an existing untreated water purchase contract with the City of Dallas whereby DENTON must take or pay for 500,000 gallons per day of water from Lakes Lewisville and Ray Roberts; and W.HERM, because of such water rights and contractual rights hole, by DENTON, DENTON presently has raw water available to it twiporarily surplus to its current needs; and WFMREAS, DISTRICT has entered into contras" wiLh its k 1 participating Members to supply them with treated water; and WHBRHAS, DISTRICT desires to purchase raw water from DENTON on an interim basis to enable DISTPtCT to meet the needs of its Partioipating Members; and i i No►abue 1~, 1951 1 Hf~Se.lf\OmC~eel2ri S vA, li"O:,K e4.'r p 19 kw, i 1 WHEREAS' the parties hereto acknowledge that the Towns of Corinth ("Corinth") and HLtrkory Creek ("Eickory Creek"), and the Lake Cities Municipal Utility Authority ("LCMUA") are existing wholesale customers of treated water from DINTON'S Wage:} System, 1 but have contracted to be Participating Members of the MSTRICT'S Regional Water Supply System; and WHEREAS, in order for the DISTRICT to be able to serve I Corinth, Rickory Creek, LCM r and othac customers, it is necessary for DISTRICT to purchase raw water on an interim wholesale basis Ii from DENTON; and i WHERPAS, DENTON'S niads for raw water to serve its own i customers will i.ncreaAa during the term of thus Agreement, making it necessary fe,r DISTRICT'S purchases hereunder to correspondingly decreasal and WMERUS, DISTRICT desires to purchase said raw water in accordance wit.b. the terms and provisions set out herein; NOW, TaMMORE, in coilaidoration of the mutual covenants and j agreements herein contaited, the Parttes agree as followst {4 1.0 Detroit{ 1.1 "Demand" as used herein, means the maximum daily rate of i flow of water, in gallons, that would, it maintained consistently through a period of twenty-four (24) hours, provide the waxl um quantity of water rega.irad by DISTRICT in any one day of a Water Year. 1.2 "Volume" as used heroin, meaue the quantity of water, in gallons, that DISTRICT requests DENTON to supply in a Water Year. Noer 15, 1001 ri,\setElarc\rmu~a 2 I ~l 1.3 "Water Year" as used herein, shall mean the period of time from June 1 to May 31 of the succeeding year, for which the annual water requirements of DISTRICT shall be determined and established. { 1.4 "Take or pay" as used herein, shall mean an obligation to pay for the amount of water specified in the Agreement without 1 I regard to the amount of water actually taken under this Agreement. 2.0 Conditions for wholesale Water gales 2.1 DENTON agrees to sell and deliver wholes Aa raw water to DISTRICT and DISTRICT agrees to purchase wholesale raw water from DENTON on an interim basis subject to the terms and conditions stated herein. 2.2 The first 5001000 gallons per day ("gpd") of water to be ( sold by DEMON to DISTRICT under this Agreement shall be water for which DENTON is under contract with the City of Dallas to purchase from the City of Dallas. DISTRICT agrees to purchase the full amount of this 500,000 gpd water !through the Water Year ending' May 31, 2005 (the "In9.tial Term"). At the option of DENTON, upon request by DISTRICT, this agreement to purchase the frill amount of the 500,000 gpd may be ran.ewed for two additional terms of five (5) years each. it DXSnkICT wishes to request a five-year extension, it shall notify DENTON in writing of such request, such notificatioL to be given five (S) years prior to the expiration of the Initial Term. DENTON shall respond to DISTRICT within one hundred twenty (120) days of receipt of DISTRICT'S request, notifyiag niSTRICT whether the extension is acceptable to DENTON. NevRmbsr 1.5, 1991 3 a:~ss.sftouclzra i Notices for subsequent renewals shall be given in writing four (4) years prior to the expiration of the existing extension. 2.3 Delivery of water under this Agreement is expressly subject to and limited by the available supply of raw water to I DENTON, and the ability of DENTON to deliver water. The determination of availability and dol1varability rests with DENTON. DENTON shall exercise due diligance to assure that the supply and deliverability of water is maintained. Should DENTON need to curtail the supply of water to its other customers, because of drought, system or delivery failure or malfunction, contamination, acts of God, civil disturbances, wax or other pause beyond its I cantrol, DENTON may curtail the supply of wator to DISTRICT without f ~ j being in default of this Agreement. 2.4 Because DISTRICT'S needs for water will exceed 500,000 gpd, DENTON may sell DISTRICT any water which DENTON has from its Lake Lewisville and Lake Ray Roberts water rights which is j temporarily surplus to DENTON'S needs existing at the time DISTRICT requests additional water, in acoordanoo with the E j provisions of Section 3 below. 3. 0 Volume and Damand noterm MX for Each f2A=. Ye=. 3.1 DENTON and DISTRICT agree Chat the sale of water to DISTRICT by DENTON shall be based upon the volume and demand established for each Water Year as not forth herein. 3.2 DISTRICT shall be obligated to take or pay for 500,000 Wd on an annual, basis starting on the effective date of this Agreement and extemii ng through the Water Year ending May 31, 2005. M~wb.x M, L491 4 H~\Sr.lf\CtlC\;ecL278 1 No noticn by DISTRICT is required in order for this water to be avai.?able to DISTRICT hereunder. 3.3 DISTRICT anticipates that upon completion of its regional water supply system it will need yore raw water than 500,000 gpd. E:xh tbit "A" attached hereto is a foxeca st of DISTRICT'S expected raw water needs for the next tan (10) years. DISTRICT shall update ' this ezhibit every year duxi.ng the Wtietl term, or any extended term, of this agreement, such update to be made ninety (90) days f prior to the beginning of each Water Year, Upon receipt of I DISTRICT'S updated RYfifh.it "8", DENTON shell notify District in writing of the amount of raw water available to DE=N that it expects to be temporarily surplus to its needs over the ensuing five (5) year period. if, for the upcoming Water Year, DISTRICT'S raw water needs exceed the amount of raw water being provided by DE;NTON hereunder, and if DENTON has determined it has raw water i available to DENTON which is surplus to its needs for the same Water Year, DISTRICT may make a written request to. purohas© additional water from DENTON. 3.4 if DISTRICT determines that it desires to purchase i additional water from DENTON under the circumstances described in Section 3.3 above, it shall give notice to DENTON ninety (90) days prior to the initial day of the Water Year for which additional water is requested. Such notice shall indicate the amount of water that DISTRICT desires to puxohass from DENTON and the requested commencement date for delivery of such water. DENTON shall respond promptly in writing to DISTRICT'S request, i_udicati.ng whether Mvftb4z 13, 199L Bi\6C.a~.t\C~C\~aeS279 ~ 1 K4 attar i DENTON agrees to sell additional water, the amount of water DENTON is willing to sell, the tarn for whiclt ouch water will be available, and whether such water will be available by the requested Water Year. When such water is made ava fable to DISTRICT, DISTRICT shall be obligated to take or pay for all such water made availabLe, whether or not such water is aotuinlly used by DISTRICT. 3.5 DISTRICT and DENTON agree that the raw water sold to DISTRICT under this Agreement is sold on an interim basis only. The purchase of a certain amount of water by DISTRICT in any one year does not guarantee flat that same amount of water will continue to be available to DISTRICT for any subsequent year. j Based upon Exhibit "A", as it may be amended from year to ;fear, i DISTRICT may request from DEMON only that amount of water that DENTON hie identified as temporarily surplus to its needs for an 9f~ Y particular year. DENTON is under no obligation to make such water available to DISTRICT upon DISTRICT'S request. It In the intention of the partisa hereto rhat.DISTRICT will seek permaaant sources of raw water other than DENTON, and this ,greement is for the purpose of providing a raw water source only uati1 such other sources can be obtained. DISTRICT warrants that it will pursue acquiring otber sources with due ~'...Lligence, and will report to DENTON on the status of its efforts by June 1 of each year. November 1ISd1i09u71 6 E ; a I , k i 4.0 Flbter Mates,T0.har ea and paper n a . 4.1 The cost of water sold to DISTRICT under this Agreement will be based on DENTON'S cost of providing such water. 4.2 The water rates to be paid by DISTRICT to DENTON in performance of this Agreement shall be in an amount as established by ordinance of the City Council of DENTON, and as from t.i.ma to time amended. The price for the first 500r000 gpd. purchased by DISTRICT hereunder shall k she price actually paid by DENTON to the City of Dallas for such water. The initial schedule of rates and revised rates shall be attached hereto as Exhibit "8" and incorporated haraia by reference and each successive schedule shall also be attached as an exhibit to this Agreement and incorporated F haraiu by reference. Because the price for the first 500,000 gpd is dependent upon the prices charged to DEMON by the City of Dallas, DENTON shall give DISTRICT notice of its intent to revise existing rates for any Water Year as soon as notice is recol.vod from the City of Dallas that such rates will be revised: Revised, rates shall become effective when the revised rates of tha City of Dallas are effective. 4.3 Any additional rater sold to DISTRICT by bENTON beyond the first 500,000 gpd shall be sold at a price which is eighty peroont (808) of the price charged by the City of Dallas to its wholesale raw water customers at the time of delivery of such additional water to DISTRICT by DENTON. 4.4 DISTRICT agroets to take or pay, during any one Water Year, five hundred thousand (500,000) gpd on an annual basis, plus ae eAer L5, 1981 7 g~~sr~s lmnla~tzre i any additional water requested from and provided by D4=0N under the provisions of Section 3 above. DISTRICT shall not be obligated, in any current water Year, to pay for that water volume requested but not received, if such failure to receive such volume was due to DENTON'S inability to deliver such water. i 4.5 DENTON shall mail or deliver monthly bills for water I 1 charges incurred by DISTRICT under this Agreement by the tenth (10th) day of each month. Hills shall be due and payable upon receipt by DISTRICT and shall be conaiderad delinquent if not paid by the twenty-fifth (25th) day of the month, mailed or delivared. DENTON shall charge, and DISTRICT agrees to pay, an additional five percent (58) of the total monthly bill, or five hundred dollars i ($500.00), whi0hevc4r is lesa+, for all monthly bills not paid by the i twenty-fifth (25th) day of the month. 4.6 For all delinquent monthly water charges billed which remain linpafd after the last day of the month, DENTON shall ehargs, s 1 and DISTRICT agrees to pay, in addition to the amount provided for in Section 4.5, interest on such unpaid balance equal to than s auction average rate quoted on a bank discount basis for a 26-week treasury bill issued by the United States governueat, as publiehed by the Federal Reserve, for the week prior to the date such bill or bills are delinquent, or ten percent (108), whichever is less. 4.7 It is agreed that the parties, in providing for penalties or interest on delinquent amounts owed., as set forth in sections 4.5 and 4.6, intend to contract for a rate of interest that is not in excess of the rate allowed by law. Should, for any period. of Navmbar U 1991 8 1L \Sr. k\Otl~\aaa1211 i time to which Sections 4.5 and 4.6 apply, it be determined that such interest IS in excess of that allowed by law, the parties agree that such rate of interest shall not apply, but be reduced to the maximum rate allowed by law. 5.0 Del ive%r,oga on, Mgt ori,ng and Conditions 5.1 Denton agrees to deliver the water contracted for herein at delivery point(s) as shown in Exhibit "C", attached hereto and incorporated herein by reference, and at any other such points as may be mutually agreed upon by the Parties. The cost of acquiring, k. designing, installing tnd constructing all water delivery and monitoring equipment or facilities necessary to fulfill this Agreement, including, but not limited to, water lines to metering points, meters, meter vaults and associatfxi valves, shall be borne by DISTRICT. All plane for needed water oelivery or monitoring facilities shall conform to DENTON'S requirnqL;,nts and be submitted to DENTON for its written approval prior to i,botallation. l 5.2 A.J.1 water furnished shall be maasuzoA. 1~y motors installed I at the paint(s) of delivery. DENTON agrees to iakintain said motors - and to cause such repairs and adjustments as may, Pxom time-to i time be necessary, to be promptly made. Such ?-upairs shall be made j at no expanse to DISTRICT, unless it can be shown that the necessity for such rapair5 was brought about by an improper act or the neglect of DISTRICT. DENTON agrees to test the metox(s) annually. Upon the request of DISTRICT, DENTON shall test tle meter(s) more frequently than a~inual ly, but such additional test (a) shall be at DISTRICT'S expense, unless as srror in metering is NovvLer 1s, 1991 9 Sf~Sta£E\ONCS~ac1278 i i I: ko' I t. I I found to be in favor of DiSMTCT, If a meter is found to be in error by more or less than two percent (2#), adjustments shall be made accordingly. in the event a meter is discovered to be ma-ifunatior».ng, tha amount of water that has passed through the meter will be estimated for each day the meter was not functioaiag correctly by taking an average of the two preceding readings of I such meter(s), exclusive of readings during the time of any malfunction of the meter. 6.0 m ansfer of CUstcm6rs 6.1 DEN`= and DISTRICT agree that Corinth, Hickory Creek, and LCMUA are to become DISTRICT'S customers. DENTON and DISTRICT agree to an orderly transfer of the wholesale water service i responsibilities for Corinth, Uickory Creak, and.LCMUa from DENTON to DISTRICT in connection with the DISTRICT developing the ability G f to render such service under this Agreement. 6.2 DISTRICT agrees to undertake the acquisition of the written approval of Corinth, Hickory Creek, and LCXaA to this proposed transfer. This Agreement shall not take effect unless and until Corinth, Hickory Creek, and LCXUA provide a written request to DENTON that their respective water purchase contracts with. t DENTON be terminated and that they be transferred to DISTRICT as DISTRICT'S customers. The written requests to be provided pursuant { to this section are to be i % the form attached an Ayhi it "B". . This Agreement shall also not take effect it theca is j, at the time of the proposed effective date, any a3d.sting or threatened litigation or active digagraement between DISTRICT and ORMN ew.Mbox 15 1891 lq s~\st.ts~med~ure I 11 I~ concerning any provision in this or in any other agreement between the two parties, or any existing or threatened litigation or active disagreement between DENTON and any one of Corinth, Hickory Creek, or LCx1QA regarding any matter. 6.3 DISTRICT represents and warrants to DEMON that the services to be rendered by DISTRICT to its Customers as a result of this Agreement are essential and necessary to the operation of its customers. DISTRICT agrees to require in all of its contracts r r with its customers the language contained in Eschihit "C". i, 7.0 S@sla I 7.1 DISTRICT agrees that neither it, nor any of its customers served by DISTRICT with water acquired hereunder, will sell or offer for sale, any such water to any customer within the area included within DSNTON'S Certificate of Convenience and Necessity from the Texas Water Commission. This provision, however, shall not prevent any such DISTRICT customer from serving customers withjj% their own certificated services areas, as those areas exist on the date of this Agreement. 8.0 Wat-or. W17- 8.1 DENTON expressly reserves the right to discontinue temporar=ily, after notice to DISTRICT, the supply of water to to do so to insure proper DISTRICT whomever it is necessary operation of the DEMN water system, or for noncompliance with any provision of this Agreement. No claims for damages for such j II f d3ecazrtinuance shall be made by DISTRICT against DEMON. xA.~ u. teal ll Ss\6eaf!\pgCtfan127~ i l t...'irk E ~ a I 6.2 DENTON does not warrant or make any representations to ' DISTRICT that the raw water sold to DISTRICT hereunder has any particular Qualities, or meets any particular standards. 9.0 Water Rights 9.1 DMON and DISTRTCT acknowledge that nothing in this Agreement is intended to transfer any water rights or contractual rights to waiter from DE=N to the DISTRICT or to any other entity. 10.0 Termination sa Default 10.1 Should DISTRICT fail., refuse or neglect to pay any bill for water within sixty (60) days of the date due or should it refuser neglect or fail to comply with or r perform any of the coudittons on its part required to boa complied with or performed hereunder, and if after such failure DENTON shall dsliver to I DISTRICT, addressed to the cetaral Manager of DISTRICT, d notice in writing of its ittent to terminate the supply of water on account of such failure, refusal or neglect, then DEMN shall have i the right to terminate the water supply at the expiration of ten (10) days after the giving of such notice and to terminate this Agreement, unless within such ten (10) days DISTRICT shall make good such failure, refusal or neglect. The termination of water service or termination of this Agreement, as provided herein, shall not release DISTRICT from its Qbligation to make payments of any i amounts due or to become due in accordance with the terns hereof. 11.0 Force Xgjeure 11.1 If!, because of flood, drought, fire, explosions, civil disturbance, war, water system failura or malfunction, ants of God, Mwikib" iM, 1991 a~~sc.te~cttatzye 12 r.rt ' or other causes beyond the control of either party, Either party j is not able to perform any or all of its obligations under this 1greemeut, then the respective parties' obligations hereunder sha_1-1 be suspended durinq such period. 12.0 Liability. and Claims 12.1 Except for those things desoribed and disclaimed in p paragraph 12.3, which are expressly excluded from this paragraph, DENTON agrees to hold harmless and defend DISTRICT, its officers and employees, from any claim for injuries, damaged or losses that arises from any act, omission or negligence of DENTON, its officers or employees, arising from the operations of my facilities owned. by DENTON and used under this Agreement, unless said damages result from the negligence of DISTRICT . I 12.2 DISTRICT agrees to hold hermlea!s and def"d DZNTON, its offioers and employees, from any claims for injuries, damages or losses that arises from any act, omission or negligence of DISTkICT, its officers or employees, arising from the performance of this Agreement. 12.3 DENTON makes no representation or warranty, express or implied, as to the character, quality or availability of the water ; 4 to be taken and DISTRICT agrees to assume all such risks, accepting said water, if available, in the same state as it is pumped from the designated diversion points; nor does DEMN make any representation that such water will be suitable for the purpose for whicsh DISTRICT desixes to use it. DENTON aba11 not be 14able iA any event for the nonavailability of water hereunder, the guisober 151V 1991 13 St\8a!!\Okpoa127R 31 I 1 : 1 ,u. 1u97ilta~ 1 unsuitability of such water or its quality, or the iiiabi7lty of DMON to perform any obligation under this Agreement tor reasons beyond its control, including rules or regulations of Other i governmental, agencies. 1.3.Q~icab~e aws and R®tations 13.1 This Agreement is matte and shall be subject to this laws of the United States and the State of Texas and all applicable regulations or rules of any regulatory authority thereof having jurisdiction of the subject matter of this Agreement. 13.2 Should this ,agreement, or any provision, thereof be, or found to be, in violation of any such applicable law or regulation, althar partyr upon reasonable notice to the other, may tatmiftate this Agrooment, or, upon the mutual consent of each party, this agreement may be amended so as to be in compliance with such law or regulation. 13.3 All amounts due under this 39teement shall be paid and be due in Denton County, Texas. it is specifically agreed among the parties that Denton County, Texas, is the place of performance i of this Agreement. in the event that any legal proceeding is brought to enf ores this Agreement or any p--ovision hereof, the same Ah& be brought JA Denton County, Texas. 14.0 M Verbau A m n 3.4.1 This contract, contains all commitments and acTreaments of the parties hereto and no verbal or written commitments oha-U have any force or effect if not contained herein. No""" 15, 1591 ] ¢ ga\ata~t\Ca~~pn01278 ! I 4 I 15.0 No Third Ng kp S~eftc~a"s 15.1 This b,=Aament is solely intended for the benefit of the, pasties hereto and is not intended to, and shall not be j t;onstniE:d to be for the benefit of any individual or create any duty on behalf of DENTON to any third party. t o.c~amgnts . c?Y SarvicQ ~ 16.0 ' I 16.1 This Bgreemunt shall supersede and control over any prior agxeame3nts or understanding, whether written or verbal, concerning the supply of watar by DENTON to DISTRICT except ass j ' l otherwise provided for herein. 17.0 Water-Conse* slat; on 17.1 If DFMOM initiates a Water Conservation. Plan for day 1 reason, it will so notify DT5TA'CCT, and DISTRICT shall reqpara it4 participating entities to adopt grater conservation plans that are similar to the Water Conservation Plan adopted by DENTON• 18.0 TA= 18.1 This Agreement shall become effactive for tha firsts f j Water Year or portion thereof after trannfer of customers from DENTON to DISTRICT. DISTRICT'S obligaticin to take or pay for 500,000 gpd shall extend until blAy 31, 2005, unless extended as provided for herein. Number 15 1991 ].5 S~\Sts!!\CN~\baei7]8 ;t i t i I i i 19.1 Any noticn, reddest for information or other document to be given hereunder to any of the Parties hereto by tha ot1iar party shall be in writing and nhall be hand delivered or sent by certi±i.ed or registered mail, postage prepaid, or by ov,6mmCght courier service requesting evidence of receipt as a part of its service, as follows: (a) If to DENTON, Addressed to: j City of Denton Attention City Manager 215 East McKinney City of Denton, Texas 76201 (b) If to DISTRICT: Upper Trinity Regional Water District Attention General Manager P.O. Drawer 305 Lewisville, Texas 75067 If Hand-Dalivered: 20.0 c',eva=mantal Immunjty, Not Waived 20.1 Neither DENTON nor DISTRICT waives, nor shall:, deemed 4 hexeby to waive, any immunity or defense that would otherwise be available to it against claims made or arising from any act or omission ra3sulting from this Agreement. 21.0 Amendments 21.L This Agreamant embodies the complete agreement of the parties hereto, superseding all oral 'or written previouq and contemporary agreements between the parties and relating to matters NplMmht~ 15, 1991 16 i 8f\SCAIt\fillC~get1216 :1 i r is1 this Agreement, and except as otherwise provided herein cannot be modified without written agreement of the parties to be attached to and made a parr, of this Agreement. 22..0 Agth-OZUY 22.1 DISTRICT warrants that it has the authority to enter into this Agreement, and that aU nocassary prerequisites have been followed in order to It to validly anter into this Agreement. III IN WITNESS WHEREOF, the parties hereto have caused this i Agreement to be executed by their respective duly-authorized f officers in multiple originals as of the date and year first above written. 1 CITY OF DENTON, TEXAS s ROB mrFn~uAV, M&YOR f 8Ti'ESI't JMWI-FER WALTERS, CITY SECRETARY By : APPROM AS TO LEGAL FORM: DM3RL A. DRAYOPITCH, CITY ATTORNEY By: NaieaMm 19, 1991 17 tt~\sr~lt~al~c.~27a VA. w W&IW f, i f UPPER TRINITY REGIONAL WATER ATTEST: DISDUCT $Y i SECRETARY, BOARD OF DIRECTORS PRESIDENT, BOARD Or DTRECTORS UPPER TRINITY REGIONAL %AM DISTRICT APPROVED AS TO LEGAT, FARM: UPPER TRINITY REGIONAL WATER DISTRICT r s f l i i j k 7 I I r NiNCiLK ~+1 vex h~ 8~\Sri!!\Oif0~e.1278 1 , I xv, .•a J i i ZIMYSIT A AI4TIC1'BATED RAW WATER NEEDS OF DISTRICT 1 'I "WAT R PLAW WATER NMS YEAR n y 1992 1993 I 1994 I 1995 I i 1995 1997 1998 1999 2000 2001 2002 UPPED. TRMTY REGIONAL WAR DISTRICT BY 1 DATE I E, ]BEST t ! i E E i Ii ro~e+~~n w~~a 19 i I i 1 1 FXWI IT B SCHEDULE OF R&TES t i r 1 • f' 1 i i I i s tt~...t»r ~s u9x 20 I i ~ ,y am~.er. 1 " j pg~~}~y PQIZ3'?' r~rsXrM17M pOTIIME ~ , i h E I 1 } i s ~1 ~m~e~eix~a 21 i i, i l CONTRACT WITH UPPER TRINITY FOR WATER TREATMENT AND F TRANSMISSION SERVICE OUTLINE NOVEMBER 11, 1991 Preamble i Recitals A. The District was created to provide wholesale treated water to participating cities and utilities of Denton County and { adjacent areas. B. Denton has excess capacity in its current Spencer Water { Treatment Plant and will have excess capacity in the new Ray S Roberts Water Treatment Plant. C. Denton's water transmission lines also have excess capacity. C D. The District desires to contract for use of the excess capacity for water treatment and transportation. ` 1. Definitions i II. Conditions for Wholesale Water Treatment Denton agrees to treat and transport water to point(s) of delivery for District. District agrees to contract for the use of water treatment services and certain water transmission facilities. District wily. provide all water needed at their own expense to Denton via Ray Roberts Lake. i Denton may refuse to accept any other water from other sources. Denton may opt to divert to Lake Lewisville the raw water delivered by District so it can be treated at spencer Water Treatment .Plant. i Denton will not be in default of this agreement because of i system or delivery failure or malfunction, contamination, acts of God, civil disturbances, war or other causes beyond its control. i k (1) t ~l III. Volume of Treatment Capacity Determined for Each Water Year A. Water treatment for District shall be based upon the requested treatment capacity for each water year. At least 120 days before the start of the first and successive Water Year. District shall submit their written requested Treatment Capacity for the first Water Year and the projected Treatment Capacity for all successive Water Years during the term of this agreement in the format of Exhibit Denton shall add to Exhibit A the volume of capacity in its water treatment. System expected to be surplus for each Water Year and submit it to District. If there is surplus capacity for the upcoming water year, District may make written request to contract fL1r all or part of the surplus. Denton shall respond with the volume available to District for that water year. The requested Treatment Capacity by District shall not be less than the Treatment Capacity requested in any prior Water Year. B. Denton intends to build a treatment plant at Lake Ray Roberts. District shall notify Denton on or before June 1, 1992 of the volume of treatment capacity that the District desires for Denton to provide in the year 2005 along with evidence of their ability to pay on a take or pay basis, Denton shall notify District on or before September 1, 1992, of it findings. tf Denton determines that the District has f the ability to pay for the Treatment Capacity Requested, then Denton shall include District's requested treatment capacity in Denton's planning for expansion of its Treatment E System Capacity. The requested treatment capacity will be made available for District on a take or pay basis commencing on the date the additional capacity is placed in service. If District fails to make their written request for Treatment Capacity by June 1, 1992 or if Denton determines District does not have the ability to pay for additional capacity, Denton shall not be obligated to provide District more treatment capacity than provided in any prior Water j Year. IV. Treatment Rates and Charges A. The price for treatment of raw water shall include the cost to Denton of maintaining excess reserves in Denton's Treatment System. Until Denton builds the Ray Roberts Water Treatment Plant, the cost of water treatment will be based on the cost of treating water in its water treatment system. These costs shall include a Facility Charge, a Demand Charge, and a Volume charge. I j (2) i 1 t Where will be a minimum Volume Charge amount for an annual volume of treated water equal to Five hundred Thousand (500,000) gallons per day. B. once the additional treated capacity constructed on the District's behalf is placed in service, the District is obligated to pay its proportionate share of the total Treatment System Costs. C. The rates the District pays shall be established by City ordinance and as amended. Denton shall give District ninety (90) days notice of its intent to revise existing rates for any Water Year. Revised rates will take effect 45 days after passage of the revising ordinance. V. Transportation Rates and Chprges Transportation costs shall include operation and maintenance expenses on the Transmission and Distribution System, pumping costs, depreciation expense, a return on investment for Denton's system and operating and maintenance expense for pipelines and other facilities paid for by others. costs to transport water shall be calculated on a system-wide basis through lines not smaller than twelve (12) inches. operating and maintenance expense shall be apportioned on an inch-mile basis. VI. Billing and Payment Denton will send monthly bills by the tenth (10) day of each month. The bills will be delinquent if not paid by the 25th day of the month. Delinquent bills will be charged 5% of monthly bill or $500 which ever is less. For all delinquent monthly j bills unpaid after the last day of the month, interest will be l charged in addition to the aforementioned charge. E VII. Delivery Location A Denton will deliver the treated water to the delivery point(s) as shown in Exhibit C and at any other points as maybe mutually agreed upon by both Parties. The cost of acquiring designing, installing, and constructing all water delivery and monitoring equipment or facilities necessary to fulfill this agreement shall be borne by District. All plans shall conform to Denton's requirements and be submitted to Demon for &9proval. B. All water furnished shall be measured by meters installed at the points of delivery. Denton shall maintain the meters at their expense and test them annually. If a meter is found t be in error by more than 2%, adjustments shall be made accordingly. (3) it I . 1 14 i i C. Denton shall provide ingress and egress for District's employees and agents to all premises inside Denton's boundaries to install, operate, inspect, test and maintain facilities, and read meters owned or maintained by District within the City Limits of Denton. D, A Rate-of-Flow controller shall be installed at point of delivery. It will be initially paid for by District and maintained by Denton. E. District shall receive water either through an open discharge into a ground storage tank, or through a supply line into the ground storage tank. VII. Resale j District nor any of its customers will ..e11 or offer for sale any j water to any customer within the area included within Denton's Certificate of Convenience and Necessity. IX. Water System Standards and Supply ~ The parties acknowledge that the water treatment processes at Denton's two water plants may differ. Denton shall comply with state of Texas Department of Health standards and carefully guard against all forms of contamination. If contamination should occur, the water supply to the area(s) affected shall be i immediately shut off and remain so until such conditions have been abated and declared safe and fit for human consumption. i 1 Denton reserves the right to discontinue, temporarily, after notice to District, the supply of water whenever it is necessary to do so to insure proper operation of the Denton Water System or f for noncompliance with any provision of this agreement. X. Termination and Default Should District fail, refuse, or neglect to pay any bill within sixty days of the due date, or fail to comply with or perform on this Agreement, and if after such failure Denton shall deliver to District a written notice of its intent to terminate the treatment and transmission of water, Denton shall have the right to terminate the treatment and transmission of water after ten days, unless District shall make good such failure, refusal, or neglect. XI. Force Majeure If because of causes beyond the control of either party, either party is not able to perform its obligations, then obligations shall be suspended during such period, (4) i ! 1 , I-MaSiV~ t pp fi ru, I I I XII. Liability and Claims claim s to hold harmless and defend District from any omission or negligence of Denton, Denton agree from any es act, f that arises thatrarisesrfromtanyoactl,a missionnordnegligence. from any claim i XIII.Applicable Laws and Regulations This Agreement is made and shall be subject to regulations ore U.S. and the State of Texas and all applicable rules of any roguiatory authority having jurisdiction of the h subject matter of this Agreement. Denton County Texas is the place of performance of this Agreement. XIV. No Verbal Agreement XV. Benefiting Parties XVI. Prior Agreements or Service XVII. Term XVIII. Notices XIX, Government immunity not waived XX. Amendments XXI. Authority I~ I 1 i I 4 {I i I IIr I 5LA0039.RFT (5) I - 1 i a {j I 1 `1 515 LLi)IU.I;0ALI?E 11 li 91 Ll. 16 L Jl]~LU 11/15/91 DRAFT - T1rc STATE OF TEXAS S CONTRACT BETWEEN CITY OF DENTON S AND UPPER TRINITY REGIOW.L RATER COUN'T'Y OF DENTON DISTRICT FOR WATER TREATMENT AND TRANSMISSION SERVICES 1991 by ThiS Agreement Made this day of of Denton, a Municipal Corporation organized and between the City candor the lawn of the StatQ of Texas ("DBNTON") r and the upper Trinity Regional Water District, a conservation and reclamation r district araated pursuant to Article M,, Section 59 of the Coaetitution of the state of Tax" ("DISTRICT")a WMREAS, DISTRICT was created by the Texas Logislattyre to serve various regional water utility purposes including providing, wholesale treated water service to participating cities rnd f utilities of Denti= County and adjacent areas; and j WHVMS, DISTRICT has made or rill make arrangements for a supply of raw water to provide to its participating membaraf and WHERWI DISTRICT desires to contract for the use of water treatment plant ear,ricas~ sad WSERyAse DOMY has an existing water treatment plant, known as the Spencer WiLtet Treatment plant, and such plant have treatment is excese of DBISTOP s cu=*nt water treatment needs; and } capacity WEB, DEBT has initiated the develq, rent of a ne,x water Roberts. and such plant .rile., after treatment plant near Lain ka7 its construction, have treatment capacity in excess of DEl TON' S current avatar treatment needay and >ow~ooo.u:,ce 1 i ; rl Fa t 11 iS sl 1117 RS'S1: 17 nitro LbuU (AISSELIA ~iu3 WHEREAS, the treatment capacity of DEMON'S existing and proposed water treatment plants that is surplus to DEMCON'S current neede is available for use by DISTRICT= and WHEREAS, DEMON'S water transmission lines also have additional capacity in them that is in excess of DENTON'S current needs, and such transmission capacity is available for use by DISTRICT to transport treated water to its customeraf and WHEREAS, DISTRICT desires to enter into a contr+.lct for Lhe use { of said water treatment capacity and use of DENTONIS transportation facilities from DENTON in accordanco with the terms and provisions set out herein= NOW, TaRE80RE, in oonsideration of the mutual covenants and agreements herein contained, the Parties agree as follows 1.1 "Treatment Capacity" as used herein means the maxirawp ` daily rate of treatment of water, in gallons, that would, if maintained consistently through a period of twenty-four (24) hours► provide the masimm quantity of potable water in any one day of a Wolter Year (Mazilm1s day damand). w 1.2 "Volume" as used e"i.n weans the quantity of water, in gallons, that DISTRICT requests DUTON to treat in a Water Year. 1.3 "Water Tear" as u mod herein moans the period of -time from j June 1 of each calendar year through Uy 31 of the succeeding ytax'r I for which the annual water treatment requirements of DISTRICT shall bit determined and established. iara~aoo-ut.atr 2 E i I :.1. 1 I i:.tFI r 7 I 1 !1 n r. I I? I .•i o4 L1 4Yol_ 1+IJ1y LLo jU.li(15.5 ELI~}i u~4iIJ I n 1.4 DENTON S nreatmeat Systemn or "Treatment System" as used herein means the Spencer Water Treatment Plant, the Writer Treatment Plant to be constructed on Lake Flay Roberts, and any other water { treatment facilities owned either wholly or partially by DENTON, including all appurtenances thereto and all raw water transmission facilities from the water source to the water treatment plants. 1,3 "DENTON'S Transmission System" or "Transmission system" as used herein means all of DENTON'S water lines twelve (12) inches in diameter or larger used to transport treated potable Water to its customers. 1.6 "Demand Charge" as used herein means all Fixed and volusp Charges attributable to having capacity available in DENTON IS Water Treatment System to provide water treatment services to DISTRYCT t; under this Agreement. Demand Charges shall include a return on investment in an amount equal to DMMNI S average interest rate on all outstanding debt for DENTON'S combined utility systems plus 1.34 calculated on thii book value of the asset used to provide j service hereunder. 1.7 "volume Chsxge" as used herein shall include chuxges 1 related to slectriaAl pumping, chemicals, variable mechanical costs, a 4W grass receipts charge for street rental, and otbar E charges that vary with the voluos of water treated in nEMION I S Water Treatment Syntex or transported through DMMM I S Transmission System, 1.8 "e'acility Chargom an used herein shall mean all costs associated with meters, testingy and administrative functions. rae~eoo. u~.m~r 3 "fI j i .t ll li 71 11.15 '$,51: U: n51i Lb'Mj.',065ELI~H - 1,9 "Fixed Charge" or "Fixed Costs" as used herein shall mean 1 those costs which do not vary with water plant production, such as, ► but not limited to, debt service, payroll., insurance, and the like. 1.10 "Take or pay" as used herein sha11 mean an obligation to C pay for the amount of water treatment capacity specified in the Agreement, without regard to the amount of water treatment capacity actually used under this Agreement. P 2.0 onditinnm for Wholesale Water Treatment r' 2.1 DF.1>i'l'OM agrai:,e to treat water :for DISTRICT in DS2i7.'C?141 S Water Treatment Spatem, and to transport ouch treated water to DISTRICT'S point(s) of delivery subject to the terms and conditions stated herein, 2.2 DISTRICT agrees to contract for the use of water' treatment services and the use of certain water trsAsmission facilities from DMMK anbject to the terms and conditions atatad 1 herein. ~11 2.3 kll water to be treated by DMMN on DISTRICT'S behalf under the terms of this k9tvemout must be provided by DISTRICT at its sole expense. Such rater shall be provided out of sources under contract to DISTRICT and delivered or made available by DISMCT in Lake Ray Roberts. Such water to be provided by DISTRICT shall be from the Lake Ray Roberts - Lake Lewisville system only. DBMS shall have no obligation under this Agreement to treat, any water delivered by DISTRICT that is f=x any other source. D$N`ON may refuse to accept any other such water at its treatment plants. t lan~ooo.tx~.o~ 4 i N i :Y u,S{j LDAD 4M55ELEAK ll L3 91 111~ ~5 1= 4'- 2.4 DENTON shall have the option, at its sole discretion, to divert to Lake Lewisville the raw water delivered by DISTRICT in 3 order to enable DENTON to treat such water at DENTON'S Spencer Water Treatment Plant. 2.5 Treatment of raw water provided by DISTRICT under this Agreement is expressly subject to and limited by the available supply of water from DISTRICT. DENTON shall exercise due diliganae to assure that the treatment and deliverability of water is maintained. Should DENTON need to curtail the treatment of water for its other customers, because of system or delivery failure or malfunction, contamination, acts of God, civil disturbances, war or other cause beyond its control. DBNTON may ourtal) the treatment of water for DISTRICT without being in default of this Agreement. 7.Q V61tima 81 Tre,*TM+nt CAMcity nets In IgIr Eaa~ter year f. 3.1 DBMTON and DISTRICT agree that the water traataaieent s(irvioe provided for DISTRICT by DSN'1'ON shall be based upon the &%cuut of DISTRICT'S requested Treatment Capacity established for each Water year as not forth herein. i 3.2 Prior to the water treatment plant et Lake P;ay Roberts being placed in service, the volume of Treatment Capacity to be made available to DISTRICT shall be determined as described iz section 3.3. 363 Not lose than one hundred and twenty (120) days before the beginning date of the first and each successive Water Year (3'unet 1), DISTRICT Shell give notice to DMMN, in writing, of DISTRICT'S requested Treatment Capacity for the first Nator Yeas, I 10i0\000.1x1.DIM S 1 i 1i 1; 91 110 'x`519 172 n3Ji LDJVD.wiSELI?K i and the projected Treatment Capacity to be requested for each successive Water Yeax until the water treatment plant, at Lake Ray Roberts is placed in service. The format of the notice shall be in accordance with Exhibit ^A', attached hereto and incorporated i herein by reference. Upon receipt of such notice from DISTRICT, DENTON shall determine the volume of capacity in its Rater Treatment system expected to be surplus to DENTON'S needs for, each Water Year, and notify DISTRICT in writing of its determination. If, for the upcoming Water Year, Denton determines there is capacity in DENTON'S Water Treatment System that is surplus to DENTON'S needs, DISTRICT may make a written request to contract for the use of additional. Treatment Capacity for that Water Year, not to exceed the a==t determined by Denton to be surplus to DENTONIS needs. DENT M shall respond to DISTRICT'S written request by f, indicating, in writing, the Volume of Treatment Capacity that DENTON agrees to make available to DISTRICT for that water year. Each year's notice and response shall be attached hereto. Such nctics and response shall be designated by the year for which they are given, DENTON may, in its sole discretion, waive the one hundred and twenty (140) day notice requirement at this request of k DISTRICT. Such requ"t and waiver shell only be effoctive It done i in writing. 3.41 The parties hereto acknowledge that DENTON intends to build & troutment plant at take Ray Roberts by 1995. DENTON does not, warrant that the plant will be operational by such date or by any pareioular date, it being understood by both parties hereto loi0~000-12'I01a1 B 4n. 1 li a that the actual date that the plant will commence operation may be altered at DENTON'S discretion. DENTON intends to schedule the construction and start up of the plant in accordance with planning methods which provide that additional treatment capacity be operational before the normal demands upon DgWTCN'S system exceed the system capacity. The demands on DENTON'S system include those of its customers, retail and wholesale.. including the demands of DISTRICT as agreed to herein, f 3,5 Subject to provisions herein, the Lv4tial design capacity of the treatment plant to be located at Lake Ray Roberts will include Treatment Capacity for DISTRICT for DISTRICT'S needs through the year 2005. DISTRICT shall determine its water treatment needs for the year 2008 which it desires to have included I In the design of Denton's water treatment plant to be constructed t at Lake Ray Roberts. Toward that end, DISTRICT shall notify DENTON in writing no later than June Is 1992, of the volume of Treatment Capacity in DENTON'S Treatment System that DISTRICT desires for DENTON to provide to DISTRICT in the year 2005. Should DISTRICT fail to provide written notification to DENTON by June 11 1992, DENTON aha11 not be obligated to provide DISTRICT Treatment Capacity in the water treatment plant at Lake Ray Roberts. 9ecaus• DISTRICT shall be obligated to begin paying for the total amount of Treatment Capacity included for its benefit in the plant at Lake Ray Roberts at the time such plant ie placed in service, DISTRICT shall provide DENTON on or before June 1, 1992, with evidence of DISTRICT'S ability to pay for the total amount of the requested 1010\Op0.~=7.D~ 7 s I.i fig ii xi J1 11 it YY-i1J 1.9 u51y LLU1D.,USiFLI\g ~ ~ i'J i i Treatment Capacity on a 'ake or pay basis. The sufficiency of the evidence of DISTRICT'S :bllity to pay shell be within the determination of DENTON. DISTRICT shall provide supplemental evidence upon written req+test by DENTON. DENTON shall notify [DISTRICT on or before Octooer 1, 1892, of the amount of Treatment i Capacity that DENTON has cletermined that DISTRICT has the ability to pay for. During the review period, DENTON shall inform DISTRICT of any of its concerns. If DENTON determines that DISTRICT has the S ability to pay for the entire Treatment Capacity requested on a take or pay basis, or if DENTON dataweinus that DISTRICT has the ability to pay for a portion of the Treatment Capacity requested on a take or pay basis, then DENTON shall include the requested E Treatment capacity for which DISTRICT has demonstrated an ability to pay in DENTON'S planning for the expansion of its Treatment System. The entire Treatment Capacity included for DISTRICT as 4 determined herein will be made available for DISTRICT on a take or pay basis commencing on the date the additional capacity is placed in service. In the. event ' DISTRICT fails to give the required j notice by June It 1992, or should DENTON determine that DISTRICT I j does not have sufficient ability to pay for additional Treatment Capacity, the mal amount of Treatment Capacity available to DISTRICT after the plant at Lake Ray Roberts is placed in service shall be limited to the last Treatment Capacity amount provided to DISTRICT pursuant to Section 3.3 herein. so~o~ooo-ur.ua 8 i ft } 1 4' t 5 3.6 DISTRICT'S rates for water treatment services after the I additional Treatment Capacity is placed in service, shall be as set forth in Section 4.4. 4.0 Treatment Rates and hhargo s 4.1 DENTON and DISTRICT agree that the price fcr the treatment of raw water for all of DENTON'S customers, including DISTRICT, shall. i.ncluda the cost to DENTON of maintaining excess reserves In DENTON'S Treatment System. 4.2 Until DENTON expanda ±Its Rater Treatment System by the construction of the water treatment plant at Lake Rap Roberts, the cost of water treatment services provided to DISTRICT under this Agreement will be based on DIDMN'S cost of treating Tatar in its Rater Treatment System. These costs shall include a Facility Charge, a Demand Charge and a Volume Charge. DISTRICT'S Demand 1 Charge shall be calculated based upon the ratio that the amount III of Treatment Capacity to be provided to DISTRICT during the Water Year then in effect bears to the total Treatment Capacity required by DMMY 's retail customers and other wholesale customers. 4.3 until DE MN expands its Rater Treatment System as provided for herein, DISTRICT agrees, during any one Rater Year, to pay DS:i'D~ a d<inimum Volume Chargr amountr on a take or pay i basis, for an annual volume of Treatment Capacity equal to five hundred thousand ($00,000) gallons per day ('gpd•). DISTRICT shall not be obligatedr in any currant Water Tear, to pay for that Treatment Capacity volume requested but not received, if such iao~ooo-urloot 9 -1 11 ii {I NIiII LLOYD.60$3ELI~K 11:5 . '551: 1': IiS l9 l l LS U 1 ' i failure to receive such volume was due to DENTON`S inability to provide such Treatment Capacity. 4.4 once the additional. Treatment Capacity constructed on 1 DISTRICT'S behalf is placed in service, DISIMICT shall be obligated to begin paying its share of the total Treatment System costs as described herein. DISTRICT'S Demand Charge shall include its which shall be based upon ~ proportionate share of the Fixed Cost, the ratio that the amount of Treatment capacity reserved for M DISTRICT bears to the total Treatment Capae.ity of the Treatment System. Such costs ,shall include, but not be limited to, all design, studies, land surveying, right-of-wsiy ! acquisition, construction, legal, and financing costs involved in the planning for, and expansion off the Treatment System. 4.5 The rates to be paid by DISTPUCT to DIN TOW In performance of this Agreement shall be in an amount as established by ordinance r ~ of the City council of Dg MVj and as from time to time "ended, The initial achadul.e of rates and revised rates shall he attached hereto as Exhibit "9" and incorporated herein by reference. ';Bach " successive schedule shah. a111C be attached am an exhibit to this 111 Agreeoeut and incorporated,here,tn by refarahao, DtW-,OX shall give i DISTRICT ninety (90) days notice of its intent to revise existing I sates for any Water Year. Revisad rates shall become effective forty-five (45) days after passage of the ordinance establishing the revised rates, Ioao\aoa-unaar 10 5.0 stinn Rratie drid etLBrcea 5.1 DENTON will transport water treated under this Contract through its Transmission ~ystam in ordQr for DISTRICT to deliver i such treated water to its customers. 5.2 Transportation costs stlall include operation and maintenance expanses on the Transmission 6yateat, pumping costae , depxeciation expense and a return on DENTON's investment in its f Transmission Spetam. Pipelines and other facilities paid for by others shall not be included in DMMN 'S investment cost but shall , be included when calculating operating and mainteuaacs expense. Coats to transport water shall be calculated on a system-wide basis, including transportation of water to DENTON'S retail and other wholesale oustomert as well as to the DISTRICT. Such transportation costs shall be limited to the Transmission System and shall not iltclode the Coat of transporting watt- through lines I smaller than twelve (12) inches in diameter. 5.3 After deducting espeases for other and related functions such as metering, meter shop, fire hydrants, fire protection and retail service such as customer connections or taps, operating and maintanauoe expenses of the Transmission systaa shall be apportioned to the transmission system on an inch-mile basics, ' taking into account all of the pipelines in Daww's system. 6. 0 R41 1 i ner and Payment bills for troatmant 6.1 DLNTON shall mail or deliver monthly and transmission ohaxges incurred by DISTRICT under this Ag omont by the tenth (10th) day of each month. Bills shall be duo and ioaa~ooo.u~,mar 11 r 1} St. 1': u.iJy LLIALl 4,u55ELiNK 11 la `.il 14:54 C3. S payable upon receipt by DISTRICT and shall be considered delinquent if not paid by the twenty-fifth (25th) day of the month, mailed or x delivered. DENTON shall charge, and DISTRICT agrees to pay, an additional five percent (5s) of the total monthly bill, or five hundred dollars ($500.00), whichever is less, for all monthly bills l not paid by the twenty-fifth (25th) dap of the month. 6.2 For all delinquent monthly treatment aad transmission charges billed which remain unpaid after the last day of the month, DMON shall charge, and DISTRICT agrees to pay, in addition to the amount provided for in Section 6.1, Lntereet on such unpaid balance f ! bas" f i equal to the section average rate quoted on a bank discount ba ~ bill issued by the !United States gavernmenst 1 for r, 26-week treasury as published by the Federal Reserver for the week prior to the date such bill or bills are delinquent, or ten perovnt (104), whichever i j. i is less. that the paLrties, in praiiding for ~ 6.3 it is agreed ~ Penalties or interest on delinquent amounts emod, as sat forth in Sections 6.1 and 5.2r intend to contract for a rate of interest ~ . that is not in, excess of the rats allowed by law. Should, for any j period of time to which Sections 6.1 or 6,2 apply, it be determined i that such interest is in &=*so of that allowed by law, the parties but be reduced agree that such rate of interest shah not apply, to the maiisum rate allowed by law. 74 7.1 DBatT(7N agrees to deliver the watez treated hereunder at delivery point(s) and at the maximum volumes as showA in 8xh4- bit t0i0\Q00-117.Dti 12 LLUSD.4i)SSELINK i ~a y; l~.ii '313 173 irb75 "C", attached hereto and Lacorporated heroin by reference, and at any other such points as may bey mutually agreed upon by DISTRICT and DENTON'S Director of- Utilities. The cost of acquiring, i designing, .installing and constructing all water delivery and monitoring equipment or facilities necessary to fulfill this f j Agreement, including, but not limited to, water lines to metering i points, meters, meter vaults and associated valves, shall be borne i by DISTRICT. All plans for needed water delivery or monitoring facilities sha11 ootlform to DENTON'S requirements and be submitted to DEMN for its written approval prior to installation. 7.2 All water furnished shall be measured by meters installed at the point(s) of delivery. nENTON agrees to maintain said meters and to cause such repairs and adjustments as may, from time-to- time be necessary, to be promptly made. Such repairs shall be made at no expense to DISTRICT, unless if.; caii be shown that the necessity for euoh repaiA.-s was brought about by an improper act or the neg7.uct of DISTRICT. DEITON agrees to test the caster{s) auaually. Upon the request of DISTRICT, DMOON shall test the ~ meter(s) more frequently than annually', but such additional test(s) t ~I shall be at DISTASCT'S expense, ualess an error in metering is found to be in favor of niOWCT. If a meter is found to be in s error by more than two percent (21), adjustments shall be made i accordingly. In the event a motor is discovered to be i malfunctioning, the amount of water that has passed through the meter will be estimated for each day the motor was not functioning taking an. average of the two preceding readings of ~ correctly by iao~ooo-ur,ont 13 F 1 I i . Q 1 I exclusive of =oadings during the tiros of any such mater(s), malfunction of the motor. 7,3 rate-of-flow controller shall be installed at each point of delivery of water from DMNTON to DISTRICT. Such rats- of-flow oontroller shall be paid for by DISTRICT, but all future mainteaanca or replacement costs shall be the respona3.bility of 1 DENTON. 7.4 DISTRICT shall receive water from DI:MN, either through f an open discharge into a ground storage task, or into a supply line j into the citound storage tank. Appropriate backflow preventor check valves shall be placed by DISTRICT is the delivery line to assure that no floe of water from DISTRICT' S system can return to DBZI M I a system, 7.5 DISTRICT represents and va=ants to DIMS that `he services to be rendered by DISTRICT to its customers as a result of this Agreement are essential and necessary to the operation of M its customers. DISTRICT ogress to require in all of its contracts with its customers the iangnage contained in Exhibit D. i E ~ 1 8.0 RAAAIA 8.1 DISTRICT agxws that neither it, nor any of its customers k ; served by Dt$'17tICT with water treated hereunder, will sell or offer for sale, ate' such water to any custommex within the area included within DEN s Certificate of Convenience and Necessity from the ''a8' Tenas Water Commission. DISTRICT agr"s to include thi" restriction i.n its agreements with its customers. This provision shall not prevent, hovever, any DISTRICT customers from serving to~n~oee-ur.un l4 ry J 4e . r k,y i1 customers within their own certificated service areas, as those areas exist on the date of this Agreement. 9.0 Qa e a em ,e»d rde and Supply 9.1 The Parties acknowledge that the water treatment processes at DEMN'S two water treatment plants may differ. The water quality from the two plants may not always be identical in quality and characteristics. 1 9.2 For the protection of the health of all consumers supplied with water from the water system of DMTON, DISTRICT and nz=N agree to use due diligence to attempt to comply with state of Texas Department of Health standards and to guaxd carefully not all forms of oontamination to their water systems, and if at any time contamino.tioa should occur, the water supply I the area or areas affected shall be imm*ciiately shat off or t, lated and remain so until such conditions shall have been, bated end the water declared again sale and fit for human consumption by the properly constituted governmental health agencies having Jurisdiction thereof. 9.3 DMMM expressly reserves the right to discontinue temporarily, alter notice to DISTRICT, the Supply of water to any of the piper laid or to be laid by DISTRICT whenever it is t necessary to do so to insure proper operation of the DENTON water system, or for nonaampliance with any provision a9 this ,greenent. No claims for damages for such discontinuance shall be made by DISTRICT against DSN'1'Qtr. ~awloeo-u~.oa~ l5 T_ Wow q...r i e• 1 § i~ I rf E I it LS PL abn' $SL^_ n.5l5 LLiil"U,GUSSELI~'8 ~,~,1~ 1090 Termination nd ~y ~yj~ 10.1 Should DISTRICT fail, refuse or neglect to pay any bill for water within sixty (60) days of the date due or should it refuse, neglect, or fail to comply with Or perform any of the conditions on its part regatzvd to be complied with or performed 1 hereunder, and if after such failure DENTON shall deliver to DISTRICT, addressed to the General ManagAr of DISTRICT, a notice i in writing of its intent to terminate the treatment and transmission of water on account.of such failure, refusal or neglect, then DENTON shall have the right to terminate the treatment and transmission of water at the expiration of ten (10t fi days after the giving of such notice and to terminate this' agreement, unless within such tan (10) days DISTRICT shall make good such failure, refusal or neglect. The termination of water 1 treatment and transmission services or termination of this agreement, as provided herein, shall not release DISTRICT from its obligation to make payments of any amounts due or to become due in accordance with the terms hereof. 11.0 E8r1!!e Maieura 11.1 If, because of flood, drought, fire, aaplosions, civil disturbanaer wart water system failure or malfunction, acts of Good, or other causes beyond the control of either party, either party is not able to perform any or all of its obligations under this Agreement, then the respective parties' obligations hereunder shall be suspended during such period. aow~ooo.u>.aar 16 tl LuU1U.uu>>tLl'•n y li 13 91 1S:Uy Qy`31: J.: ;LSJY 4 12.Q ji'-s.r, r+-~ and Claim=~ ` 12.1 gxcept for those things described and disclaimed in paragraph 12.3, which are expraosly excluded from this indemnity, i DENTON agrees to hold harmless and defend DIS'T'RICT, its officers and employees, from any claim for injuries damages or losses that arises on or negligence of DENTON, its officers Er Y act, omission from an . or employees, in the operation of any facilities owned by DENTON and used wider this Agtoemnt, unless said damages result from the r negligence of DISTRICT . ' 12.2 DISTRICT agrees to hold harmless and defend DEINTON, its officers and employees, from any claims for injuries, damages or + losses that arises from any act, omission or negligence of from the performance DISTRICT, its officers or employees, arising eeatont. ii of this AQr 12.3 DENTON shall not be liable in any went for the nonavailability of treatment services hereunder duo to the inability of DMMN to perform any obligation under this Agreement cations of for reasons beyond its control, including rules or toga other governmental agencies. 13.0 13.1 This 1greosent is made and shall be subject to the lams of the united States and the state of xez" and all applicable regulations or rules of any regulatory authority thereof having jurisdiotion oZ the subject matter of this Agr"N"t. ioao~ooaur.n® 17 1 l [ ~I l f ':fL 'tn0 LLUI[~.~,u>iELi~h 11 l1 'JL LS ii zS31s 17: n.iJf { 13.2 Should this Agreement, or any provision, thereof be, or 1 [ found to be, in violation of any such applicable law or regulation, either party, upon reasonable notice to the other, may terminate this Agreement, or, upon the mutual consent of each party, this Agreement may be amended so as to be in compliance with such law or regulation.. 13,3 811 amounts due under this lgreement shall be paid and be due in Denton County, Texas. It is specifically agreed among they parties that Denton County► Tem. is the place of performance of this ,gxeement. Tn the event that any legal proceeding is brought; to enforce this Agreement ax any Provision bareof, the same shall be brought in Denton County, Texas. 14.0 14.1 This contract contains all commitments and agreements of the parties hereto and no verbal or written commitments shall have any force or effect if not contained herein. 15.0 EE 15.1 Thi>: Agreement is solely intended for t:he benefit of the parties hereto and is not intended to and shall not be construed to be for the benefit of any individual or create any duty on behalf of Dr'POI[ to any third party. 116.1 This Agreement shall suparsede and control over any prior agreements or understanding, whather written or verbal., concerning the supply of water by DMKVX to DISTRICT except as otherwise provided for herein. ' y H ~I { 17.0 fTs 17.1 This Agreement shall become effective for the first water Year or pottian thereof after oxecv.:ion of both this Agreement and the Contract between City at Deftton and Upper Trinity Regional Water District for Interim Sale of Wholesale Raw hater. This Agreement will remain in effect until Kay 31, 2005 The Agreement may be renewed for a subsequent five (5) year period upon • 3 the written agreement of bat'% Partied. i 18.0 Hoticaft 18.1 Any notice, request for information or other document to be given hereunder to any of the Parties hereto by the othe* party shall be in writing and shell be hand delivered or seat by certified or registered mail, postage prepaid, or by overnight courier service requesting evidence of receipt as a part of its f' service, as follow (a) It to DLNTONr Addressed tot City of Denton Attention City Xanager 215 Rant Malianey City of Denton, Tarns 79201 (b) If to DISTRICTS Upper Trinity Regional 'Hater District Attention General Manager p.0. Draws 303 hewl"Llle, Texas 75067 4 rf Sand-Delivoreds k i iao~ooa.~t~.~ar 1 19 11 1> 3l 1.5 rlu u,;L4 LLM.WSSELINK i i 19.0 Groyernmerita, I Imm ,,1 tw No waived 15.1 Neither DENTON nor DISTRICT waives, nor shall be deemed i hereby to waive, any immunity or defense that would otherwise bo availdble to it against clams made or arising from any act or i omission resulting from this Agreement. 20.0 Amendments 20.1 This Agreement embodies the complete agreement of the parties hereto, superseding all oral or written previous and contemporary agreements between the parties and relating to matters in this Agreement, and except as otherwise provided heroin cannot be modified without written agreement of the parties to be attaahod S to and made a part of this Agreement. ' 21.0 8uthari 22.1 DISTRICT warrants that it has the authority to enter i into this Agreement, and that all necessary prerequisites have been 3 followed in order to it to validly enter into this Agreement. j IN W1TYR38 WEMOF, the parties hereto have caused this I Agreement to be executed by their respeoti.-is duly-authorised officers in multiple originals as of the date and j year first above , written. i E 3 ' i 1 f i i 10"o Ooe.ul.m 20 i i f , 3 It to :41 1.i:1Jl I72 )b14 LLOYI),(iUSSELI.A s { f i CITY OF DENTON, TEgI,i i 130B CASTLEBERRYf MAYOR ATTEST: JENNIFER WALTERSj, CITY SECRETARY 1 By l APPROWD AS TO LEGAL FORms DEBRA A, DRAYMTCB, CITY ATT-ORNSY f 9Y: i F AMSTs UPPER TRINITY REGICNAL PATTER DISTRICT f BYi saCRE'1'ARY, BOARD OF J)ImCTORB PR$SIDR mf BOARD or DIRt'CTOR9 UPPER TRINITY REGION" "TER DISTRICT APPROVED AS TO LEGIT FORXj UPPER TAMTT RsGro= VATNF! DISTRICT HTt f { 1Gb0\000~121.0~ 21 I u 14 91 la' LL 4a.n. i uaiy u+li , :U~shi i h r li I I E%H.TBIT ~ f R QUESTED VOLMMS & DEMMS FOR Ag'!.M YEARS RATER AMAL TREATMENT YEAB 1992 1993 1994 1999 UPPER TRIVITZ REGIONn WATM DXSTR.ICT BY ATTEST* DATE i I r 4 f i i i I II i ~ 10{0000-127.G~ 22 LLIAD-605SELI\g ~,k11 r i i MIBIT B RAT? SCREDULE FOR SALE OF WATER TREATMENT SERVICES 1 EFFECTIVE DATE ~ APPT,T~br~~ I Applicable to all governmental agencies, divisions, subdivisions for treatment of raw water to be supplied by customer and measured through meter and with appropriate sate of flow controllers. DIET Mo7 t=Y RATE P) Facility charge 2) Demand Charge 3) volume Charge a 4) Readiness to serve PaYm I , ~I Denton shall render bills on the tenth (10th) dal of each month delivered to the General MAv%agl~r Of Upper Trinity R tonal pater District. Bills shall be due and payable when rendered. Sills are considered delinquent if not paid by the twenty-fifth (25th) of the month. Thera shall be a five (50) pa=eat or five hundred dollar (0500) ehatge, whichever is less, added to the bill ` if not paid by the twenty-fifth (25th) of the month. All delinquent balances remaining unpaid after the last clay of each month and for each month thereafter shall be subject to an additional interest charges based on the current Treasury intersat ratf. Such idtareut charge shall be applied to Ball G tdee is ~ if ill until paid. Water treatment services may be ady bill is not paid within aLxty (60) daps. taao~aoaur.msr 23 NJ~d.'rP"y ESBTBIT r. DF_.LMRY POM j I i i l SOi4~oao-32r,DE~ 24 i u, S1 1.5 ;11 1.i:L1 $'i:: ai: U.SJY LL01'D.GiiSiEl.t,~h yy,^pjy s Each of the Participating Members, respectivel r Y represents and covenants that all payments to be made by it under ` this contract shall constitute reasonable and necessary "operating expenses" of its combined waterworks and .sewer uystem, as defined in Vernon's Ann. Tex. civ, St. Article 1113, and that all such payments will be made from the revenues of its combined waterworks and sewer system or any other lawful source. Participating members, respectively, represent and have determined that the treated water supply to be obtained from the System? including thA Project and other System facilities, is absolutely necessary ani3 essential, to the present and future operation of its water Aystoot and that the System is the best long-term source of supply of treated water therefor, and, aocordiagly, all payments required by this contract to be made by each Participating Member shall constitute reasonable and necessary operating expenses of its respective system as described above, with the eifect that the obligation to make such payments from revenues of such systems shall have priority over any obligation to make any payments from such revenues (whatbor of principal, interest, or otherwise) with respect to all bonds or other obligations heretofore or hereaftex ,issued by such Participating fir. Each of the Participating Members agrees throughout the term of this Contract to continuously operate and maintain its waterworks system, its wastewater (sewer) system oz both, and to io~o~ooo-u~.qa 25 1 pax;cs:u:a } 1 j4 I 4 11 15 91 15 14 7031: 17: (1-549 LLUVI).GOSSELISR ~u13 fix and collect such rates and charges for water services, wastewater (sewer ) services or both to be supplied by its system or systems as aforesaid as will produce revenues in an amount equal to at least M all of the expenses of oparr_tion and maintenance erpe"os of such system or systems, including specifically, its t payments under this Contract, and (ii) all other amounts as required bylaw and the provisions of the ordinance or resolutions authorizing its revenue bonds or other obligation now or hereafter outstanding, including the amounts required to pay all principal of and interest on such bonds and other obligations. The District covenants and ayyees that neither the proceeds from the sale of the 8c.?.ds, nor the moneys paid it pursuant to this Contract, nor any sarnings from the investment of any of the foregoing, will be used for any purposes,, except those directly f relatinq to the System, and the Bonds as provided Io this Contract; provided that the District may rebate any excess arbitrage earnings from suoh investment eatrAIngs to the United states of America is order to prevent any Bonds from becoming "arbitrage bonds" within the meaning of the rnternal Revenue Coder of 1986 (the "Code") or any amendments thereto in effect on the date of issue of such Honda, Each of the participating Members covenants and agrees that it will not use or permit the use of the System in any manner that would cause the interest oil any of the Bonds to be or become subject to federal income taxation under the Code or any amendments thereto in effect on the date of issue of such Bonds. 1o~o~aoaur,~mr 26 I 1 1 I AGREEMENT BETWEEN CITY OF DENTON AND UPPER TRINITY REGIONAL WATER DISTRICT FOR JOINT OWNERSHIP, DEVELOPMENT, OPERATION AND MAINTENANCE OF WATER TREATMENT PLANT NEAR RAY ROBERTS LAKE AND RELATED WATER PUMPING AND WATER TRANSMISSION FACILITIES k OUTLINE November 11, 1991 I. Preamble IT. Recitals Denton supported creation of the District to provide for orderly and efficient wholesale water service to cities and utilities of Denton County. Since District desires joint ownership of the new water treatment plant and related facilities. Denton has initiated steps to construct the plant to meet the needs of both Denton and the District. Denton and District also desire to make maximum beneficial use of existing water treatment facilities. III. Article 1 - Project Description i The Project consists of a 42" raw water transmission line, the 10 mgd water treatment plant, chemical building, maintenance facilities, administration building, land with associated site improvements, and a 36" treated water transmission line. TV. Article 2 - Land for Plant Site Denton acquired the land for the plant site. Denton will lease District an undivided interest to accommodate their portion of the water treatment plant. Any income from the property shall be { shared pro rata and shall be credited to the operating and maintenance expense of the Project. Denton reserves the right to use the land for any lawful purpose which shall not interfere with the operation and expansion of the Project. c1~ l 1 i !N,{ ~61A1a' ♦ sly:!+R V. Article 3- Acquisition of Existing Assets and Joint Development of Future Assets District agrees to buy an undivided interest in the Project in proportion to their respective Participative shares. This includes engineering work, completed to date, as well as future construction and expenditures. The Participative shares are as follows: 1. Raw Water 65/35 2. Chem Bldg. 65/35 3. Admin/Maint/Bldg 51/49 4. Aux. Fac. 's 51/49 District agrees to reimburse Denton actual costs already incurred plus interest. If either Party desires to change its ownership Participative Share in facilities then existing, written approval of both Parties will be required. The Purchasing party will reimburse the sums of money that would have been paid if the purchaser had owned that portion of the Project from the time of actual construction= plus interest, depreciation, maintenance and operating expenses. The closing of the lease, sale, transfer and conveyance provided for this Article will take place within 90 days of Contract Date. VI. Article 4 - Ownership, Rights and obligations Following Acqui ,ition Denton and District shall have title to the Project in accordance with their Participative Shares. This Agreement does not impose a partnership duty, obligation or liability. The parties waive the right to partition whether by partition in kind or sale and division of the proceeds thereof. " - Denton shall provide and have full authority to design, construct, operate and maintain the Project. Denton shall have sole possession and control of the Project for the Parties. A j six member Advisory +*.tee will be established fem.: the purpose of reviewing general construction activities, providing general oversight of operating activities. The Chairman shall be Executive Director of Utilities for Denton and the Co-Chairman shall be the General Manager of the District. Workers of the Project shall be employees of Denton. i (2) VII. Article 5 - construction, Operation, hicensing I Denton, shall obtain all licenses, permits and other rights and regulatory approvals necessary and appropriate for construction and operation of the Project. Denton shall keep the Parties informed of all significant matters regarding the construction and operation of the Project. Denton shall establish accounting records and the cost of maintaining records shall be a direct cost. The Project records shall be made available for inspection by each Party as well as auditors. Any and all licenses, permits, approvals, contracts obligations and commitments already obtained, made and entered into or incurred prior to this Agreement are hereby ratified and approved by District. i VIII.Article 6 - Execution of Contracts ` J The contracts covering the design, engineering, procurement, installation, construction, operation and maintenance of the Project shall be executed by Denton. All agreements including contracts and change orders, requiring expenditures less than or i equal to one hundred thousand dollars ($100,000) shall be executed by Denton. Agreements greater than one hundred thousand dollars ($100,000) shall be approved by the District Board of Directors. ' IX. Article 7 - Construction and Operating Costs After Acquisition of Assets in the event District's source of funds is a grant or loan from the U.S. government or the State of. Texas or any of the State or Federal Agencies, District shall designate Denton as its drawndown agent. j Al. Article 9 - Metering and Delivery Metering and delivery points will be constructed at locations where needed to determine the share of facility usage by the Parties. They will also be eonetructed at locations where treated water will be transferred from Denton to District. Metering facilities required to operate the Project in an efficient and prudent manner or to determine the respective use of the Project by Denton or District shall be part of the Project. Metering facilities required to determine the quantities of water actually delivered shall be furnished, installed operated and maintained by the receiving party. Each Party agrees to provide ingress and egress to all metering facilities inside the other Party's boundaries. i (3) C(iu€,177 XIII.Article 10 - 'seater Rights ` Nothing in this Agreement is intended to transfer any water rights from Denton to any other entity. Denton and District are each responsible for their respective raw water supply needs. Denton may sell any temporary surplus of raw water to District as it may serve the best interest of Denton. XIV. Article 11 - Project Operation Denton shall establish the operating practices and procedures for the Project. The committee may offer recommendations for improving the operation and performance of the Project at any time. Denton and District will cooperate with each other in all activities in connection with the Project. XVr Article 12 - Destruction If any portion of the Project should be damaged or destroyed and ' is covered by insurance, it shall be repaired, replaced or reconstructed to the same general character or use as the original. if the damage or destruction is not completely covered, upon agreement the repair, replacement or r6construrtion shall be accomplished. if the Parties do not agree, and one . party desires to repair replace, or reconstruct that Party shall buy the undivided ownership interest of that portion of the Project at salvage value. XVI. Article 13 - Transportation of Wr.,ter/Cost of Service i Implementation of District's regional water supply system is based on transportation of limited amounts of District's treated water through Denton's water transmission system. Compensation for transportation of tleated water will be in accordance with the Agreement for Sale of Wholesale Treated Water. (4) i 9 rye 9~.tlY.:. } i i XVII.Article 14 - General Provisions A. The term of this Agreement is for 50 years as amended or until one party acquires the entire interest of the other. Payments to the other Party will be within 20 days of the date a bill is rendered. In the event of default, the nondefaulting shall have the option to (1) discontinue the ' Project immediately or (2) proceed with Project while attempting to settle. B. Force Majeure C. Insurance, Liability and Legal Actions I~ i D. Severability E. Assignment F. Entire Aqreement; Modification G. Miscellaneous XVIII. Article 15 - Definitions XIX. Signatures XX. Exhibits A. Exhibit A - Projection Description and Map S. Exhibit B - Expenditure to Date, Project status, Licenses, Permits, Etc. ~I i j (5) 3 aF f 1) CIL ' I DRAFT A%4j.q ["I 2159pm ' AGREEMENT BETWEEN CITY OF DENTON AND UPPER TRINITY REGIONAL WATER DISTRICT FOR JOINT OWNERSHIP, DEVELOPMENTe OPERATION AND MAINTENANCE OF WATER TREATMENT PLANT NEAR RAY ROBERTS LAKE AND ( RELATED WATER PUMPING AND WATER TRANSMISSION FACILITIES a i r { THE STATE OF TEXAS S S COUNTY OF DENTON S THIS JOINT AGREEMENT (the "Agxaement") is made and entered into as of the day of , 1991 (the "Contract Date"), by and between the CITY OF DENTON ("Denton"), a municipal corporation of the State of Texas, and the UPPER TRINITY REGIONAL WATER DISTRICT, (the "District") a conservation and reclamation district created pursuant to Article XVI, Section 59 j of the Constitution of ttie StatG of Texas. RECITALSt DENTON provides water utility service within an area defined in a certificate of convenience and necessity issued by the State of Texas. I • The DISTRICT was created by the Texas Legislature to provide wholesale water, wastewater and other services to cities and utilities of Denton County and adjacent areas. DEMON supported creation of the DISTRICT to provide for orderly and efficient E wholesale water service to cities and utilities of Denton County, including existing and potential wholesale water customers of i DEMON. F ~ ;a;• r I i DENTON has initiated a project to develop a water treatment plant near Ray Roberts Lake, has acquired the site, and has substantially completed engineering plans to construct the plant and related facilities. The DISTRICT desires to be a joint owner of the plant and related facilities. DENTON initiated steps to construct a water treatment plant with a treatment capacity of 10 'million- gallons per day ("mgd"), in part, to meet the needs of DENTON for an adequate, dependable and safe supply of potable water for its present and future customers, and, in part, in anticipation of the needs and plans of the DISTRICT. DENTON has taken those steps in a diligent manner and has expended its funds in good faith. The DISTRICT supports. ~ and agrees with the steps taken by DEriTON to prepare for expected. increases in surface water supply requirements. DENTON and the f DISTRICT recognize the operational advantages and financial benefits of cooperative development of such critical public facilities. DENTO owns and operates water treatment facilities which have reserve caiicity in excess of current demands. DENTON and DISTRICT desire to m ke maximum beneficial use of existing water treatment j facilities. NOW, THEREFORE, DENTON and the DISTRICT, in consideration of the terms, covenants, and conditions included herein, agree as followst t t t 1 j ARTICLE 1 PROJECT DESCRIPTION The jointly owned facilities to be constructed under this Agreement, hereinafter referred to as the "Project", consist of a 42" raw water transmission line, the 10 mgd water treatment plant, chemical building, maintenance facilities, administration building, land with associated site improvements, and a 36" treated water transmission line. The raw water transmission line begins at the connection to the outlet works at Ray Roberts Lake and ends at the treatment plant. The water treatment plant begins at and includes j the rapid mix facility and terminates at the end of the high service pump discharge header. The treated water transattssion line. begins at the high service pump discharge header and ends at the +;y j Hartlee Field Road Booster Station, The treatment plant includes -auxiliary processes such as sludge handling, wash water recovery, 1i and plant service water. The Project is described with additional detail on Exhibit A. + ARTICLE 2 LAND FOR PLANT SITE DENTON acquired land for the plant site in 1988. DENTON I offers, and the DISTRICT hereby agrees, to lease an undivided interest in the plant site from DENTON to ucc(j5Lnedate the DISTRICT'S portion of the water treatment plant in consideration of the premises and mutual agreements herein set forth and subject to the terms of this Agreement. j j 1 f.. r♦ Ilk tl: 6<1511 FM I 2.01 Prnp . ty pescriptign. Under the terms of this Agreement, the DISTRICT will acquire an undivided leasehold interest in that property purchased by DENTON for the purposes of constructing, owning and operating a water treatment plant and other related activities and fajilities, r ~ which property is more fully described in Exhibit 2.02 Tncome From Pronertyi. Any income generated by the sub-lease, rental or any other use i of the property shall be shared pro rata by DENTON and tha DISTRICT and shall be credited to the operating and maintenance expense of the Project. i 2.03 other Uses. DENTON reserves the right to use the plant site property for any lawful purposes which shall not interfere with the operation , and expansion of the Project and shall have the right to grant leases, licenses, and permits for such purposes. All such authorized uses shall be cancelable upon reasonable notice when the property is needed for Project purposes. Such use shall be in accordance with the requiremunts of regulatory authorities having jurisdiction and, unless otherwise agreed to by the Parties hereto, shall be leased, licensed or permitted at the reasonable market value thereof. i t I i r I i ARTICLE 3 ACQUISITION OF EXISTING ASSETS E AND JOINT DEVELOPMENT OF FU'T'URE ASSETS In consideration of the premises and mutual covenants herein set forth, the £arties accept the engineering plans in progress and work accomplished and completed to date by DENTON as part of the Project subject to the terms of this Agreement and hereby agree as i follows: 3.01 aa1A of Undivided Interest in the rojejt• Subject to the terms and conditions of this Agreement, and in recognition of the consideration to be exchanged botween the parties, DENTON agrees to sell, and the DISTRICT agrees to buy an undivided inter6st in the Project in proportion to their reapectivo Participative Shares as shown in Section 3.02. 3.02 Pa - .ipativg Share, DENTON and the DISTRICT agree to share the cost of Project E elements in accordance with the following sched'ile which reflects-- projections of relative need and Participative Shares: EY,VMENT PARTIM PATjVE SHADE np= DISTRICT ' j Plant Site Property 518 498 4 Raw Water Transmission 658 358 Chemical Building 658 358 M Administrative/Main- tenance Facilities 518 498 Treatment Plant 51% 498 Auxiliary Facilities 51% 498 Treated Vater Transmission Line 90% 108 i i Y t The respective participative Shares shall apply to those elements of the Project that may be underway at the Date of Closing i as well as to future construction and expenditures. 3 , 02.01 Aninlisit ion of 4hare from Othar Part If either Party desires to change its ownership Participative Share in facilities then existing, the written approval of both Parties will be required. The purchasing Party will reimburse the , selling Party the sums of money that would have been paid if the j purchaser had owned that portion of the Project element from the ~ j time of actual construction, plus interest at the weighted average interest rate paid for any bonds issued for the initial construc- tion and subsequent improvements. Such costs shall include. principle and interest, and an allowance for depreciation and for a reasonable portion of maintenance and operating expenaos that otherwise would have been paid by the acquiring Party if said Party had been the owner from the date of original construction or ~I acquisition. 3.03 Reimbursement of .oat to DENTON. The DISTRICT recognizes that DENTON has incurred certain Project costs in connection with work in progress or completed j prior to the Date of Closing. The DISTRICT agrees to reimburse E DENTON at the Date of Closing its Participative Share of the actual Costs of Construction incurred by or on behalf of the Project prior to Date of Closing, plus interest after June 16, 1989 at the rate of seven-and-one-half percent (7,5%) per annum until the Date of Closing. Actual costs of work in progress or completed for the ~T~. Project by DENTON prior to the Date of Closing are included in Exhibit B, attached hereto. DENTON will make available to the DISTRICT all reasonable records regarding Cost of Construction of the Project necessary to allow the DISTRICT to review the work and verify such costs included in Exhibit B and such additional expenditures that may be incurred by DENTON prior to Date of Closing. Reimbursement will be for all reasonable and documented I capital costs expended by DENTON for work delivered, completed or acquired prior to the Date of Closing. 3.04 Transfer and Conveyance of Agoeta. All instrument(s) of conveyance shall be in recordable form and approved by the general manager and general counsel of the DISTRICT. f i 3.05 Representations of the Parties. DENTON and the DISTRICT hereby covenant and agree as followsr (a) Each Party to this Agreement warrants that its actions- in executing and entering into this Agreement have been duly authorized in a manner that follows the laws applicable to it. j (b) Each Party to this Agreement warrants that it shall promptly and with all due diligence, acting jointly or individ- ually as may be appropriate, take all necessary actions and endeavor to obtain all regulatory approvals, licenses, orders and permits necessary to carry out its obligations under this Agreement. `.,o t (c) Neither DISTRICT nor any of its customers shall sell water or offer to sell water on a wholesale or retail basis to any person within the area certificated to DENTON by the Texas Water Commission in its Certificate of Convenience and Necessity ("CCN") without prior written consent of DENTON. This prohibition, however, shall not prevent DISTRICT'S customers from providing ,flarvice within their respective CCN areas, as they exist on the date of this Agreement. i Ij (d) DISTRICT agrees that it will incorporate the provisions of this Agreement into all of i.to contracts with its customers. (e) DISTRICT warrants and covenants that its activities and i expenditures under this Agreement, and the services to be obtained pursuant to this Agreement, are essential and necessary to the kk operation of DISTRICT and its water utility services, and that all ff payments to be made hereunder by it will constitute reasonable and I ! necessary "operating expenses" of its waterworks system, and the provisions of all resolutions authorizing the issuance of all revenue bond issues of DISTRICT which are payable from revenues of DISTRICT'S waterworks system. DISTRICT also warrants that, in its contracts with its water customers, it will require that its water i customers similarly warrant and covenant that payments under such contracts will constitute reasonable and necessary "operating expenses" of their waterworks systems. 3.06 closing. The closing of the lease, sale, transfer and conveywice provided for in this Article hereof (the "Closing") will take place ~..T~._ _ _ _ z.. i. #-.-.-w'-~-~ r 1e T. r,r'.rnext;q i i i at a mutually agreeable time and place ("Date of Closing") in Denton, Texas within ninety (90) days of the Contract Date. Such Date of Closing may be extended by mutual agreement. 3.07 The DISTRICT acknowledges that the Town of Corinth ("Corinth") and the Lake Cities Municipal Utility Authority ("LCMUA") are existing wholesale customers of DENTON'S Water System. DENTON that Corinth and LCMUA have contracted to be Partici- acknowledges pating Members of the DISTRICT'S Regional Water Supply System. j Further, DENTON hereby agrees that it supports and encourages Corinth and LCMUA in their respective desire to participate in the i DISTRICT'S System and to withdraw from DENTON'S System. DENTON and the DISTRICT hereby agree to cooperate in effecting the orderly 1 j transfer of the wholesale vlater service responsibilities for _-Corinth and LCMUA from DENTON tG the DISTRICT in connection with the DISTRICT developing the ability to render such service under this Agreement. Subject to the following, DENTON and the DISTRICT'----- agree to complete such transfer on June 1, 1993, or when DISTRICT'S water transmission system necessary to serve Corinth and LCMUA is ' built, whichever comes first. This transfer shall not take place unless and until Corinth and LCMUA provide a written request to DENTON that their respective water purchase contracts with DENTON be terminated and that they be transferred to DISTRICT as DISTRICT'S customers. This transfer shall also not take place if there is, as of June 11 1993, any existing or threatened litig&tion j 1 L,,,. gyun"tl or active disagreement between DISTRICT and DENTON concerning any provision in this or in any related Agreement. For the term of this Agreement, DENTON agrees to continue to make available the delivery capability and capacity of its transmission and distribution system to enable the DISTRICT to provide such water service to Corinth and LCMUA. After completion of the Project, DENTON shall continue to make such deliveries at V the request of fISTRiCT to the existing Points of Delivery; however, DENTON shall. not be obligated to deliver a daily peak demand for Corinth or LCMUA that is greater than 2 mgd. The DISTRICT agrees to compensate DENTON for the water and its j transportation costs in accordance with the Agreement ae Xp= DENTIN and DISTRICT nr Gglc of Whn1eaalo T AatpH matiarr which Agreement is attached hereto as Exhibit C. i ARTICLE 4 f OWNERSHIP, RIGHTS AND Ug.LIGA TIONS FOLLOWING ACQUISITION 4,01 Title to Pr°je~t, DENTON and the DISTRICT shall have title to the Project in ' accordance with the.Lr Participative Shares and, subject to the i terms of, this Agreement, own the Project and have the related. - rights and obligations, including payment therefor, and shall be entitled to the Participative Shares for each Project element indicated in Article 3. i i I ' 1 arrv a<-: 1 i i { V r l 4.02 Cn-Tenants and Not Partn=&. No provisions of this Agreement shall be construed to create an association, joint venture or partnership or impose a i f partnership duty, obligation or liability on or with regard to any of the Parties; nor shall it vest in any Party any interest in any asset or venture of any other Party now owned or hereafter acquired other than the Project as specifically provided herein. Any apparent intent to create by this Agreement, or by any grant, lease or license related thereto, an association, joint venture, trust or partnership or to impose on any Party trust or partnership rights or obligations is expressly negated. 4.03 Waiver of Partition, P Until the Project is dissolved or terminated in accordance with this Agreement, the Parties waive the right to partition, whether _by partition in kind or sale and division of the proceeds thereof. The Parties agree that during said time they will not resort to any action at law or equity to partition; and; further, that for said--- time they waive the benefit of all laws that may now or hereafter - l aathorize partition of the properties comprising the Project. Each deed or other instrument conveying any title or right to i any Party shall contain such waiver of any right to partition plus such other provisions of this Agreement as should appropriately be recorded in the deed records of Denton County. I i r i j Ja s• tiiCk~,Y} Z F 4,04 Project Management. In order to provide unified management of the Project, the Parties agree, by executing this Agreement, that DENTON shall have full authority to design, construct, operate and maintain the Project under the terms of this Agreement. DENTON shall have sole possession and control of the Project for the Parties, and shall have sole authority for the licensing, design, construction, I operation and maintenance (including, -but not limited to, the I enforcement of all warranties on equipment) of the Project in accordance w±th Prudent Utility Practice and in such manner as is i required in the reasonable judgment of DENTON to obtain approval of or comply with the requirements of regulatory agencies having jurisdiction. I 4.05 Advisory Committee, A six member Advisory Committee (the "Committee") is hereby established for the purpose of reviewing general construction activitieai providing general overnight of operating activities? and carrying out other duties specified in this Agreement. The Executive Director of Utilities for DENTON shall serve as the Committee chair and the General Manager of the DISTRICT shall serve as co-ohair. In addition, the governing bodies of DENTON and the DISTRICT will each appoint two members who are not elected officials to the Committee. Insofar as is practicable, appointees to the Committee shall be persons with experience and knowledge of water utilities. 1 F.3 At the call of the chair or co-chair, the Committee will meet at least once every quartor. Either the chair or co-chair may I submit agenda items for meetings of the Committee. The Committee will establish its own meeting rules and regulations to provide for the efficient conduct of its duties and responsibilities. the Committee shall have an opportunity F Prior to construction, to review and comment on engineering reports and construction plans. Once any portion of the Project is operational, the Committee mayr review operational reports, participate in review of the I ~ annual budget, and recommend terms, rates and conditions for E providing services rendered under this Agreement. 4.06 Proje t ~veea. Workers of the Project shall be employees of the DENTON. They ' --shall receive compensation and benefits and shall be subject to all personnel ordinances, policies and procedures of DENTON. l ARTICLE 5 CONSTRUCTION, OPERATION AND LICENSING 5.01 Raw%1atQr ADOrcval. DENTOAt acting as agent for the Parties, shall take whatever action is necessary and appropriate to seek and obtain all licenses, permits and other rights and regulatory approvals necessary and appropriate for construction and operation of the Project. 11.1. r HuKTP 1 . _ ate} 5.02 yr~ dent Utw B.~-ractica. DENTON shall construct and operate the Project in accordance with Prudent Utility Practice. 5.03 Duty t. ---Znfc1 m 1 DENTON shall, in a timely manner, keep the Parties informed of the construction and operation it all significant matters regarding , of the Project. 5.04 ar=t Record8. DENTON shall establish complete and accurate accounting records f in a utility enterprise format using a uniform system of accounts. ` DENTON shall maintain, or cause to be maintained, separator appropriate documentation and records of written statistical and administrative reports, written budgets and information, and other similar records, including expenditures and charges made and + incurred by DENTON, together with all other charges, payments, and i any expensos or receipts relating to such Project construction or k operation or regulatory approval. Any costs associated with the 1 ~ maintenance of such records shall be considered Direct Costa of the Project. Such Project records of DENTON shall be made available j j ~ upon reasonable notice for inspection by each Party as well as auditors appointed pursuant to Paragraph 7.09 at all reasonable times. 5.05 R t I La ti= 4 Any and all licenses, permits, approvals, contracts, obliga- tions and commitments obtained, made and entered into or incurred by DENTON prior to the affective date of this Agreement in y I 1 I'I connection with the acquisition and construction of the Project are hereby ratified and approved by the DISTRICT. A list of licenses, perriits, contracts, obligations and commitments and the amounts extended and committed therefor., prior to the Contract Date, as well as certain notations as to current status and possible future modifications thereof, is attached hereto as Exhibit H and made a part hereof. ARTICLE 6 i EXECUTION OF CONTRACTS 6.01 u.nrties tg 'Ionrract, f 1 - i The contracts covering the design, engineering, procurement, installation, construction, operation and maintenance of the Project described i;i Article 1 shall comply with all applicable laws and governmental regulations and shall be executed by DENTON. k { --Each contact executed as part of the Project shall be executed by f~f DENTON on behalf of DENTON and DISTRICT. DISTRICT agrees that all E such contracts executed by DENTON shall be deemed executed by the--.- General Manager of the DISTRICT. With the exception of any lease/purchase agreements, no contract contemplated by this I, Paragraph shall provide for retention by a supplier of title to E property purchased for the Project after the delivery of 4.he property at the Project site. 6.02 nay to Use Good Faith. All contracts shall be entered into in good faith in a manner designed to result in the lowest reasonable cost consistent with Prudent Utility Practice. t T>. Lti3^.Ml Ai 1 yy 6.03 L~~ Ana s~ ~Qnt~as.~s' As a matter of normal practice, separate contracts for readily separable parts of the work to the extent consistent with the construction of the Project shall be awarded at the least overall cost, consistent with high quality, Prudent Utility Practice, and the requirements of governmental agencies having jurisdiction. Bids shall be requested from qualified contractors. Prequalification requirements may be used to evaluate contractors. The award of contracts shall be in accordance with Chapter 252, , Texas Local Government Code and the Charter and Ordinances of DENTON, ' 6.04 Anprnval arnceea. Except as indicated below, DENTON and the DISTRICT agree that DENTON shall have final responsibility of reviewing, approving and executing all contracts relating to the Project. All agreements, including contracts and change orders, requiring expenditures less than or equal'to One Hundred Thousand Dollars ($100,000) shall be executed by DENTON in accordance with DENTON's policies and procedures, a summary of which shall, be 1 provided to the DISTRICT in accordance with Section 7.04. y f All agreements, including contracts and change orders, j i requiring expenditures greater than one Hundred Thousand Dollars ~ os gr ($100,000) shall be approved by the DISTRICT Board of Directors, which approval shall not be unreasonably withheld; after which, ; s such agreements shall be processed in accordance with DENTON's standard policies and procedures. The DISTRICT Board of Directors ti may be called into special session as necessary to consider or review a proposed contract in a timely and efficient manner to serve the best interest of the Parties. P.ATICLE 7 CONSTRUCTION AND OPERATING COSTS AFTER ACQUISITION OF ASSETS 7.01 C~jjt-.s of Construction. I~ In the event DISTRICT'S source of funds is a grant or loan from r the united States government or the State. of Texas or any of the state or federal agencies, DISTRICT shall designate DENTON as its drawdown agent with such agency. As the drawdown agent, DENTON I shall have the independent authority to request and receive funds for the Project from the agency. DENTON may request and receive funds from the funding agency for the DISTRICT'S percentage share of any and all progress { t' payments to be made to contractor(s). When the DISTRICT'S share of such progress payments has been received from the funding a agency, DENTON shall make such progress payment to the--- contractor(s) for the full approved amount of the invoice, less j retainage. In the event there is any delay in receipt of the DISTRICT'S share of the payment from the funding agencYt which delay is not due to any delay or inaction by DENTON, and if such delay causes late payment penalties to be assessed against the Project by the contractor(s), any and all such penalties shall be i ; ; shared and paid on a pro rata basis by DISTRICT and DENTON in j proportion to their Participative Shares in the subject of the contract(s). DENTON shall be under no obligation to make any i T T i ,,.1 payments on DISTRICT'S behalf other than with funds received for " I the Project from a funding agency. If any contract is to be paid solely from funds other than from any state or federal agency, then DISTRICT shall deposit its share of the contract amount into an escrow account before construction under such contract commences. DISTRICT shall designate DENTON as the Esrrow Agent with full authority to make contract payments from such fund. DENTON shall deposit the retainage in an interest bearing reserve account pending the contractor's successful completion of the contract. Interest earned on such retainage shall be paid in accordance with Article 6252-5b, Vernon's Texas Civil Statutes. If Article 6252-5b is not applicable, then interest on the { I retainage shall be credited to the Parties in proportion to their I Participative Shares in the subject matter of the contract. 7.02 Costs of Operation, Costs of operation shall be provided for in the annual budget. The budget shall identify costs in appropriate categories, including those described in paragraphs 7.02.01, 7.02.02, 7.02.03 and 7.02.04. The DISTRICT shall reimburse DENTON on a periodic basis for such costs in the manner described herein. 7.02.01 Fixed Onerat,+ng Costs. Fixed Operating Costs shall include, but not be limited to, costs such as debt service and those payroll amounts, which do not vary with water plant production. Tho DISTRICT shall transfer sufficient funds to DENTON to pay for the DISTRICT'S percentage I I I share of Fixed Operating Costs. The DISTRICT shall make the transfer on a monthly basis, in advance, according to a mutually approved schedule consistent with the budget. Unless otherwise agreed, payment shall be made at least five (5) calendar days prior to the first day of the month in consideration. 7.02.02 Variahle nperating C_ogts. ` Variable Operating Costs shall include, but not be limited to, chemicals, electric power, fuel and other cost items that vary with water plant production. The actual variable Operating Costs will be calculated on a k , monthly basis. Variable Operating Costs will be proportioned to DENTON and the DISTRICT in accordance with the volume of treated water produced for each respective Marty. DENTON shall determine the actual Variable Operating Costs after the end of the month and "aubmit an invoice to the DISTRICT for its proportional share of the costs. The DISTRICT shall reimburse DENTON for invoiced costs, plus I interest from date of payment by DENTON to date of payment by-- DISTRICT at the rate of 10%, according to the approved budget, 7.02.03 Emergency and Unforgagen EXpanses. Emergency and reasonable unforeseen expenses will be considered normal costs of ownership. DEIVTON and the DISTRICT recognize that emergency and unforeseen expenses will occur and have provided in Section 7.03 for a reserve fund which shall be used to accommodate such costs. If at any time, the reserve fund is not adequate to cover the cost, the actual cost will be billed by occurrence and proportioned based upon Participative Share of the Project unless i the Parties mutually agree that another method of cost allocation is more appropriate. 7.02.04 Indirect Cost. Indirect Costs are defined to be those administrative costs incurred by DENTON other than by the Utilities Department in support of the Project, including interest on working capital. Compensation for Indirect Costs shall be limited to services k rendered by administrative and. support departments, including i personnel, data processing, finance, legal, etc. Indirect Costs I shall be paid in monthly payments on a schedule developed in the I 1 same manner as the schedule for fixed costs. Until an Indirect Cost study is accomplished, DENTON and the DISTRICT agree that indirect Costs will be equal to percent of the annual Project operation and maintenance coat. Indirect Costs will be itemized in the annual budget. 7.02.05 Direct Coat. Services rendered by the Utilities Department of DENTON in direct support of the Project shall be considered a Direct Cost, shall be included in the approved budget, and shall be billed to the Project at actual cost for services rendered. Outside services and purchases contracted directly for the Project shall be considered a Direct Cost. 7.03 CIPAr na Reserve. A separate account shall be established for the purpose of maintaining as Operatin7 Reserve. The reserve may be used to cover the cost of emergency and unforeseen expenses as described in I I ~ rf{pJJ] mnsxur~~ paragraph 7102.03. The Normal Level of the Operating Reserve shall be defined to be ten percent (10%) of the annual fixed and variable r operating costs and shall. be accumulated over a three (3) year period after the Project becomes operational. Whenever the reserve balance is less than the Normal Level, the budget may include a line item to restore the reserve to Normal Level. DENTON and DISTRICT shall be responsible for respective shares of such reserve and shall contribute to the fund on same schedule as for Fixed Operating Costs. Whenever the reserve balance is equal to or above the Normal i Level, deposits from the budget will cease. All interest earned by the reserve fund will be deposited in the reserve fund until the j balance exceeds twenty percent (20%) of the fixed and variable { operating budget. Whenever the reserve balance exceeds twenty percent (20%) of i the fixed ar.d variable operating budget, the interest earned on the account will be deposited to the operating fund and credited to--- k DENTON and the DISTRICT in proportion to their respective contribu- tions to Fixed and Varidble Operating Costz during the period i that the Reserve balance was accumulated. j 7.04 Rttdge s and Eg A ma s . 7.04.01 Costs of ZonatXU tion. DENTON shall provide the Parties and members of the Committee with the following reports and forecasts during the Project construction period: i ~r As,y r4Ki ( 1) A detailed report of Costs of Construction (to date and projected) of the overall Project, updated annually in JJ July. 1 (2) Quarterly estimates of cash requirements for the next j succeedl.ig four calendar months covering the overall Project. The first estimate for each fiscal year will be provided no later than September 15 and subsequent esti- mates shall be providod at 90 day intervals. Estimates distributed in April and July shall be extended to show cash requirements by months through December of the current calendar year. f (3) Monthly construction cost reports indicating actual and f projected construction coats and construction expenditures III and change order summaries. (4) Such other forecasts or reports as may reasonably be necessary for DENTON and the DISTRICT to carry out their ;respective obligations under this agreement. 7.04.02 Cnatc of 0; +ra .ion. DENTON shall provide the Parties with the following budgets, reports and forecasts during the operation period of the projects (1) A detailed approved budget for operation and maintenance, of the Project by month for the next succeeding fiscal year i and forecasts of Costs of Operation for the next two fiscal years, provided no later than October 15 of each fiscal v year. (2) Budget amendments as necessary. I I _ . 1 4 T-- (3) Monthly operating reports indicating actual and projected operating costs and actual costs compared to budget. ` (4) Such other reports and forecasts as may reasonably be requested from time to time by either Party. 7.04.03 Budget re aration and -nr7va1. The Project operating budget is dependent upon and impacts the j budgets of DENTON and the DISTRICT. To facilitate the budget process of all involved parties, the Project operating budget will be prepared in accordance with the following schedule: 1tAm Phase Due Hate 1. Preliminary Projections March 1 2, Preliminary Budget May 1 3, Proposed Final Budget July 15 t The above schedule may be moved forward in order to accommodate i. either Party's particular needs as prescribed by state statutes or city ordinance, but the schedule may not be delayed, except by t mutual agreement. f i 7.05 Year End Adiustment• The operating results and records will be reviewed at the end of each fiscal year for fixed, variable, emergency and unbudgeted costs. The actual year and expenses as proportioned to and paid i by the DISTRICT and DENTON shall be compared to the actual usage and ownership responsibilities under this Agreement. Allocation of costs shall be adjusted to reflect actual results and the account of each Party assessed or credited their respective amount. The accounts of DENTON and the DISTRICT shall be adjusted to reflect actual costs and results for the fiscal year. Any excess i or deficiency shall be adjusted as mutually agreed by the Parties, generally by appropriate payments or by credits on subsequent bills. 7.06 G n of Indirect Cam, DENTON shall complete un interim study of Indirect Coat within two years of the date of this Agreement to establish interim levels of Indirect Coats. The results of such interim study shall be used to estimate Indirect Cost until an independent study is conducted. A study conducted b;! an independent consultant shall be budgeted 1 for and completed in the third year of pliant operation. A firm which is familiar with water utilities, which has experience with i such studies and which has sufficient certified public accountants to complete the study shall be employed to conduct the study of Indirect Coats. The study shall establish the continuing methodol- ogy and provide for periodic update of Indirect Coats. 7.07 rntereat Income. Funds paid in advance by the DISTRICT under this Article sh6ir- be deposited in interest bearing accounts. The interest earned shall be deposited in the same account and credited toward the DISTRICT'S payment to the appropriate operating and construction funds. 7.08 ganarat Records and Sopu to Funda. All cost expenditures and other accounting items referred to in this Agreement shall be determined from separate books and records that DEMN shall maintain for the Project. . Assets and funds of the Project shall be considered a separate and sacred fund. As such, the assets and funds of the Project shall never bs used by either Party for any purpose other than to render the services contemplated by this Agreement and to maintain the costs of those services at reasonable levels. 7.09 Annum Audit. DENTON shall cause all Project accounts to be audited at annual intervals. A copy of the report of such Project accounts issued by said Independent Certified Public Accountants shall be provided to each Party. The cost of the audit shall be included in the annual budget and paid for by DENTON and the DISTRICT in proportion j to their respective Participative Share. The indevendent Auditor shall be selected by DENTON. r 7.10 Fiscal Year. For all purposes contemplated in this Agreement, the fiscal year shall be October 1 of each calendar year through September 30 of the next following calendar year. i ARTICLE 8 USE OF RESERVE CAPACITY i E 8.01 l+uXnh as of Reserve Treatment eapagity. } r DENTON and DISTRICT agree that DISTRICT is expected to need access to more treatment capacity than the 49% participative share owned by the DISTRICT. It is expected that the DISTRICT will need up to 1.9 mgd treatment capacity in addition to the DISTRICT's 498 i (4.9 mgd) participative Share planned under this Agreement as part of the Project. DENTON agrees to sell to the DISTRICT on a take or pay basis 1.9 mgd of treatment rapacity in accordance with Exh. ~Q water. 9.02 DENTON and the DISTRICT hereby express their mutual intention to complete the Project according to a schedule that will provide H' for the reasonable water supply requirements of DENTON and DISTRICT and that will allovr DENTON and DISTRICT to meet the combined volume and demand requirements of their respective customers. Until the Project, including the Joint Water Treatment Plant, is completed, DENTON ogress to sell potable water to the DISTRICT in accordance with the P' Wholesale mraatad Water executed by DENTON and DISTRICT and a ~I attached hereto as Exhibit C. ARTICLE 9 j METERING AND DELIVERY 9.01 GMIQ=l. Metering and delivery points will be constructed at locations where needed to determine the share of facility usage by the Parties. Metering and delivery points will also be constructed at locations where treated water will be transferred from the control of DENTON to the DISTRICT. DENTON will approve the location of metering facilities and operating praeticos related thereto, subject to the provisions of this article. I 1 i vt P7 FI 9.02 Ownership and Control. Meter facilities required to operate the Project in an efficient and prudent manner or to determine the respective use of the Project by DENTON or the DISTRICT shall be furnished, in- stalled, operated and maintained as a part of the Project. Meter facilities required to determine the quantities of water actually delivered to DENTON or the DISTRICT shall be furnished, installed, operated and maintained by the receiving Party. 9.03 Mate 'Cina Ecru Dzwl . Meters and other equipment installed pursuant to this Article shall remain the property of DE,NTON and the DISTRICT respectively, or the joint property of the Parties, according to the circumstances. Each Party shall inspect, calibrate and adjust its meters at least annually as necessary to maintain accurate measurements of the quantity of treated water being delivered.. Each Party shall have access to the metering equipment for measurement of its water at all reasonable times for inspection and examination, but the reading, calibration and adjustment thereof shall be done only by employees or agents of the owner of the meter. If roquested, the affected Party may witness such reading, calibration and adjustment of meters. All readings of meters will be entered upon proper books of record maintained by the owner. Either Party may have access to said record books during normal business hours. Either DENTON or the DISTRICT may request, in writing, that the other Party calibrate any meter or meters affecting its cost or r I 1 I1 I charges under this Agreement in the presence of the requesting Party. Either Party will make up to two (2) such calibrations in any fiscal year at no charge to the requesting Party. All requested calibrations in excess of two (2) will be made at the ► expense of the requesting Party, except when the accuracy of the meter is beyond the limits of commercial accuracy in which case the owner shall bear such expense. if, for any reason, any meter is out of service or out of repair, or if, upon any test, the percentage of inaccuracy of any Meter is foinid to be in excess of commercial accuracy [which unless otherwise agreed to shall be considered to be plus or minus two percent (28 + or j registration thereof shall be corrected for a period of time extending back to the time when such inaccuracy began, if such time ( is ascertainable, and if not ascertainable, then for a period extending back one-half (1/2) of the time elapsed since the date of the last calibration, but in no event further back than a period i of six (6) months. t If either Party at any time observes an apparent error in meter registration or readings, such Party will promptly notify the other Party. When agreed, the Parties shall cooperate to proatre an immediate calibration test and joint observation of any adjustment and the same meter or meters shall then be adjusted to accuracy. Each Party shall give the other Party at least forty-eight (48) hours' notice of the time of all Masts of meters so that the other Party may conveniently have a representative present. r s i i e E. j { if for any reason any meters are out of repair so that the amount of water delivered cannot be ascertained or computed frc,_i the reading thereof, the water delivered during the period such meters are out of service or out of repair shall be estimated and agreed upon by the Parties hereto upon the basis of the best data available. For such purpose, the best data available shall be deemed to be the registration of any check meter or meters if the same have been installed and are accurately registering. Other- wise, the amount of water delivered during such period may be estimated (i) by correcting the error if tAe percentage of the error is ascertainable by calibraticat tests or mathematical E calculation, or (ii) estimating the qup ntity of delivery by j deliveries during the preceding periods under similar conditions h, when the meter or meters were registering accurately. k 9.04 Unit mf measurement. The unit of measurement for water delivery from or to the j Project shall be 1,000 gallons, U.S. Standard Liquid Measure. 9,05 fig. Each Party agrees to provide ingress and egress for the employees and agents of the Party that owns the meter to all its premises inside Party's boundaries as required to install, operate, ` inspect, test and maintain meter facilities. 9.06 a sh LI-°f Mets33:S• Certain metering equipment and related facilities have been furnished and installed by Corinth and LCMUk to measure the quantity of water delivered by DEMON to Corinth and LCMUAI i ~4I I s respectively. Ownership of such facilities was conveyed to DENTON by Corinth and LCMUA and DENTON has operated and maintained such metering facilities. Such facilit.es shall remain the property of DENTON and shall be metering points for DISTRICT under thy. Acreeme t Between yEKmON and pI3TRTrT for $,~1e of Whole a Tr a ed NAxi Exhibit C. ARTICLE 10 i WATER RIGHTS 10.01 mater R!ahtA DENTON and the DISTRICT acknowledge that nothing in this Agreement is intended to transfer any water rights from DENTON to the DISTRICT or to any other entity. The DISTRICT is responsibla for making its own provisions for raw water supply and agrees to f cCo so by separate action, contract, or agreement. 10.02 Water. Supp),y, DENTON and the DISTRICT, individually and respectively, will- be xesponsibla for their respective raw water supply needs. DENTON and the DISTRICT may participate jointly to acquire additional water rights or raw water supply, provided that the governing bodies enter into appropriate agreements as prescribed by law. 10.03 Temporary SA Of Rew Water. The DISTRICT acknowledges that DENTON has certain water rights in Lake Lewisville and Lake Ray Roberts, which rights have been granted by the State of 'texas to DENTON. If DENTON determines that it has raw water temporarily surplus i to its current needs, it may offer by letter such water for sale ' to the DISTRICT for temporary use from time to time, in such quantity or for such period of time as it may determine serves the best interest of DENTON, Recognizing that DENTON has an obligation to take or pay for 500,000 gallons per day of raw water under its contract with City of Dallas ("Dallas"), DISTRICT agrees to cooperate with DENTON in the use of said water. If DISTRICT agrees to purchase raw water ' from DENTON, the DISTRICT agrees to purchase the first 500,000 gallons per day at the price actually paid by DENTON but not greater then the posted price for such raw water by Dallas. If additional water is offered at a price no greater than eighty percent (808) of the posted price for raw water then offered by Dallas, the DISTRICT may accept said offer by letter under the terms of this Agreement without the ndcessity for amendment or separate agreement with the further stipulation that DENTON as project Manager and seller will have the right to terminate such I sale upon six-month's written notice. ARTICLE 11 PROJECT OPERATION 11.01 Duties of DENTON. DENTON shall establish the operating practices and procedures for the Project, including performance and efficiency testing, establishing inventories for spare parts, materials, equipment, and i supplies in accordance with good business practice. DENTON shall S t have no authority to sell or otherwise dispose of any of DISTRICT'S share of water or service from the project and shall operate the Project in accordance with Prudent Utility Practice for the benefit of all Parties with the objective being to operate the Project as efficiently, economically, and reliably as feasible. The Committee may offer recommendations for improving the operation and performance of the Project to DENTON at any time. ' 11.02 ~4~ra iOn• I , 1 DENTON and DISTRICT will cooperate with each other in all without j activities in connection with the Project inciudirig, limitation, the execution and filing of applications for authorizations, permits and licenses and the execution of such other documents as may be reasonably necessary to confirm the authority of DENTON to act for DISTRICT in connection with ~ DISTRICT'S interests in the Project and the assumption by DISTRICT of its proportionate share of the obligations to be assumed hereunder. i ARTICLE 12 DESTRUCTION 12.01 If any portion of the Project should be damaged or destroyed to the extent that the estimated cast of repairs, replacement or reconstruction is not more than one hundred percent (100%) of the aggregate amount of the proceeds from property damage insurance carried and covering the cost of repairs, replacement or recon- struction of such portion of the Project, the Partied, unless othere,ise unanimously agreed, shall repair, replace or reconstruct such portion of the Project to substantially the same general character or use as the original. 12.02 If Not Covered by Insurance, If any portion of the Project should be damaged or destroyed to the extent that the estimated cost of repairer replacement or reconstruction is more than one hundred percent (100%) of the aggregate amount of the proceeds from property damage insurance carried and covering the cost of the repairs, replacement or reconstritetion of such portion of the Project, the Parties shall, upon agreement, repair, replace or reconstruct such portion of the Project to substantially the same general character or use as the original; provided, however, that should both of the Parties not agree Co repair, replace or reconstruct such portion of the Project, but one of the Parties nevertheless desire so to do, then any Party who does not agree to repair, replace or reconstruct shall sell its undivided ownership interest in the Project to the party desiring to repair, replace or reconstruct such portion of the Project for a price equal to the selling Party's ownership interest in the salvage value of such portion of the Project. ARTICLE 13 TRANSPORTATION OF WATER 13.01 Agreament - ort +iml~ , DENTON and DISTRICT acknowledge and agree that implementation of the DISTRICT'S regional water supply system contemplates and is based on transportation of limited amounts of the DISTRICT'S i7 treated water through DENTON'S watar transmission system. DENTON agrees to transport treated water for DISTRICT in accordance with the Agreement for Gale of Wholesale ted Water executed by DENTON and DISTRICT and Attached hereto as Exhibit C. 13.02 'oat of Traneuortation. DISTRICT agrees to compensate DENTON for transportation of such treated water under this Article in accordance with the Agreement for na}~e of W olsgple Treated Water, ARTICLE 14 GENERAL PROVISIONS I 14,01 Term of Agreement, This Agreement shall continue in force for fifty (50) years as amended from time to time or until one party acquires the entire °tnterest of the other. it is the expressed intent of the Parties to renew this Agreement for an additional 50-year period in substantially ths_ k same form; therefore, this Agreement shall be renewed automatically j for said 50-year additional period unless one Party gives notice 1 at least five (5) years in advance of intent to not so renew, in which event, this Agreement shall be renewed upon mutually acceptable terms. I f { f i 5 r t I I 14.02 Nnttce and Agents. 14.02.01 8d r sa for Native, I Unless notified otherwise in writing, ail notices required to ; be given to the parties under this Agreement shall be in writing and sent by certified mail to the respective partiea at the following addresses, mo THE DISTRICT! TO DEN9'ONs Executive Director of Utilities General Manager 3 Utilities Administration Upper Trinity Municipal 215 East McKinney Water District City of Denton, Texas 76201 P. 0, Drawer 305 Toxas 75067 14.02.02 Degignatad Agar e. For purposes of administering this Agreement, DENTON shall act through its Executive Director of Utilities, or the Executive I Director's duly authorized representative, and the DISTRICT shall act through its General Manager or the General Manager's duly authorized representative. 14.03 emit P vmgat and Disputed Bills. Each Party hereby agrees that it will make payments to the E other Party required by this Agreement within 20 days of the date a bill for service is rendered, if any Party at any time disputes the amount cu be paid by it to the other Party, such complaining Party shall nevertheless promptly make such payment or payments= but if it is subsequently determined by agreement or court decision that such disputed payments should have been less, or more, the amount shall be promptly adjusted. The charges shall be adjusted f in such manner that the complaining Party will recover its I I i i overpayment or the other Party will recover the amount due it. All amounts due and owing to any Party shall, if not paid when due, rear interest at the rate equal to the auction average rate quoted on a bank discount basis for at 26-week treasury bill issues by the United States government, as published by the Federal Reserve, for the week prior to the date such bill or bills are delinquent, or ten percent, whichever is less. it is agreed that the Parties, in providi.ig for penalties or interest on delinquent amounts owed, as aet forth herein, -tend to contract for a rate of interest that is not in excess ui Cie rate allowed by. law, Should, for any pariod of time :rj which this Section applies, it be determined that such interest is in excess of that allowed by law, the parties. agree that suoii rate of interest shall not apply, but be reduced to the maximum rate allowed by law. f j 14.04 21twilfl. 14.04.01 Defined. I For purposes of this Section 14.04, the word "default" shall--- mean the failure of any party to make any payment or perform any obligation in the time and manner provided by this Agreement. 14.04.02 Q22"±Jjajj~YGs~.l~9EeuL~. Upon a Party's failure to make payment or perform any of its obligations, nondefaulting Party shall serve written notice upon such Party. Such Party shall then have thirv.y days from the date it receives such notice to mako suuh payment or perform such obligation. Should the Party so pay or perform within the thirty- T"' 1 V • .k is s ai i day period, the default of which the Party was notified shall cease to exist, 14,04.03 procedure in Event of Da atilt. In the event of default which is not cured as provided in Paragraph 14.04,02, the nondefaulting Party shall have the option either to (1) discontinue the Project immediately and liquidate the same for the benefit of all Parties as may best serve the interests of the nondefaulting Party or (2) proceed with the Project under i , the following conditions (a) The nondefaulting Party, following the expiration of 1 ' thirty days after notice was received by the defaulting Party and provided such defaulting Party did not cure its default as ~ f ( allowed by Paragraph 14.04,02, shall make payments and take actions necessary to cover the default. 1 (b) The defaulting Party shall remedy such default as soon f as possible and shall pay upon demand to the non-defaulting Party any amount paid by such non-defaulting Party for the account of the defaulting Party plus all incidental costs, including interest at the rate of ten percent (10%) per annum, incurred by the non-defaulting .'Party in relatiun to the payments made or actions takran to cavor said default. (c) If such default by a Party shall continua for a period of six months, without having, been remedied by the defaulting Party following a detexvination by the Party rendering notice or judicial proceeding establ:,shing that default exists, or if a written admission of default is made by the defaulting Party, S yea . ,.S ej 4 ♦r the non-defaulting Party shall be entitled to all remedies afforded by Law. 1 14.05 Ea9Q d&Jeure. If by reason of force majeure any Party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement, other than the obligation to make debt service payments required under this Agreement, then if such Party shall give notice and full particulars of such force majeure in I writing to the other Party within a reasonable time after occur- rence of the event or cause relied on, the obligation of the party giving such notice, so as far as it is affected by such force majeure, shall be suspended during the continuance of the inability then claimed, but for no longer period, and any such Party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term "Force Majeure" as employed herein shall mean acts of clod, strikes, lockouts or other industrial disturbances, acts of public enemy, orders of any kind of the Government of the-- j i United States or the State of Texas, or any civil or military authority, insurrection, riots, epidemics, landslides, lightning, earthquake, fires, hurricanes, storms, floods, washouts, droughts, arrests, restraint of government and people, civil disturbances, explosions, breakage or accidents to machinery, pipelines or canals, partial or entire failure of water supply, or on account of any other causes not reasonably within the control of the Party claiming such inability, 4i 14.06 Tnau nce, r i -`~i 1 t y end LegAL Anrions. 14.06.01 c'~eima of Third Par-iea. With respect to claims of persons or entities, not parties to this Agreement, any loss, cost, liability, damage or expense incurred by any of the Parties and that arise out of a transaction entered into under or resulting from the performance of this Agreement shall be charged to the Costs of Construction or Coats i f of operation, whichever may be appropriatet providedr however, should any Party take a Willful Action against a third party leading to any loss, coat, liability or expense to any of the other parties, the Party taking the Willful Action shall bear all such costs, losses, liabilities or expenses individually. "'transaction" includes, but is not limited to, any tort or contract involving a third party claimant. Notwithstand.ing the provisions of the preceding paragraph of this Section, each Party shall protect, indemnify, and hold the other Party to this Agreement, and their directors, officers and employees, free and harmless from and against any and all claims, demands, causes of action, suits or other proceedings (including all costs in connection therewith and in connection with the defense thereof, including reasonable attorney's fees) of every kind and character arising in favor oP, any of that Party's utility customers (or anyone claiming through that Party's utility customers) on account of bodily injuries, death, damage to property or economic loss in may way ocourring, incident to, arising out of or in connection with the furnishing of, or failure to furnish, utility service pursuant to this Agreement to such customers, it being the intention of this Section to impose on each Party to this Agreement the sole responsibility for the defense and discharge of such claims, demands, causes of action, suits or other proceedings brought against one or more Parties to this Agreement by such party's customers even when caused by the sole fault of another Party to this Agreement. k 14.06.02 j.IAims Between the Parties. No party to this Agreement shall have any cause of action or I` remedies against the other Party for tortuous conduct arising ovt EEE of the ownership of the Project, or any portion thereof, or out of i construction or operation of the Project or for failure to follow Prudent Utility Practice except when the tortuous conduct is a Willful Action. in the case of a Willful Action of any Party j' ' -3eading to any loss, cost, liability, or expense to any other Party, the Party committing the Willful Action shall bea: tll such costs, losses, liabilities, or expenses individually. 14.06.03 to this Agreement to the extent obtainable shall Each Party cause its insurers to waive any rights of subrogation against the ' their agents and employees for losses, costs, damages other Party, or expenses, arising out of the design, construotion, operation, maintenance, reconstruction, or repair of the Project. 4 i. A 1I ' 1!{ 14.06.04 al ranee. DENTON shall determine the insurance coverages, including the insurable values, limits, deductibles, retentions and other special terns to be obtained during the time covered by this Agreement and with respect to both construction and operation. it shall be the duty of DENTON to maintain prudent levels of property and liability insurance to protect the interest of both Parties in the Project ane to include the cost thereof in the Project budget. Any excess liability insurance shall be the individual responsibility of each party. i All policies of Project insurance shill to the extent available I and as allocables (a) Provide insurable values, limits, deductibles, reten- tions and other special terms; (b) Lint as lose payees or additional insureds (as their interests may appear) such mortgages, trustees or secured parties as a Party, by written notice to DENTON, may designate= j (c) Contain endorsements providing fog: positive notice of ' cancellation to all parties listed as named or additional i insureds] (d) Contain endorsements providing that the insurance is primary insurance for all purposes; and (e) Contain cross-liability endorsements for comprehensive bodily injury liability and propert^ damage liability cover- ages. I , I 5«1• rei;+yn t rd... t r 4 Hf_i . 3 The following procedures shall be observed in connection with the procurement of Project insurance and changes in Project insurancet (a) DENTON shall give prompt written notice to the DISTRICT of the procurement of all insurance binders. I (b) DENTON shall furnish DISTRICT with either a certified copy of each of the poliuie , of the insurance procured or a certified copy of each of the policy forms therefore together Faith a line sheet therefor (and any subsequent amendments) naming the insurers and underwriters and the extent of their f participation. (c) Any changes in policies of Project insurance shall be promptly reported to tha DISTRICT by DENTON. j (d) Each Party, at its expense, shall have the right to secure such additional or different insurance coverage as may be required under any mortgage or contract provisions, and to the extent practicable, such additional or different insurance" coverage may be effected through endorsements on policies of Project insurance. (a) The costs of insurance shall be charged to Costs o Construction or Costs of Operation, whiahever is appropriate, provided no such additional coverage provided in the immediate- ly preceding provision shall be so charged. T^- 1.1.1. 14.07 Sever ability. This Agreement shall be subject to all valid laws, rules, and regulations of the United States and the State of Texas, or any governmental body or agency having jurisdiction thereof. If any provision of this Agreement is by any court held to be illegal or in conflict with any law or regulation, the validity of the remaining provisions of this Agreement shall not be affected, and the rights and obligations of the Parties shall be construed and I enforced as if the Agreement did not contain the particular provision held to be invalid. 14.08 Bggign,mgnt. Neither DENTON nor the DISTRICT shall assign or transfer in whole or in part the rights and privileges granted in this I Agreement without first obtaining the written consent of the other Party. 14.09 , This Agreement embodies the whole agreement of the Parties. There are no promises, terms, conditions, or obligations other than those contained herein. This Agreement shall supersede all previous commun-ications, representations, or agreements, either verbal or written, between the parties, and all modifications of this Agreement shall be in writing and approved by both Parties. i; €f 14,10 M~BG@]19g• 14.10.01 CQ Un .erDA -s. This agreement may be simultaneously executed in sever&l counterparts, and all such counterparts executed and deliveredt each as an original, shall constitute but one and the same instrument. 14.10.02 Further Assurances. Each Party to this Agreement will promptly and duly execute and deliver to the other Parties hereto such document and assurances and take such other and further action as a Party hereto may from time to time reasonably-request in order (a) to carry out more effectively the intent and purpose of this Agreements or (b) to establish and protect the rights and remedies; created or intended to be created in favor of a Party hereto= or (c) as may be reasonably necessa-.y and convenient in the - conduct of a Party's business affairs. 14.10.03 CAOtlonm. The captions of the various sections and paragraphs herein are intended for convenience or reference only and shall not define or limit any of the terms or provisions hereof. 14 ,3,0.04 Qnverni nrg ,awa. This ?agreement shall in all respects be governed by and construed in accordance with the laws of the State of Texas, including all matters of construction, validity and performance. i 14.10.05 Unefitq of this Agreement. This Agreement is for the benefit of the Parties hereto and shall not ba construed to confer any rights or benefits on any th!.rd party. 14.10.06 Amsndmsnt Neither this Agreement nor any terms hereof may be terminatod, amended, supplemented, waived or modified except by an instrument in writing signed by the Party hereto against which the enforcement of the termination, amendment, supplement, waiver or modification is sought. 14.10.07 sucneseion. All covenants and agreements contained in this Agreement shall be binding upon, and inure to the benefit of, the Parties hereto and their respective successors and assigns. 14.10.08 itsgal1ikttgIy _ es. This Agreement and all operations hereunder are subject to the applicable cederal and state laws and the applicable ordinances, orders, rules, and regulations of any local, state or federal governmental authority having or asserting jurisdiction; but nothing contained herein shall be construed as a waiver by either Party or UNTON of any right to question or contest any such law, ordinance, order, rule, or regulation in any forum having jurisdiction in the premises. 14.10.09 Waivar. Failure of a Party to this Agreement to insist, on any occasion, upon strict performance of any provision of this i T-- Agreement, including, without limitation, the provision of Section 16.04 dealing with default, shall not be considered to waive the obligations, riq?its and/or duties imposed upon any Party hereto. ARTICLE 15 DEFINITIONS The words and phrases included in this document shall have the meaning and understanding of common usage in the context applied, Words and phrases used in the context of industry jargon shall have the meaning as consistently applied in the industry. Certain words and phrases shall have the meaning and understanding as defined i belows f (1) ADVISORY CONNITTEEs The committee composed of 1 i representatives of the Parties established pursuant to Paragraph 4.05. (2) COST OF CON5TRUCTIONs All direct and indirect costs and expenses reasonably incurred by or on behalf of the Parties with ~ J respect to the Project that are properly chargeable to the study; f acquisition, design, engineering, licensing, installation and f construction of the Project and making it ready for operation, j including, but not limited to, the costri of all payroll, related employee benefit costs and employee expenses properly chargeable to the Project, Credits relating to such costs, including insurance proceeds, shall be applied to Costs of Construction when I received. (3) COOTS OF OrERATIONs All direct and indirect costs and expenses reasonably incurred by or on behalf of the Parties with S i I j 1 respect to any portion of the Project, subsequent to the Date of Substantial Completion of such portion of the Project, that are properly chargeable to the operation, maintenance, shutdown, or disposal of such portion of the Project, including but not limited to, labor costs, all payroll costs, related employee benefit costs, and employee expenses properly chargeable to the Project, the costs of recruiting and training the operating staff for the Project, the costs of repairs, renewals, replacements and modifications necessary to assure design capability in keeping with Prudent Utility Practice or necessary to obtain the approval of or to comply with the requirements of governmental agencies having jurisdiction, and the costs of betterments, modifications and other € capital additions to such portion of the Project. Credits relating to such Cost of Operation, including insurance proceeds, shall be applied to Cost of Operation when received. (4) DATE OF SUBSTANTIAL COMPLETION! The date fixed by the Construction Contract as the point in time when the portion of the Project that is being placed in operation is ready for use by the contracting parties, (5) MATTERo Any subject, or any aspect thereof, arising out i of or relating to the interpretation or performance of this Agreement, including any proposal that may be made by any of the ~ I Parties. (6) PARTICIPATIVE SHAM The fractional share of ownership ~ I apecified in Paragraph 3.02 hereof, or as the same may be adjusted Xrom time to time. IC a. s~rJ)a.a (7) PARTY OR PARTIESs Means DENTON or the DISTRICT, either individually or collectively, as the context may indicate. (8) PROJECTS As defined in Article 1. (9) PRUDENT UTILITY PRACT,ICEs Any of the practices, methods and acts generally accepted by a significant proportion of the water utility industry, or any of the practices, methods and acts that, in the exercise of reasonable judgment in the light of the facts known at the time the decision was made, could have been expected to accomplish the desired result at the lowest reasonable G f coats consistent with reliability, safety and expedition. Prudent Utility Practice shall apl,ly not only to functional parts of the Project, but also to appropriate structures, landscaping, painting, signs, lighting and other facilities and public relatf,ons programs reasonably designed to promote public enjoyment, understanding and Mcceptance of the Project, Prudent Utility Practice is not intended to be limited to the optimum practice, method or act to the exclusion of all others, but rather to be a spectrum of---- possible practices, methods or acts (10) WILLFUL ACTIONt (a) Action taken or not taken by a Party at the direction of its governing body or board, which action is knowingly or intentionally taken or not taken with intent to cause injury or damage to anotherl or (b) Action taken or not taken by an employee or agent of a Party, which action is intentionally taken or not taken with intent to cause injury or damage to another and which action 1 lSpx. a:.ze<;.~r- r 1 N l or non-action is subsequently ratified by the Party employing such employee or agent at the direction of its said governing body or board. f Unless within the scope of (a) or (b) above, Willful Action does not include intentional acts or omissions of an employee of a party for which it is legally responsible solely because of the t master-servant relationship between it and its employees. (11) DEMANDS The volume of water required to meet the needs of any customer(s) over a certain fixed time period. The demand may be expressed in units appropriate for the particular applica- tion. I (12) RESERVE CAPACITYt Any capacity not currently needed to accommodate normal peaking conditions plus reasonable capacity in anticipation of future growth. E (13) CAPITAL COSTS: All legally allowed costs for physical ` plant improvements including, but not limited to site location studies, engineering studies and design, surveying, testing, inspection, land purchase, construction, bond issuance, etc. These axe essentially the same as COST OF CONSTRUCTION as defined herein. IN WITNESS WHEREOF, the parties acting under authority of their respective gov6rning bodies have caused this Agreement to be executed as of the day and year first herein above written. i T}a NIH£!yG~ f ;WI i CITY OF DENTONt TEXAS BOB CASTLEBERRY, MAYOR 1 ATTESTt JENNIFER WALT--y, CITY SECRETARY BYt APPROVED AS TO LEGAL FORMt DEBRA A. DRAYOVITCH, CITY ATTORNEY BYt ATTESTt UPPER TRINITY REGIONAL WATER DISTRICT BYt SECRETARY, BOARD OF DIRECTORS PRESIDENT, BOARD OV DIRECTORS UPPER TRINITY REGIONAL WATER DISTRICT i APPROVED AS TO LEGAL FORMt UPPER TRINITY REGIONAL WATER DISTRICT BYt ~'ra '4 Rptia f EXHIBIT A project Delaxi nt on and Man (To Be supplied) i ~ i i i i I 3 h I I i EXHIBIT B Li.s:t of licenses, permits, contracts, obligations and commitments and the amounts expended and committed prior to Contract Date. Notation as to current status and possible future modification. { (To Be supplied) i i I i I i i II j I 1 { j E ~i El EXHIBIT FIELD NOTES to all that certain tract of land situated in the r 1322 Cou Sylvester Williams axt of the called 50uacre tractldescribed innthe Texas and being ng a a p p deed from M. U. Duncan et ux to Alfred B. Coulter of ux recorded in Volume 383, Page 552 of the Real Property Records of Denton Texas, and being a part of: the called 50.82 acrteo tract Counidesc y, ribed in the deed from Lonnie H. and Pauline 384e of the Rent and Corda Neblett recorded in Volume 368, page Property Records odeDenton County, e followsxasl the subject tract being more particularly BEGINNING for the northwest corner of the tract being described herein, at a Government market stamped 204-2r 209-11 1982 situated ribed at the southeast favor of fthe the called United States5ofcAmericat(hereafter in a. a judgment referred to as "the •E recorded the 1091pmPage the Real Property Records o F being the southwest corner of the called 1.64 acre tract described ded in of rDenton Real Property reco in the 4deed from Page Alfred 702 oaf Coulter Volume County; THENCE north 810 02' 48" east along the Government propferty f' i line below nm the maarker,La 2 inch iRoberts a ron pipe atsaafence corner atthe to a gov southeast in the west right-of-way of McReynolds Road; of the Coulter nu lRoad a distancetof THENCE south 000 301 511 east with the east st righteof-way of McReynolds Tract along the we 600.00 feet to an iron rod set; THENCE south 890 29' 02" west a distance of 302.25 feet town j iron rod set in a north and south fence line; THENCE south 006 23' 15" east along tits general course of fthe or fence most of the way a distance, of 939.56 feet to a point corner; THENCE south 89° 17' 12" west a distance of 659.44 feet to the Jack and northeast Tcorner illery of L. the Sk tract described in Volume 599~,oPage 29 o2 Edith Tillery to to R. the Denton County Deed Records; THENCE south 890 47' 46" west a distance of 552.19 feet to an iron rod found at the northwest corner of the tract described in j the deed from Diane Leslie Hinton to Cornelius L. Mills at ux recorded in Volume 1518, page 26 of the Denton County Deed Records; ~r5e - LnVFtt!? `'.SbLSPJn. 4 THENCE north 890 55' 31" west a distance of 60.0 feet to an iron rod from the northeast corner of the tract described in the deed from H. H. Neblett to G. V. Moerbe recorded in Volume 1055, Page 5 of the Denton County Deed Records; THENCE north 890 55' 16" west with the north line of the Moerbe Tract a distance of 250.81 feet to an iron rod found at the northwest corner thereof and the northeast corner of a tract described in the deed from J. B. Neblett to J. A. Boyd :recorded in Volume 1016, Page 716 of the Denton County Deed Records; THENCE north 890 431 08" west with thq north line of the Boyd Tract a distance of. 125.01 feet to an iron rod found, the northwest corner thereof in the west line of the Neblett Tract; THENCE north 000 35' 40" west with the west line of the Neblett Tract along a fence a distance of 1245,40 feet to a Government marker stamped 109-2, 204-1, 1982 situated at the southwest corner of the said 45.25 acre U.S.A. Tract= l THENCE north 810 07' 16" east along the Government property line and below the dam at Lake Ray Roberts a distance of 994.48 feet to the PLACE OF BEGINNING and enclosing 55.9895 acres of land. i ~ i a CITY OF DENTON / UTRWD OPTIONS FOR COOPERATIVE DEVELOPMENT OF A DENTON COUNTY REGIONAL WATER SUPPLY SYSTEM CONTRACTUAL OPTIONS WITH DENTON y INTERIM WHOLESALE WATER WATER TREATMENT Imo- w RAW WATER TREATMENT & TRANSMISSION PLANT JOINT v_1 u.l OWNERSHIP Q Z SUPPLY - SERVICES^ - • ON ddlNa 4*P f11"I.INITY TO PUI46HAW OAW WA'1ER FROM DSNT4N'$,AVMLAkE SIIIaPLY CL • FIRST 0,8 M.00 AT DAl l J18 L PRICE N ' W • BALANCE AT "*k OF 3 • DALLAS -UTRWD • DALLAS -UTRWD RAW WATER RAW WATER AGREEMENT AGREEMENT • COOPER WATER • COOPER WATER I _ 15116 DENTQN~ +4S'i`Xr iJTRWn r sx 'I WT(' JQkM7 4WNER84(If' s r ~,9 Man;k"IXED.WHC?LE$A(.E i F^ • DISTRICT DEVELOPS TREATMENT • DISTRICTI)EVELOPSTREATMENT CAPABILITY FOR SOUTHERN CAPABILITY FOR SOUTHERN AND EASTERN REGIONS OF AND EASTERN REGIONS OF < DENTON COUNTY DENTON COUNTY .11,611,1. ~ 11` 11IU~iN ~ . '";i ~ • w~nLEJALE TRANSMIB&(4N , ~ I 1 ~ ~ 1 I ti~~11 $EHV1G~s ~iiC~M WrP ~ IAIc#~ ' RAY R4HI:HT$ s. 0 O WHnLEBALii T1 N$IN($$(AN' Z >~~avtr.~~-rHpoua~i br~Nta~~>~ 'I ~ $vsr~lw uslNa,LINRB f2" DIAMC'1EflA"O_ RO R_. 3 - • DISTRICT DEVELOPS • DISTRICT DEVELOPS TRANSMISSION SYSTEM TRANSMISSION SYSTEM k- THROUGHOUT BALANCE OF THROUGHOUT BALANCE OF DENTON COUNTY, 60% STATE DENTON COUNTY, 60% STATE (TWDS) PARTICIPATION (TWOS) PARTICIPATION 4 UTRWD CONTRACTS "WHOLESALE" WATER CONCEPT TWO CONTRACTS - Interim Sale of Raw Water - Water Treatment & Transmission Services SERVICES PROVIDED FROM j i -Existing System & Future Combined system UTRWD Provides Own Raw Water Denton makes available some raw water - 500,000 gal/day bought from Dallas - Excess Water from Ray Roberts Lake , i G f TREATMENT & TRANSMISSION SERVICES CONTRACT Initial Phase *From UTRWD Pipeline Completion a. Ray Roberts Water Plant Construction eVolume can change from year to year *Denton & UTRWD share in Reserve Capacity Rates -Varlable costs-same 0/1000 gals as Dtn f I -Fixed Costs Return on Investment % of Assets x (int.rate + 1.5%) Depreciation ' 4% wreet Rental Fee Some operational costs r. . Z I yi I I i I t UTRWD % of Assets for Interim Term UTRWD Peak GPD x Total Assets Total System Peak GPD i I E E , IGr!AC"P..i3 P REMAINING TERM OF CONTRACT OAFTER CONSTRUCTION OF RAY ROOTS PLANT -UTRWD to declare permanent capacity they desire (est. 6 MGD) ! -Volume fixed for term of contract (10 to 20 years) Rates -Variable costs-same 0/1000 gals as Ptn C -Fixed Costs Return on Investment % of Assets x (int.rate + 1.5%) { Depreciation 4% Street Rental Fee Some operational costs r' UTRWD % of Assets for Fixed Capacity Total Fixed Costs x UTRWD Capacity Total Plant Capacity (GPD) I i - 1 r I 1 ,y.. t.vaaar, } I f INTERIM RAW WATER CONTRACT • Interim Only • encourages UTRWD to Seek other longterm raw water 5009000 CPD to 2005 Two Five•year Extension Options - Price equal to Dallas' Price • Excess Water from Ray Roberts Lake - Volume can change from year to year - Price• 80% of Dallas' Price • Contract contingent on transfer of Corinth & LCMUA to UTRt' D 1 y.•s 4,511Fpt' HNN. i I I PRINCIPLE ISSUES - Raw Water is Interim Essentially renting treatment capacity space -Treatment Capacity is from Combined Systems l (not just new plant) - Fixed amount of capacity made available to UTRWD I - No guarantee of future treatment capacity - Will depend on successful I relationship in this contract I I I I i i ii~Ar A{i lPiG f Ui OPTION FOR CONSIDERATION { f -Denton Plan for combined UTRWD equity ownership & treatment service I 1. Use "modified" joint membership contract (for 4,9 MGD) I` PLUS 2. Treatment & transmission Services a Contract (for 1.1 MGD) 1 3, Interim Raw Water Contract t . r<. 1 tj 1 I CITY OF pENTON CITY COUNCIL MINUTES NOVEMBER 5, 1991 f The council convened into the Work Session at 5:15 P.M. in the Civil Defense Room. PRESENT: Mayor Castleberry; Mayor Pro Tem Hopkins; Council. Members Alexander, Perry, Smith and Trent. ABSENT: Council Member Chew ( I. The council convened into the Executive Session to discuss legal matters (considered settlement in Hunter C4mi v. City_ of Ci Denton et al and considered settlement offer in Gor er v. real estate, and personnel/board appointments. Council Member Chew joined the meeting during the above discussion. 2. The council received a report and held a discussion regarding I legislation passed by the 72nd Legislature that mightboth have an impact on the Municipal Court procedurally, fiscally or . i Harlan Jefferson, Treasurer, stated that the report was prepared in I response to the city council's request for staff to meet with the Municipal Judge and prepare a detailed analysis of the recently approved state legislation affecting the Municipal Court. For each bill, a summary, impact analysis and recommendation where appropriate was provided. Staff members providing input regarding the bills included the Municipal Judge, Chief of Police, Assistant ,I City Attorney and Treasurer. House Bill No. 2 This bill added the requirement of showing evidence of financial responsibility in order to register vehicle, driveris licensehielt inspection or upon applying or renewing a E also specified the types of acceptable evidence of financial responsibility. The bill reworded the language creating the offense of operating a motor vehicle without required evidence of financial responsibility and provided for an increased penalty range. The overall effect of this bill- would be an increase in the number of motorists able to show evidence of financial responsibility, resulting in fewer citation for this violation. Xn addition, the City would be required to train staff on the types of evidence acceptable to satisfy the requirement of financial responsibility, have police officers check the suspected violator's driving history and file higher charges through the District Attorney's office for second and subsequent offenses which would be outside the Municipal Court jurixdiotio , update the Affidavit of Probable cause to reflect new tyl'.as of evidence acceptable to show financial ,responsibility, change the citation to reflect the new name of convictions}.e ThAct and e recommendation of the Committee regarding the City i City of Denton City Council Minutes November 5, 1991 Page 2 complete the action needed to become in full compliance with H.B. No. 2. Consensus of the council was to proceed with the staff recommendation. ouse,Bill No 70 This bill provided for an additional $3 court cost to be assessed on all convictions under the Uniform Traffic Act. These funds were to be maintained for the municipality. The bill also changed the eligibility requirements for a person attending a driving safety course and created a condition that the defendant provide the Court with proof of financial responsibility before a driving safety course may be granted. Staff recommendation was to continue complying with H. B. 70. Consensus of the Council was to proceed with the staff recommendation. K~{»~ gill xo, 166 F House Bill No. 166 prohibited state agencies and political f subdivisions from establishing or maintaining a system for. evaluating, promoting, compensating, or disciplining a peace officer based on the issuance of a specified number of traffic j citations or a municipal court 'judge based on the amount of revenue collected from traffic convictions. It did not require any action F by staff or the City. House Bi11 No. 4Q7 This bill related to increasing tie fine for certain misdemeanors and amended some court costs. The only action required of staff was programming changes to the municipal court software which would accommodate the new court cost. This was done in September. It was recommended that the City continue complying with H. B. 407. It was possible that the Judge would inr.rease fines for these offenses either on a case by case basis or on a sliding scale based on the prior record of the defendant, however, it was not anticipated that there would be any drastic increases. Consensus of the Council was to proceed with the staff recommendation. HQyse Dill No.- 698 This bill amended provisions of the Uniform Traffic Act relating to 'TIS ' !t city of Denton City Council Minutes November 5, 1992 Page 3 driving safety courses and provided that the court may exercise discretion in granting a request to take a driving safety course ~ under either the mandatory or permissive sections upon the written k motion of the defendant submitted to the court at any time prior to final disposition. The legislation also created a new requirement j j that in the event a defendant failed to provide proof of course completion within the time allotted by the court, the court must notify the defendant in writing of the default and require the person to appear for a show cause hearing. if the defendant could show good cause why the proof of completion was not submitted to the court as required, the court may allow an extension of time during whi^.h the defendant may submit the uniform certificate of course completion. It was recommended '-hat the City not extend the time period a defendant had to request to take a driving safety course and cumply with the remainder of the bill. E Consensus of the Council was to proceed with the staff recommendation. 1 House Bill No 944 I i This bill granted a municipal court additional jurisdiction for criminal prosecution of juveniles. The municipal court jurisdiction had been extended to include offenses involving a misdemeanor punishable by 31ins only other than the nffense of public intoxication. Staff recommendation was to waive the new jurisdiction. This was recommended are the court would have no enforcement capability to asoure compliance with its judgements, , less effective than the county's juvenile This would make the City court. Additionally, when considering the minimal fine amounts and the fact that payment would only be on a volunteer basis, the time, energy, and effort exhausted on these cases would not be offset. It was felt that the City could! only do an effective job with these cases if a teen oourt were established. Consensus of the Council was to proceed with the staff recommendation. House Bill 960 This bill provided that a municipal court judge had the discretion to allow a defendant to enter a treatment program for chemical dependency and upon completion of this program, gain dismissal of a pending criminal charge. The primary difference between this bill and the municipal judgels Existing authority was that the bill did not allow for the assessment of a special expense to cover the cost of administering the case. It was believed that the State wanted to provide alternatives to fine payment for dealing with a 1 ii !t 1 City of Denton City Council Minutes November 5, 1991 Page 4 K Class C offenders. It was recommended by staff that as a standard practice, the City continue to offer deferrals for this situation. That would permit the City to ,harge a special expense to offset administrative costs. It was believed that most defendants would rather pay the special expense fee than be convicted of a crime. Consensus of the Council was to proceed with the staff recommendation, House Bill No 1342 House Bill 1342 created an offense for a person to knowingly falsify any information or verification required in connection with a commercial driver's license. An operator of a commercial vehicle could not attend a driving safety course and be granted a deferred adjudication for dismissal of a traffic offense if the offense was one defined as a serious traffic violation. This bill would require staff training, a change in the City's citation, and a change in the municipal court software. It was recommended that the City comply with the bill by revising the citation form and the Municipal Court software. Q Consensus of the Council was to proceed with the staff recommendation. House 21 No, 2183 This bill created penalty enhancements for the offenses of Purchase of Alcohol by a Minor, Consumption of Alcohol by a Minor and Possession of Alcohol by a Minor, it also provided that the court f may require a defendant upon a first conviction for any of the previously listed offenses to attend an alcohol awareness course approved by the Texas Commission on Alcohol and )rug Abuse or a similar alcohol awareness course approved by the court. A mandatory portion of the bill would require the municipal court to maintain history files on Alcoholic Beverage Code violations in order to assess the proper fine amount. It was the staff recommendation to utilize the existing deferral program instead of the discretionary portion of this bill. Consensus of the Council was to proceed with the staff recommendation. Senate Bill No. 355 This amendment specified that the law enforcement agency that executed the arrest warrant or capias may request payment of this fee from the Court, provided that the request was made not later T r 1 f~ City of Denton City Council Minutes November 5, 1991 Page 5 than the 15th day after the date of the execution of the warrant. This situation may be handled by an interlocal agreement between law enforcement agencies. The executing agency would not seek to claim { processig 1w enforcementlagency.w w the the Staff recommended that City enter into an interlocal agreement and develop a mechanism to process requests from jurisdictions that were not a part of the agreement. Consensus of the Council was to proceed with the staff recommendation. Senate Bill No 460 This bill allowed for the assessment of court costs not to exceed $5 for cases involving parking or stopping vehicles in violation of ' City ordinances. The funds generated from this new fee were to be 1 earmarked to fund city programs for school crossing guards. In the event the city did not operate a school crossin city may deposit these funds in an interest bearingp account ror expend these funds for programs designed to enhance child safety, { health or nutrition, including child abuse prevention and inte~Avenrion and drug and alcohol abuse prevention. it was recommended that the City not increase this court cost on parking or stopping vehicle violations. This would conflict with the City Council's major budget issue decisions. Additionally, it was recommended to utilize the revenue from the mandatory court cost to offset the City's existing child safety program. Consensus of the Council was to proceed with the staff recommendation. Ana g Bitt a~ This bill provided that driving safety courses, in order to be acceptable for dismissal of violations of the Uniform Traffic Act, be conducted in central Education Agency approved schools. Also the court's authority to approve any other types of completion documentation was eliminated, It was recommended that the city comply with this bill as there were no discretionary areas of the bill. Consensus of the Council was to proceed with the staff recommendation. Senate Bill No, SQ3 This bill allowed a peace officer to issue a citation that gave an I' City of Denton City Council Minutes November 5, 1991 'h Page 6 accused written notice of when and where to appear in front of a magistrate rather than taking the person into custody. Staff recommendation was that whenever feasible, the City issue a citation as opposed to arresting defendants. Consensus of the Council was to proceed with the staff recommendation. Jefferson continued that many of these bills increased the workload of the Municipal Court by adding time consuming tasks. The staff was already overburdened with procedural changes resulting from case law evolving in higher courts. Increasing the Court's ! automation capability should occur before attempting to evaluate the staffing levels. Three potential areas of improvement were an automated answering phone system, a word processing system, and initiate the process to rewrite or replace the municipal Court, computer system. The emphasis would be on locating the most cost effective system to meet current and foreseeable future needs. The Council then convened into the Regular Session at 7:00 p.m. in the Council Chambers. j 1 PRESENT: Mayor Castleberry; Mayor Pro Tem Hopkins; Council Members II Chew, Perry, Smith and Trent. ABSENT: Council Member Alexander j 1. Pledge of Allegiance I i The Council and members of the audience recited the Pledge of Allegiance. i 3 Council Member Alexander joined the meeting. 2. The Council considered approval of the minutes of the Regular Session of October 15, 1991 and the Work Session of October 22, 1991. Mayor Pro Tem Hopkins asked that the minutes be considered separately. Hopkins motioned, Perry seconded to approve the minutes of October 15, 1991. On roll vote, Alexander "aye", Hopkins "aye", Smith Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously with council Member Trent abstaining. City of Denton City Council Minutes November 5, 1991 Page 7 Perry motioned, Chew seconded to approve the minutes of October 22, 1991. On roll vote, Trent "aye", Alexander "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously with Mayor Pro Tem Hopkins abstaining. 3. Yard of the Month Awards This item was pulled from consideration. G The Mayor presented a proclamation for "Adopt-A-Spot Month". 4. citizen Reports A. The council received a citizen report from Richard ` Walters regarding City services on Daniel Street. Mr. Walters stated that there was no police protection in the area and drug dealers were living next door to him. He had been promised that the police protection would be doubled in the area ! but that had not happened as of yet. He did not feel safe in his neighborhood. The City had a sewer running through his land which he had given the city an easement for. There were illegal aliens in. his neighborhood. Garbage pickup was erratic. He paid taxes and should receive services. He asked the Council to help the neighborhood. Mayor Castleberry thanked Mr, Walters for his comments and stated that the City Manager would check into his concerns and would reply to those concerns. B. The council received a citizen report from Artist Thornton regarding a Police Review Board. Mr. Thornton stated that he was concerned for many others in the City of Denton and a concern which was affecting the students. He was asking for a Police Review Board. The Hoard would be made of members appointed by the Council and would not receive any compensation. The purpose of the Board would be to listen to the citizens and make recommendations from the citizens complaints to the City Manager. The Board was to exist to enable citizens to speak to a Board and eyplain complaints or the situation that needed to be reviewed. There would be a Technical Committee which would have the power to issue subpoenas. The Board would listen to a complaint and would vote on whether or not to issue a subpoona. If the vote was to issue a subpoena, the Technical Committee would process the subpoena. If the Board wanted to issue a subpoena but the Technical Committee, did not feel there was a need for a subpoena, tho Board could come to the council and ask for a ti ~a I ti ~t city of Denton city council Minutes November 5, 1991 Page S subpoena. The Board would not be a threat to the City officials in Denton nor was it a threat to the Police Department. It was a way for the citizens to address a Board other than the City police and the Internal Affairs. There were many complaints not processed as the citizeno felt uncomfortable having to u;se the Internal Affairs Division which was a part of the Police Department. He requested a public hearing at the next Council meeting regarding this issue and a City ordinance. 5. Public Hearings A. The Council held a public hearing and considered an ordinance amending the sign ordinance. (The Planning and Zoning j commission recommended approval 5-1 at its meeting of October 23, 1991.) Frank Robbins, Executive Director for Planning, stated that there j were two provisions recommended in the ordinance, a temporary use permit and new variance criteria. Nonconforming signs could be altered with a temporary use permit, so long as the sign become no more non-conforming, until January If 1996. All temporary use i permits would expire on January 1, 1996. No more temporary use permits would be issued after January 1, 1996. The temporary use permit would be renewed annually. Guarantee of removal of the sign or making it conforming would be required in the form of a bond payable ;o the City or a cash deposit. A permit to alter the sign, called a work permit, as with all signs, would be required. The altered sign must make use of the existing supporting structure. III The property owner would be required to remove the sign within 30 days of expiration of the annual permit, if not renewed, or January it 1996. The temporary use permit fee would be $35 for a transfer fee and $5 for the work permit. All legally non-conforming signs were grandfathered. 'the first two variance criteria would be replaced with the following wording "literal compliance with the sign regulations would cause an unnecessary hardship because the property had a unique condition or f6ature that was not generally common to other properties". The Mayor opened the public hearing No one spoke in favor. Joe Dodd felt thin the temporary amendments were not the remedy and was only a cosmetic solution. The sign ordinance had been the additional killing factor which had raised homeowner's tax rates, kept some new businesses from opening, had eliminated real jobs in surviving shops and had killed marginally successful operations. The original ordinance was an effort to put one man out of business l i City of Denton City Council Minutes November 51 1991 Page 9 and to outlaw tacky neighborhood signs. He felt that business owners did not need the City's permission to advertise their business. He stated that on December 2nd he would file a petition for an initiative and on December 7th a drive would begin to collect the less than 900 signatures needed to put the question of the sign ordinance before the citizens of Denton. The new ordinance would restore business rights. The proposed ordinance would read " for six months, from the enactment of this ordinance, there shall be no inhibitions by the City of Denton against commercial signage on private property. All previous such ordinances shall be null and void". i Chuck Fremaux stated that according to the current ordinance, the sign on his business, which was in code when it was erected, was now no longor in code as he wanted to change the logo on the sign. He felt the proposed amendments to the ordinance would not be worth his time or any other small business owner's money or time to put f up for a four year period. He felt four years was not fair. He felt the annual permit was merely a sign tax and the sign ordinance discouraged business in Denton. If the sign was in code when it was put up, why would it have to be taken down if the only change to it was a change of its face. Council Member Trent stated that there would be a four year period E in order to change the signs. Fremaux replied that that was not enough time. Four years was not i acceptable. His sign was in compliance when originally erected and as he was only changing the pant. on the sign, why would it still not be in compliance. According to t,. current ordinance, the sign 28' high was now too high and should be 20' high. City Manager Harrell stated that with the current ordinance,. before a change could be made to the face of a sign, it would have to conform to the provisions of the ordinance. With the provisions of the amendments, the current sign would be used for four years before it would have to conform to the sign ordinance. if the amendments were not passed, Fremaux could not use the current sign at all. Fremaux replied that the original ordinance and the proposed amendments were not acceptable. The Mayor closed the public hearing. Council Member Trent stated that the back-up materials indicated that all legally non-conforming signs would be grandfathered. if one of the goals of the City was beautification, why were there i ~wa. YfixrV,~ N-` brbY"tie~~ a city of Denton City Council Minutes November 5, 1991 Page 10 signs grandfathered. That would not allow the city to reach its goal. Robbins replied that it related to the options available.~,or There the was no legal way to tako all the signage without paying signs and there was no longer an amortization program. -~f a sign materials that cared a was new and there were a new sign and that signiwould message, then there would have htogbe a of h have to conform. 4 Council Member Trent asked how many signs would still be non. j conforming but which would be grandfathered. Robbins replied hundreds. I Council Member Trent stated that only a small percentage would be 4 impacted of the sign community. effectwould be correct. Robbins over replied time there would annual be pobasis, sitive that However, Council Member Perry stated that there were triggers which would eventually take out most of the non-conforming signs even the grandfathered signs, in time. Robbins replied correct. I Council Member Perry asked what the triggers were for making a non- conforming sign, conforming. Robbins replied that the sign might be abandoned, it no longer applied to the business it was advertising or the face was gone with only the supporting structure left. If the sign were damaged more than 60% of its value, it could not be replaced. If the sign h were altered, such as the material which held the sign or a face change, then it would have to conform. The following ordinance was considered: T' _ w VIII I City of Denton City Council Minutes 0 November 5, 1991 Page 11 91-156 AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AMENDING THE SIGN REGULATIONS OF CHAPTER 33 OF THE CODE OF ORDINANCES TO ALLOW THE TEMPORARY USE OF A SIGN THAT REPLACES OR ALTERS A NONCONFORMING GROUND SIGN; PROVIDING FOR PERMIT PROCEDURES AND REQUIRING SECURITY TO INSURE COMPLIANCE) AMENDING THE CRITERIA FOR RECEIVING A VARIANCE AND ALLOWING THE SIGN BOARD OF APPEALS TO IMPOSE CONDITION; PROVIDING FOR A MAXIMUM PENALTY OF $2000 FOR VIOLATIONS THEREOF; AND PROVIDING FOR AN EFFECTIVE DATE. I , Council Member Perry motioned to adopt the ora .••nce with the following amendment - strike Sections I, II, IT'. a: i IV from the proposed amendments and start with Section V. a great deal of study, discussion and thought, a sign ordinance was adopted two } years ago. The ordinance was designed to put some kinds of controls on signs. Much input had been received for the original ordinance. A number of businesses had complied with the ordinance. His motion would allow a continuation of the appeals process with some variances. There would be a process for a businessman to approach the Appeals Board and request relief. It allowed the current process to continue. There were plans in the capital improvements program to widen University Drive and put the utilities underground. He felt that if the ordinance were kept in place and the appeal process used, the process might increased. Council Member Alexander seconded the motion. i j Mayor Pro Tem Hopkins stated that she generally followed the i recommendations of the recommending Board as they had spent many additional hours on issues. She did not see a reason to change that philosophy in this case. The biggest problem with the sign E ordinance was the face change problem. The Planning and Zoning Commission had many discussion regarding this issue and voted 6-1 to recommend the amendments. A look at the current economy was needed. She could not vote to take out the sign face change. Council Member Trent questioned if the ordinance needed to be postponed in order to look at both Council Member Perry's concerns and Mayor Pro Tem Hopkins' concerns. Mayor Castleberry stated that the motion as proposed by council Member Perry did not alleviate the problem with the Appeals Board. The original ordinance put too much pressure on businesses and was unfair to new businesses. Council Member Chew agreed and felt that the amendments would put -T- 1% 1W 4 I City of Denton City Council Minutes November b, 1991 Page 12 the ordinance to rest. He felt the council should accept the recommendations by the Planning and Zoning Commission. Council Member Smith felt that more input was needed. She felt the j bonding and permitting needed more study and felt that perhaps a work session on the changes was in order to perhaps work out a j compromise. Council Member Alexander stated that the community had spoken. He felt that the sign ordinance had created difficulties but that the j advantages and disadvantages needed to be weighed. There had been a long and careful consideration by all of the various groups l within the City with ample opportunity for input plus several € public hearings. The decision to pass the original ordinance was a good decision. He felt Viat a careful reading of the minutes of j the Planning and Zoning Commission revealed a feeling that some of I the members felt the Council wanted a revision and so they made one. If the beautification program was to be taken seriously, the amendment as proposed by council Member Perry needed to be passed. The proposed ordinance was unfair to the businesses which had already complied with the ordinance. Council Member Perry stated that the first four sections of the proposed ordinance stopped the process already in motion. Council Member Trent felt that Council Member Perry's motion was perhaps a step in the right direction but that it had not been studied enough. On roll vote, Trent "nay", Alexander "aye", Hopkins "nay", Smith "aye", Chew "nay", Perry "aye", and Mayor Castleberry "nay". Motion failed with a 4-3 vote. Chew motioned, Hopkins seconded to adopt the ordinance as presented. Council Member. Alexander stated that he would vote for the portions of the amendment which related to the changes of variance procedures. He could not vote for the changes relevant to extending a four year period, Council Member Trent stated again that perhaps the ordinance needed to be studied further and perhaps needed to go to a conference committee for further analysis. Council Members Perry and Smith agreed. i s, City of Denton City Council Minutes November 5, 1991 Page 13 on roll vote, Trent "aye", Alexander "nay", Hopkins "ayet', Smith "nay", chew "aye", Perry "nay", and Mayor Castleberry "aye", Motion carried with a 4-3 vote. i B. The Council held a public hearing to consider alternative plans for adjusting voting district boundaries and gave staff direction with regards to preparing an ordinance, Harry Persuad, Senior Planner, stated that there were five plans originally presented. Options A and E had considerable interest. He presented the changes in district lines for options A and E. Option E had four split county precincts. Total district changes ` in regards to population was approximately 11,698. The Black population would total 19.28$ and the Hispanic population would total 15.7% which was a greater enhancement in tsrms of minority voting strength. Council Member Chew pointed out that while District One was enhanced with m i norit f areas. Y population but it was diluted in the other i Persuad continued that Option A showed the minimum amount of changes for voters. There were five split county precincts. He indicated to Council the changes in district .lines. Total district i changes in regards to population was approximately 2,159. The Black population had a 16.56% in District One and a 12.92$ of Hispanic population in District one. The Mayor opened the public hearing. i Winn Walton stated that there were three primary criteria mandated by law which must be followed in municipal redistricting. They were (1) the districts must be about the same size (2) "every effort" must be made to enhance the voting strength of minority groups, and (3) the district lines must be drawn "as far as possible" following the county precinct boundaries. Plan E showed the greatest amount of minority enhancement with 19%. Plan A showed 16% and the current plan was a little less than that figure. The primary concern of the students was that they were split into three different districts. They would like to have all the students in one district so that they could be represented on the Cout:cil. Plan E did move more people than Plan A did but sometimes that !..,-is necessary in order to make things better. Plan E met the criteria required by law better than any other plan. Council Member Trent asked Walton how many student districts were the same In Plan B. r City of Denton City Council Minutes November 5, 1991 Page 14 Walton replied that Plan B moved the boundaries even more and split the students even more. Council Member. Alexander stated that there was a high percentage of University of North Texas student population which lived all over Denton and by concentrating a boundary line in and around the i campus, was there really an increase in the percentage of student Illf voters within that district in a significant way. Walton replied that he understood that roughly 70% of Precinct 410 was between the ages of 20-30. The Students were highly concentrated on the campus. Bill Miller presented overheads on levels of voter concentration in the various precincts, the percent of people between the ages of 18-24 who were registered to vote in the precincts, the % of voters 25-30 who were registered to vote in the precincts, and the % of registered voters under 30 years old. He felt the students and minorities would be better served if they were more unified rather than split. Commuter students made up 13,000 of the total 27,000 j student body population. Most students lived near the campus and he encouraged the council to unify the campus area. t r 9 j Carl Young supported Plan E. He felt that a 6-1 plan was the best for the City but supported Plan E as an option. He felt that a 6-1 plan would put Denton closer to the people and reduce the expense III of the council. Plan A violated the spirit of the Voting Rights Act. Minorities did not have fair representation with Plan A as it diluted the voting strength for minorities. Plan E could be adopted for a year and then hold a charter election for a revision of the districts to a 6-1 plan, He stated that if the Council adopted Plan A he would file a suit for a 6-1 plan. I Michael Alves spoke in support of Plan E, He felt a 6-1 system was better but that Plan E was a good compromise. He had experienced problems with the City which started out as minor problems and now were larger. He felt those problems were due to the fact of his age and the fact that he lived near the campus, It the students had their own eounc.11 member, they would be more likely to vote. Council Member Perry stated that he and all of the Council Members took very seriously their responsibility to represent each citizen even when from a single member district. Every voter was involved in the election of at least three members of the Council. Every voter voted for the Mayor, for the at-large members and for the single member representative. i i City of Denton City Council Minutes November 5, 1991 Page 15 Alves disagreed that at times there were three different representatives for a single student. Christopher Jones stated that he was in favor of Plan E as it fulfilled the two main requirements set out by the Justice Department. It enhanced minority voting ensuring minority representation existed on the Council and cut across the fewest number of districts, lie did not feel that argument that Plan E moved too many people was valid as it was the right thing to do. Students were one of the major sources of rrvenue for the City. However, they were forced under the current system and the proposed Plan A to try and balance with three Council Members. Another concern voiced was that students were not permanent residents. He felt that was not valid as this was similar to other areas where residents only stayed in an area for three years. He polled students at the University and the majority felt that the Council did not represent them, j Mariah Brown stated that Plan E gave voting power to minorities and students. Students provided a lot of volunteer work in the community. Plan E was an adequate compromise for a 6-1 plan. Frank Davila, representing LULAC, felt that there was not enough Hispanic representation in government and that they should not be divided into several districts. Voting strength would be achieved if Hispanics were strong in one district. Under the current plan, Hispanics were not adequately represented on the City's Boards and Commissions. He felt a 6-1 plan would broaden the understanding of the Foards and Commissions and that no particular district would be represented by two votes. He urged the Council to consider a charter amendment for a 6-1 plan. i David Claibourne stated that, Kerr Hall favored Plan E and urged the Council to consider that plan. 1 Douglas Grey stated percentage-wise, there wave more students who voted in a campus election than individuals who voted in the City election, The government was facing a chronic battle of low voter percentages. The students were wanting to change that and were making an effort. Option E would give the students a chance to lead the w&-y in the voting. Joe Dodd stated the Council should consider the candidates for public office in Denton. There was no identity in the current districts as they were now divided. Option E would allow for an identity within the districts. i w ,4 1 t40. . 5;S I~ I ` City of Denton City Council Minutes November 5, 1991 Page 16 Seth Persful felt that Plan E would be fairer and more equitable. Plan A would not be fair or equitable as it promoted status quo stagnation. Four out of 'seven Council people currently lived within one mile of each other. He felt that proved the necessity for redistricting. Plan E would provide student unification. The city had a moral obligation to make voting easier. Plan E offered minority unification. whether speaking about minorities or students, they had a very valid voice in the community and that needed to be unified. Chris Turner felt that there was a need to promote a sense of duty and involvement among young people. They needed to be brought into the decision making process. Currently there was a lot of voter apathy. Young people should have the right to make a difference which was countered by not allowing student representation. He requested the council consider Plan E. Karen Hicks was upset that students were divided. They needed to be united as they were on campus. She supported Plan E. ; Sarah Baer believed in a cooperative effort. She did not feel she was a transitory person in the community nor was anyone who attended the University of North Texas. She had worked extensively with community efforts in Denton. She was in favor of Plan E. Brian Bennett stated that 1,867 students went to the polls for a homecoming election to show participation for referendum items and for student assembly members. Last spring, 1,000 people voted in resident hall elections. Other major college cities such as Port Arthur, Beaumont, Bryan, College Station and Nacogdoches had some type of student representation on their city councils. That same type of representation was needed in Denton. Council Member Perry asked what type of representation Bryan and College Station had for students. Bennett replied that some of the cities had a non-voting seat and some had a voting representative. Steve Zarella felt that if the campus were united, there would be one place to vote, would be less confusing and have more participation. Plan E would allow for more participation. Student registration was increasing and they needed representation. Trent Tice felt that Denton and the University of North Texas could co-exist to benefit both Denton and the University. This was not possible if the University was divided into three different districts. Denton was growing as was TWU and UNT. This was a 1 City of Denton City Council Minutes November 5, 1991 Page 17 I unique opportunity to enhance the minority population and the voice 1 of the student body. He urged the council to adopt Plan E. Carol Contse felt that the majority of the Council was in favor of Plan A as it was the easiest to be implemented. There would be less changing of lines and less work to be done. Would this be best for the City of Denton and for the minority population. She favored Plan E. A 6-1 plan would not improve the plight of the minorities in Denton and would not guarantee a minority seat. In her opinion, the Hispanics and African-Americans would comprise a combined total of 34.35$ in District One which would be the largest percentage out of all options. i Tom Thomas stated that a lot of the individuals who spoke in favor I of Plan E were not speaking on behalf of themselves. They were speaking for thousands of students and citizens in Denton. Consumers, future business owners, future Council Members. They were the future of Denton and currently they were denied their future as they were split into different districts. He preferred a 6-1 plan but Plan E was a good compromise. .I } E Curtis Ramsey felt that than Council had seen and heard some of the "cream of the crop" of the educational system taking their proper responsibility as citizens of Denton. He asked the Council to listen carefully to them. The Mayor closed the public hearing. Council continued with a discussion of the boundaries of the various districts in Plan E, the boundaries of districts in Plan A and the differences between Plans A and E. Persuad stated that the current schedule was to hold an additional. public hearing at the November 19 Council meeting and consider adoption of an ordinance for a particular plan to be submitted to the Justice Department. The Justice Department had sixty days to respond to the City's request. The time frame was important as a change in district boundaries might possible affect a candidate filing for offico. City Manager Harrell indicated that staff was needing direction on which Plan the Council preferred so that an ordinance could be drafted. It would be possible for several ordinances to be prepared if the Council desired. f an=rii~ N City of Denton city council Minutes November 51 1991 Page 1S Alexander motioned, chew seconded to direct staff to prepare an ordinance for Plan A and Plan E for Council consideration. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew hays", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. i 6. Consent Agenda ' Council Member Trent asked that Item 6.A.11. be pulled for discussion. Hopkins motioned, Chew seconded to approve the Consent Agenda with the exception of Item 6.A.1. On roll voce, Trent "aye", Alexander 4 "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and , ( Mayor Castleberry "aye". Motion carried unanix~uusly. i A. Bids and Purchase orders: I 2. Bid ,1287 - Precast wall construction for Airport Substation { 3. Bid ,#1288 - Oriole Street Pavinq ~ j 4. Bid 01292 - Cleaning of Anaerobic Digester i 5. PO ,20243 - J. S. Equipment service f Council Member Trent asked if the City would be the purchaser of the proposed equipment or would it be purchased by a third party. city Manager Harrell replied that the purchase would be a lease purchase but that the City would be the contractor. If approved, the Council would be accepting the low bid for the items. The ~ prices would be valid for six months which would allow time to i adjust quantities. It was being investigated if someone would want to sell the City used equipment. I council Member Trent was concerned with the possible suit filed by Texas Waste Management. Mayor Pro Tom Hopkins stated that no one knew how long a possible suit might be in court. The City should go forward with the decision council made previously and not allow that to keep the City from doing business. Council Member Trent asked how the purchase of the equipment affected the projected profits. s 1 qJ I City of Denton City Council Minutes F November 5, 1991 Page 19 ~I f City Manager Harrell stated that the purchase had been figured into the numbere.. In order to keep on schedule, the City needed to keep on track with the necessary purchases. Council Member Alexander stated that he recognized the concerns expressed by council Member Trent but that the council needed to focus on not allowing a threat to change the City's policy. Alexander motioned, Smith seconded to approve consent Agenda item 6.A.1. On roll vote, Trent "nay", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried with a 6-1 vote. A. Bids and Purchase orders: 1. Bid #1286 - Refuse Equipment i € 7. ordinances C A. The Council considered adoption of an ordinance accepting a competitive sealed proposal and awarding a contract for purchase of materials, equipment, supplies or services. (6.A.1. - Bid 01286) The following ordinance was considered: 91-157 AN ORDINANCE ACCEP'T'ING A COMPETITIVE SEALED PROPOSAL AND AWARDING A CONTRACT FOR THE PURCHASE OF MATERIALS, EQUIPMENT, SUPPLIES OR SERVICES; PROVIDING FOR THE EXP"NDITURE OF FUNDS THEREFORE; AND PROVIDING FOR AN EFFECTIVE Dii^E. Chew motioned, Hopkins seconded to adopt the ordinance. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye", Motion carried unanimously. B. The Council considered adoption of an ordinance accepting competitive bids and providing for the award of contracts for public works or improvements. (6.A.2. - Bid 01267, 6.A.3. - Did 01288, 6.A.4. - Bid #1292) The following ordinance was considered: t } r City of Denton City Council Minutes November. 5, 1991 Page 20 91-158 AN ORDINANCE ACCEPTING COM',+ETITIVE BIDS AND PROVIDING FOR THE AWARD OF CONTRACTS FOR PUBLIC WORKS OR IMPROVEMENTS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. Perry motioned, Smith seconded to adopt the ordinance. on roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. C. The Council considered adoption of an ordinance providing for the expenditure of funds for emergency purchases of materials, equipment, supplies or services in accordance with the provisions of state law exempting such purchases from requirements of competitive bids. (6.A.5. - PO #20243) { The following ordinance was considereds I : i 91-159 AN ORDINANCE PROVIDING FOR THE EXPENDITURE OF FUNDS FOR EMERGENCY PURCHASES OF MATERIALS, EQUIPMENT, SUPPLIES OR SERVICES IN ACCORDANCE WITH THE PROVISIONS OF STATE IeAW EXEMPTING SUCH PURCHASES FROM REQUIREMENTS OF COMPETITIVE BIDS; AND PROVIDING FOR AN EFFECTIVE DATE. I Chew motioned, Hopkins seconded to adopt the ordinance. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye"o Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. D. The Council considered adoption of an ordinance approving an agreement between the City of Denton and Denton county Friends of the Family; authorizing the Mayor to execute the agreement; and approving the expenditure of funds therefor. City Manager Harrell stated that Items D, E, F, G, He I and J were formal contracts which implemented budgetary decisions that the Council made to enter into with social service agencies either with General Fund dollars or Community Development Block Grant. dollars. The following ordinance was considered: City of Denton City Council Minutes November 5, 1991 Page 21 91-160 AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DF.NTON AND DENTON COUNTY FRIENDS OF THE FAMILY; AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; APPROVING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. Chew motioned, Smith seconded to adopt the ordinance. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion I carried unanimously. L. The Council considered adoption of an ordinance approving { an agreement between the City of Denton and Services Program for ' Aging Needs, Inaorporated; authorizing the Mayor to execute the agreement; and approving the expenditure of fu::Is therefor. I 11 Council Member Chew left the meeting. i Mayor Castleberry stated that Council Member Chew was on the SPAN Board and therefor had to leave the meeting for this ordinance. f The followtng ordinance was considered: I 91-161 AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY Of' DENTON AND SERVICES PROGRAM FOR AGING NEEDS, INCORPORATED; AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; APPROVING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. Perry motioned, Hopkins seconded to adopt the ordinance. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", smith "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. Council Member Chew roturned to the meeting. F. The Council considered adoption of an ordinance approving a funding agreement between the City of Denton and Fred Moore Child Care Center; authorizing the Mayor to execute the agreement; and approving the expenditure of funds therefor. The following ordinance was considered: 11 rd r. AV. 16, E {f ;1 City of Denton City Council Minutes November 5, 1991 Page 22 91-162 AN ORDINANCE APPROVING A FUNDING AGREEMENT BETWEEN THE CITY OF DENTON AND FRED MOORE CHILD CARE CENTER; AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; APPROVING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR I%N EFFECTIVE DATE. Perry motioned, Smith seconded to adopt the ordinance. On roll vote, Trent "aye", Alexander 'laye", Hopkins "aye", Smith "aye", Chew "aye+t, Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. G. The Council considered adoption of an ordinance approving an agreement between the city of Denton and Denton City-County Day Nursery; authorizing the Mayor to execute the agreement; and i # approving the expenditure of funds therefor. F; The following ordinance was considered: 91-163 AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND DENTON CITY-COUNTY DAY NURSERY] AUTHORIZING THE MAYOR TO E EXECUTE THE AGREEMENT; APPROVING THE EXPENDITURE OF FUNDS y E THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. 1 I Perry motioned, Smith seconded to adopt the ordinance, On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion 1 carried unanimously. H. The Council considered adoption of an ordinance approving an agreement between the City c? Denton and Community Clinics for t Denton County; authorizing the Mayor to execute the agreement; and, r approving the expenditure of funds therefor. i The following ordinance was considered: 91-16a AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE COMMUNITY CLINICS FOR DENTON COUNTY; AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT; APPROVING THE EXPENDITURE OF FUNDS THEREFORE; AND PROVIDING FOR AN EFF;iCTIV1E DATE. i i S f, i, Euapav f City of Denton city council minutes November 5, 1991 Page 23 Hopkins motioned, Perry seconded to adopt the ordinance. On roll vote, Trent ffayeff, Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry aye , and Mayor Castleberry "aye". Motion carried unanimously, I. The council considered adoption of an ordinance approving 17 an agreement between the City of Denton and the Denton Housing Authority to provide funding to TWU Cares a clinic; authorizing the Mayor to execute them agreement; cand approving the expenditure of funds therefor. The following ordinance was considered: I 91-165 t AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND DENTON HOUSING AUTHORITY TO PROVIDE FUNDING TO TWU CARES, A PRIMARY HEALTH CARE CLINIC; AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; APPROVING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. f i Chew motioned, Smith seconded to adopt the ordinance. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and mayor Castleberry ,'uyefl, Motion carried unanimously. t J. The Council considered adoption of an ordinance approving an agreement between the City of Denton and Hope, Inc. to provide assistance for the homeless; authorizing the Mayor to execute the agreement; and approving the expenditure of funds therefor. The following ordinance was considered: 91-166 AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND HOPE, INC, TO PROVIDE ASSISTANCE FOR THE HOMELESS; AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; APPROVING THE EXPENDITURE FOR FUNDS THEREFOR; AND PROVIDE FOR AN EFFECTIVE DATE. Hopkins motioned, chow seconded to adopt the ordinance. On roll vote, Trent Slays", Alexander "aye", Hopkins "aye", Smith "aye", chow 'layoff, Perry "aye", and Mayor Castleberry "ayeff. Motion carried unanimously. K. The Council considered adoption of an ordinance amending Chapter 41 "Alarm Systems", of the Code of ordinances of the City 0 I City of Denton City Council Minutes 1 November 5, 1991 Page 24 of Denton providing for definitions, providing for apartment complex owners to be responsible for apartment unit violations, providing for termination of alarm system permit; providing for a service charge for false burglar alarms; and providing for a penalty in the maximum of $500 for violations thereof. City Manager Harrell stated that the proposed ordinance would bring the City ordinance into compliance with a recently passed State law. j The following ordinance was considered: i i 91-1.67 AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AMENDING CHAPTER 4, "ALARM SYSTEMS", OF THE CODE OF ORDINANCES OF THE CITY OF DENTON PROVIDING FOR DEFINITIONS, PROVIDING FOR APARTMENT COMPLEX OWNERS TO BE RESPONSIBLE FOR APARTMENT UNIT k VIOLATIONS, PROVIDING OR TERMINATION OF ALARM SYSTEM PERMIT] f PROVIDING FOR A SERVICE CHARGE FOR FALSE BURGLAR ALARMS; PROVIDING FOR A PENALTY IN THE MAXIMUM OF $500 FOR VIOLATIONS THEREOF; AND PROVIDING FOR AN EFFECTIVE DATE. Hopkins motioned, Chew seconded to adopt the ordinance. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith c'aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. L. The Council considered adoption of an ordinance amending Section 34-115 (C) (4) of the Code of ordinances providing for the Citizens Traffic Safety Support Commission to have final authority over appeals and variances involving parking lot/driveway permits. (The Planning and zoning commission and the citizens Traffic Safety support commission recommended approval.) Jerry Clark, City Engineer, stated that staff had received input from the Citizens Traffic safety support commission which wanted their decisions to have more effect. Persons in development process want a shorter more concise variance process for driveways and parking lots. The ordinance would shorten the development process by reducing the number of Commissions that the variance would be considered by. Council Member Trent asked if an +ndividual appealed the decision of the Commission to Council, what the foe would be to do so. Clark replied that at this time, there was no fee. one may be implemented in the future if necessary. yCity of Denton city council minutes November 5, 1991 Page 25 The following ordinance was considered: 91-168 i AN ORDI'AANCE OF THE CITY OF DENTON, TEXAS, AMENDING SECTION 34-115 (C) (4) OF THE CODE OF ORDINANCES PROVIDING FOR THE CITIZENS TRAFFIC SUPPORT COMMISSION TO HAVE FINAL AUTHORITY OVER APPEALS AND VARIANCES INVOLVING PARKING LOT/DRIVEWAY PERMITS; AND PROVIDING FOR AN EFFECTIVE DATE. Trent motioned, Perry seconded to adopt the ordinance, on roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. M. The council considered adoption of an ordinance accepting competitive bids and providing for the award of contracts for the purchase of employee group health insurance to Philadelphia j American Life Insurance Company, City Manager Harrell stated that the proposed ordinance tracked the f presentation made two weeks ago to Council. F' 1 The following ordinance was considered: { 91-169 II AN ORDINANCE ACCEPTING COMPETITIVE BIDS AND PROVIDING FOR THE AWARD OF CONTRACT FOR THE PURCHASE OF EMPLOYEE GROUP HEALTH INSURANCE TO PHILADELPHIA AMERICAN LIFE INSURANCE COMPANY, i PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFORE; AND PROVIDING FOR AN EFFECTIVE DATE. chew motioned to adopt the ordinance. Perry seconded with a suggestion for a wording change for the background information. He requested the wording be changed to "and other licensed mental health practitioners" on page 3, paragraph 2. Council Member Chew agreed with the change of wording. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. N. The Council considered adoption of an ordinance amending an agreement between the City of Denton and Sanus Texas Health Plan, Inc. to extend the contract by one month, to provide for revised fees for that month, and to provide for termination. r F, City of Denton City Council Minutes November 5, 1991 Page 26 The following ordinance was considered: 91-170 AN ORDINANCE AMENDING r1N AGREEMENT BETWEEN THE CITY OF DENTON j AND SANUS TEXAS HEALTH PLAN, INC. TO EXTEND THE CONTRACT BY ONE MONTH, TO PROVIDE FOR REVISED FEES FOR THAT MONTHr AND TO I PROVIDE FOR TERMINATION; AND PROVIDING FOR AN EFFECTIVE DATE. { Hopkins motioned, Chew seconded to adopt the ordinance. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion j carried unanimously. 0. The Council considered adoption of an ordinance authorizing the Mayor to execute an agreement between the City of Denton and Coopers & Lybrand, Inc. relating to professional consulting services for implementing the city's Employee Health Insurance Program. 91-171 AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF DENTON AND COOPERS & LYBRAND, ' INC. RELATING TO PROFESSIONAL CONSULTING SERVICES FOR I IMPLEMENTING THE CITY'S EMPLOYEE HEALTH INSURANCE PROGRAM; k AUTHORIZING THE EXPENDITURE OF FUNDS THEIJ!FORE; AND PROVIDING AN EFFECTIVE DATE. Hopkins motioned, Perry seconded to adopt the ordinance. On roll rw" i vote, Trent "aye", Alexander "ayeri, Hopkins uayg", Smith aye , j Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. P. The council considered adoption of an ordinance authorizing the Mayor to execute an inter.local agreement between the City of Denton and the City of Garland for the purchase of four remote terminal S.C.A.D.F.. units. (The P%.blic Utilities Board recommended approval.) Lloyd Harrell, City Manager, stated that the City and other Texas Municipal Power Pool members had agreed to arranpWe men s with interchange power Brazos system for dispatching and electrical scheduling. The TMPP Pool Committee also agreed that Pool members should be responsible for the purchase of the remote terminal units reuired received therbesteprices respective available. The City of Denton land 1 s F City of Denton City Council Minutes November 5, 1991 Page 27 the City of Greenville had opted to purchase their required units through Garland. The following ordinance was considered: 91-172 k AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AN INTERLOCAL AGREEMENT BETWEEN THE CITY OF DENTON AND THE CT TERMINAL S.CIAY OF GARLAND) FOR THE PURCHASE OF FOUR (4) REMOTE I AND PROVIDING FOR AN EFFECTIVE DATE. { Perry motioned, Chew seconded t(, adopt the ordinance. on roll i vote, Trent aye , Alexander ~~aye+, Hopkins "aye", Smith "aye", i Chew "aye", Perry "aye", and Mayor Castleberry aye . Motion carried unanimously, i p. The Council considered adoption of an ordinance approving I a compromise settlement and re' ease agreement with Fernando f Martinez. I The following ordinance was considered: 91-173 k AN ORDINANCE OF THE CI'T'Y OF DENTON, APPROVING A COMPROMISE SETTLEMENT AND RELEASE AGREEMENT WITH FERNANDO MARTINEZt AND PROVIDING FOR AN EFFECTIVE DATE. i Alexander motioned, Chew seconded to adopt the ordinance. On gull vote Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", j Chew "aye", Perry "aye", and. Mayor Castleberry "aye". Motion ad unanimously. carri R. The Council considered adoption of an ordinance approving the purchase of a utility easement from Patsy L. Hutton and authorizing expenditure of funds. Dave Ham, Manager of Construction Projects, stated that the easement was in conjunction with the purchase for water transmission line to the new water plant on Hartlee Road. Mayor Pro Tem Hopkins questioned the fact that the notary public who notarized the document had the same last name as Ms. Hutton. signature. Were th~ay related and was that a properly notarized city Manager and would pull the indicatid m staff would investigate at this times signature 3 i i City of Denton City Council Minutes November 5, 1991 Page 28 S. The Council considered adoption of an ordinance amending chapter 20 of the Code of ordinances to create a duty to keep sidewalks, parkways and alleyways clean; providing for abatement by the City for failure to comply; and providing for a penalty in the maximum amount of $500 for violation thereof. City Manager Harrell indicated that this item was left out inadvertently when the Code was recodified. This ordinance would restore the previous ordinance. Mayor Pro Tem Hopkins asked if the proposed ordinance changed any previous provisions. city Manager Harrell replied no, It was exactly what was in the previous code Book. j City Attorney Drayovitoh stated that it was what was in before. The codifiers thought it was covered by another section and in trying to streamline the Code, deleted it. However, it was disoovered that it was Beautification's enforcement proceedings.` Council Member Trent stated that it did not transfer any liability from the City to another party. city Attorney Drayovitch stated that it would be the homeowner's !i responsibility to keep the sidewalks clean. ( Council Member Trent asked that if the lity made a homeowner put in ( a sidewalk and someone slipped on that sidewalk, who would be liable. City Attorney Drayovitoh replied it depended on the facts. It would be either or both. The following ordinance was considereds i 91-174 AN ORDINANCE OF THE CITY OF DENTON AMENDING CHAPTER 20 OF THE CODE OR ORDINANCES OF THE CITY OF DENTON, TEXAS TO CREATE A DUTY TO KEEP SIDEWALKS, PARKWAYS AND ALLEYWAYS CLEAN; PROVIDING FOR ABATEMENT BY THE CITY FOR FAILURE TO COMPLY; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $500 FOR VIOLATION THEREOF; AND PROVIDING FOR AN EFFECTIVE DATE. s t i City of Denton city Council Minutes November 5, 1991 Page 29 Alexander motioned, Chew seconded t0 adopt the ordinance. On roll vote, Trent "aye" , Alexander "aye", Hopkins "aye", Smith 'lays", Chew "aye", Perry "aye", and Mayor Castleberry +layet'. Motion carried unanimously, B. Resolutions A. The Council considered approval of a resolution casting votes for membership to the Board of Directors of the Denton central Appraisal District. John McGrane, Executive Director for Finance, stated that this resolution would cast the City of Dentonts 407 votes out of a possible 5,000 of all of the jurisdictions for one or more of the Board positions for the Denton Central Appraisal District. At a prior meeting, the City nominated Horace Brock. The School District had also joined that nomination. The Mayor and he had attended a meeting with a majority of the School District representatives who had indicated that both entities should cast i their votes for a single nominee. The following resolution was considereds i~ R91-066 i A RESOLUTION CASTING VOTES FOR MEMBERSHIP TO THE BOARD OF DIRECTORS OF THE DENTON CENTRAL APPRAISAL DISTRICT/ AND DECLARING AN EFFECTIVE DATE, Alexander motioned, Chew seconded to cast all 407 votes for. Horace Brook. On roll andAlexander Smith "aye", Chew "aye"r "aye"t MayoryCastleberry ltaye" Motion carried unanimously. B. The Council oonsidered approval of a resolution to allow the state of Texas to reimburse the City for signal maintenance. Jerry Clark, City Engineer, stated that the city currently maintained all signals in the City. This resolution would allow the State to reimburse the City fo., signals which were on the frontage roads, on controlled access highways and would net the City approximately $6,900 of revenue for maintenance and $6,055 for power costs. The following resolution was considoredi 1 F a E" f I! 41 1 City of Denton City Council Minutes November 5, 1991 Page 30 R91-067 A RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE TEXAS DEPARTMENT OF TRANSPORTATION FOR THE INSTALLATION AND REIMBURSEMENT FOR THE E OPERATION AND MAINTENANCE OF TRAFFIC SIGNALS AND PROVIDING FOR AN EFFECTIVE DATE, s Trent motioned, Chew seconded to approve the resolution. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. C. The Council considered approval of a resolution authorizing the City Manager to execute a lease agreement between ! the City of Denton and Ernest and Lewis Trietsch for property located at the city of Denton Municipal Airport. Rick Svahla, Deputy City Manager, stated that this was a ! continuation of a present lease. The following resolution was considered: i R91-068 t A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A LEASE AGREEMENT BETWEEN THE CITY OF DENTON AND ERNEST AND LEWIS TRIETSCH FOR PROPERTY LOCATED AT THE CITY OF DENTON MUNICIPAL AIRPORT, DENTON, TEXAS AND PROVIDING FOR AN EFFECTIVE DATE. Hopkins motioned, Trent seconded to approve the resolution. On roll vote, Trent "aye", Alexander "aye", Hopkins "aye", Smith "aye", Chew 14aye10, Perry "aye'0, and Mayor Castleberry Plays#(. Motion carried unanimously. 91 Miscellaneous matters from the City Manager. A. The Council considered a request from Curtis Ramsey regarding a letter of support from the City Council to the Justice Department regarding the redistricting of Denton and authorizing the Mayor to forward such a letter of support, City Manager Harrell stated that Mr. Ramsey had written the City a letter requesting a letter of support from the Council to the Justice Department oxpressing the City's concerns regarding the State Legislative House Districts adopted by the last session of the Legislature. A copy of the letter authorized by the Council for the Mayor to send to the Governor had been included. City of Denton city council Minutes November 5, 1991 Page 31 Council discussed whether it would be proper to lobby the austice Department, what effect such a letter would have and if the city still had the support of the Chamber and other groups as indicated in the previous letter, Hopkins motioned to write a letter under the Mayor's signature quoting the views already agreed on such as the split of the City three ways, the split of the Universities, etc. j City Attorney Drayovitch suggested that before the terms of the letter were defined, a review should be made of other letters sent by LULAC and NAACP. Hopkins included in her motion that the letter be reviewed by council at the next meeting. j Alexander seconded the motion. II on roll vote, Trent "aye", Alexander "aye", Hopkins Faye", smith "aye", Chew "aye", Perry "aye", and Mayor Castleberry "aye". Motion carried unanimously. B. The Council received a report regarding flooding difficulties experienced in the City this week, Deputy City Manager Svehla stated that the most significant problem with flooding dealt with a bridge over Cooper Creek on Mayhill Road. Half of the bridge was in the city limits and half was in the County. He had spoken with Commissioner Cole and Dennis Burns, Director of Public Works for Denton county, about the bridge. They seemed agreeable to a joint project and suggested that the city write the County a formal letter suggesting that they pursue a j joint funding agreement. The cost of this type of a bridge would be approximately $00,000, The damage to the bridge required that it be replaced, it could not just be repaired. Consensus of the Council was to proceed with the joint County agreement, 10. There was no official action taken on Executive session items during the Work Session Executive Session. 11. New Business The following items were suggested by council Members for future agendast 4 City of Denton City Council Minutes November 5, 1992 Page 32 A, Council Member Trent stated that he had found out that if the City of Denton were willing to move in the direction of a K-9 unit, there were certain individuals who would be willing to finance such an operation. He requested the Manager look into such a program. City Attorney Drayovitch stated that some research had already been done in that area and that a legal report would fallow, B. Council Member Smith presented an update regarding the Neptune Street residents and the Loop 288 project, She stated that Rick Svehla, Dr. Perry, a representative of the Highway Department and she had met with the neighbors and had a ver meeting. A plan for the wall had been resented. y productive that the steps for the wall building would It was decided communication had taken place. proceed. Lots of good 12. The Council did not meet in Executive Session during the Regular Session. With no further business, the meeting was adjourned at 11122 p.m. i I - BOD CASTLEBEARY, MAYOR CITY OF DENTON, TEXAS i JENNIFER WALTZ SR CITY SECRETARY CITY OF DENTON, TEXAS ACC00012 i j i !I i 1 f CITY OUNCIL REPORT O.it AT DATE: November 1,9, 1991 TO: Mayor and Members of the City Council i j E FROM: Lloyd V. Harrell, City Manager i na Tnu OF 6 PUBLI OE W--AWLCONSIDEFOUR SIN(;T SU&7hCTt R AfZT E MEhir~ iR j IirJLD~A 'F . ' nun7NprrcF REV~r,~TN,, G THE ~3UNDARYgs OF TF~--' CTI^'+ ^r4rRTCTS IN THE CITY i ~ st ARY t. , I Staff 1 Following directiansfrgm7 council, 11' andE (aee pahas ges 1z 16)d included in for Options A (seepage attachment 0. are iven Maps showing boundares for the two Large maps illn be avail blenattmeeting. #Z (see e pages 5 5 and E Demog,-aphic data for options A and E showing tatal populalion(and f. racial distribution by districts are ghowi pages 3 and 4) j BAC~Cf~'ROCiNl24. Council adopted a list of criteria and a schedule of City activities on October 11 1991 to be used in the process, of Sta adjusting rating g districts Cb pnand Eeto CA nail at aeStudy Session figures for options A, November S, 1591 on October 2?., 1991. A At the Public Hearing on Council directed staff, to prepare ordinances for options A and E. .,,,,a.,.uc nxpAttTASENTS OR .Q~QCZPS AFFE~ e. 1 All residents of the city. argC_~__AL YM ~C~3. Not applicable. Page 1 s Respeotfully submitted Lloyd V. Harrell City Manager i--~~ prepared byt Harry N. Persaud, AICP Senior Planner App oved j Frank H. Robbins, AICP Executive Director, Planning and Development. 1 ' i Attachments (1) Demographic data for Options A and E. E (2 Maps for Options A and E. E (3; ordinances for options A and E. I , j 4t 1111 I i V Page 2 i a ATTACHMENT 1 Page 1 OPTION A POPULATION DISTRIBUTION DISTRICTS TOTPOP O% F WHITE PERCENT BLACK ERCENT 1iISPAN ERCBNT TOTAL - _ DISTRICT 1 17267 26.06 11534 66.80 2667 , 16,60 2214 12.82` DISTRICT 2 16574 25.01 14441 87.13 929 5.61 956 5.77 DISTRICT.1 15787 23.82 12709 80.50 1217 7.71 1314 8.32 DISTRICT4 16642 25.11 13284 79.82 1193 7.17 1453 8.73 CITY IOTA 66270 100.00 51068 78.42 6206 9.36 _ 5937 8.96 ' ~ i PLANNING AND DEVELOPMENT DEPARTMENT {REDIST} 12-NOV-91 11;19 1 E I Page 3 { Page 2 OPTIOI4 E POPULATION DISTRIBUTION DISTRICTS 1 OTPOP ^o OF WHITE PERCENT BLACK ERCENT HfSPAN ERCENT TOTAL DISTRICT 1 16189 24.43 9549 58.98% 3226 J9.93Io 2455 15,16°10! DISTRICT2 16574 25.01 14441 87.13% 929 5.61% 956 5.7717b DISTRICTS 16890 25.49 13538 80.15% 1283 7.60% 1516 8,98% DISTRICT 4 16617 25. 00.00 07 14440 86.90% 768 4,62% 1010 6.08% CITY IOTA 66270 _ 1 _ 51968 78.42% 6206 9.36% 5937 8.96% - 1 f j PLANNING AND DEVELOPMENT DEPARTMENT JRFDIST} 12-Nov-91 10;34 1 f I Page 4 j ~s . ATTACHMENT 2 OPTION A a NORTH s, Her rrT' ~ DIS RII`-CT 2 L. a I ,a E DISTRICT a Gp 0 1 AR z { zz 5CRIPTURRpq < - ~ M OAK °4 x~ c I MCKINNBY ' ISTRICT 1 0 J b d_ - z s z -DISTRICT 41 Page 5 N t. r f; I 11 4P,nuN E oc P ~4y NORTH y ~ L s' ti~•y _ I , 1• , ..r 71 - 1DIS RTCT L_DI TRICT 3 a s JU S x acv w ~ ` SCR PTUR6 a a pA s~ f pp w t _ v ZN $Y Alp. -4111 i n D R C 1 0 . R oR s as .dT S RIC 4 a w Page 6 r 4y L' d ATTACHMENT 3 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, REVISING THE BOUNDARIES 4 OF THE SINGLE CITY COUNCIL MFidHER ELECTION DISTRICTS BASED UPON TiiE 1990 CENSUS) AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Section 2.01 (b) of Article II of the City Charter provides that four members of the seven member city council shall be elected by the voters of single member geographical districts, known as districts one, two, "hree, and fours and WHEREAS, Section 2.01 (d) of Article II of the City Charter provides that the council shall from time to time create and de- scribe by ordinance the four single member districts se that each will contain, as nearly as possible, a population equivalent to the others, according to the latest available census data; and WHEREAS, on November 5 and November 19, 1991, pursuant to notices giver by publication and by posting, the City Council held public hearings on revisions of the single member districts at which interested persons were invited and allowed to speak; and WHEREAS, the population of the city of Denton, according to t+~ t the final 1990 census data as established by the United States census Bureau is 66,270; and WHEREAS, the City Council finds that the revised single member districts contain approximately equal numbers of personst and WHEREAS, the City Council has determined that the revisions , are not made for the purpose of and do not have the effect of denying or abridging the right to vote on account of rave, color, or membership in a language minority group in violation of Section 5 of the Voting Rights Act of 1965, as amended; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS; 1 SECTION I. That the City of Denton, -Texas, is hereby divided into four single member election districts. The boundaries of the, four single member election districts are described as follows: G DISTRICT l Single member district; number 1 shall include the following 1990 Denton County, Texas, census tracts, established by the United States Census Bureau and any 1 Page 7 4 Ll Y'" , part of any such tracts hereafter annexed as a part of the corporate limits of the City of Denton, Texas,. Tract Persons 206.02 2,464 207 493 208 494 632 200 3,848 2,589 211 212 4,818 213.01 1 3 8 4 545 t 214.01 Total 17,267 1 , t Single member district number 1 includes the following Denton county, Texas, election precincts as established by the Commissioners Court of Denton County, Texasi 1. All of precinct 421. i 2, That portion of precinct 111 lying north of inter- state Highway 35E. ! 3. That portion of precinct 406 lying east of Avenue E and north of Eagle Drive. ` 4. That portion of precinct 410 lying north of Eagle f i Drive and east of-Bernard Street, 5. That portion of precinct 416 lying within the City of Denton. 6. That portion of precinct 418 lying north and west of Audra Lane and east and south of Mingo Road. DISTRICT 2 Single member district number 2 shall include the following 1990 Denton County, Texas, census tracts, established by the United States Census Bureau and any part of any such tracts hereafter annexed as a part of the corporate limits of the City of Denton, Texasi I Page 8 I OAM y, f I Tract Persons i 205.01 5,815 205.02 5,984 206.02 3,550 214.01 1,225 i Total 16,579 Single member district number 2 includes the following Denton county, 9.'exas, election precincts as established by the commissioners Court of Denton County, Texass 1. All of precincts 106, 116, and 407. ; f 24 That portion of precincts 104, 105, 417, and 419 lying within the City of Denton. 3. That portion of precinct 418 lying south and east of Audra Lane. ~ E DISTRICT-3. f' Single member district number 3 shall include the following 1990 Denton County, Texas, census tracts, established by the United states Census Bureau and any 1 part of any such tracts hereafter annexed as a part of f the corporate limits of the City of Denton, Texass Tract Persons I 204.01 1,853 204.02 4,005 i 204.03 3,622 206.01 41108 I 206.02 59 207 2,138 211 2 Total 15,7e7 i Single member district number 3 includes the following Denton County, Texas, election precincts as ? established by the Commissioners Court of Denton county, Texas$ If i Page 9 S F X:.ia 1:!N a YRI aG i , 1. All of precincts 404, 405, 408, 409, and 420. 2. That portion of precincts 401. and 403 lying within the City of Denton. 3. That portion of precinct 418 lying north of Mingo Road. Single member district number 4 shall include the following 1990 Denton County, Texas, census tracts, established by the United States Census Bureau and any part of any such tracts hereafter annexed as a part of the corporate limits of the City of Denton, Texass t Tract Persons 203.02 55 207 726 i . 208 2,574 i 209 2,664 210 1,891 213.01 693 213.02 7,428 214.01 24 214.02 580 t 214.03 5 215.04 2 S 16,642 Total Single member district number 4 includes the following Denton County, Texas, election precincts as established by the Commissioners court of Denton County, Texast 1. That portion of precincts 103, 108, 301, 4120 414, } and 415 lying within the City of Denton. 2. That portion of precinct ill lying south of Inter- state Highway 35E and within the city of Denton. 34 That portion of precinct 406 lying west of Avenue E and south of Eagle Drive. 4. That portion of precinct 410 lying south of Eagle Drive and west of Bernard Street. t Page 10 SECTION II6 That the attached map marked as Exhibit A, 1 showing the city council single member election districts as described herein, is adopted and incorporated herein by reference. t SEQJION ,III, That this ordinance shall become effective imme- diately upon its passage and approval. t PASSED ANC APPROVED this the day of, 1991. , BOP CASTLEBERRY, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY i BY: i APPROVED AS TO LEGAL FORMt DEBRA A..DRAYOVITCH, CITY ATTORNEY i , 4 BY: b.- f •i\redlit.~ 515.7 { J Page 11 l1Fr?~-:a'- ;i i I'4' J iJ.i i I ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, REVISING THE BOUNDARIES OF THE CITY COUNCIL SINGLE MEMBER ELECTION DISTRICTS BASED-UPON THE 1990 CENSUS; AND PROVIDING FOR AN EFFECTIVE DATE, WHEREAS, section 2.01 (b) of Article II of the City Charter provides that four members of the seven member city council shall be elected by the voters of single member geographical districts, known as districts one, two, three, and four; and WHEREAS, Section 2.01 (d) of Article II of the City Charter f provides that the council shall from time to time create and de- scribe by ordinance the four single member districts so that each will contain, as nearly as possible, a population equivalent to the others, according to the latest available census data; and WHEREAS, on November 5 and November 19, 1991, pursuant to notices given by publication and by posting, the City council hold public hearings on revisions of the single member districts at which interested persons were invited and allowed to speak; and WHEREAS the population of the City of Denton, according to the final 1990 census data as established by the United States Census Bureau is 66,270; and WHEREAS, the City Council finds that the revised single member districts contain approximately equal numbers of persons; and WHEREAS, the City Council has determined that the revisions are not made for the F purpose of and do not have the effect of denying or abridging the right to vote on account of race, color, or membership in a language minority group in violation of section 5 of the Voting Rights Act of 1965, as amended; NOW, THEREFORE, i i THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINSi TIO I. That the City of Denton, Texas, is hereby divided into Pour single member election districts, The boundaries of the four single member election districts are described as followss r DISTRICT 1 i Single member district number 1 shall include the following 1990 Denton County, Texas, census tracts, established by the United States Census Bureau and any page 12 ' lI part of any such tracts hereafter annexed an a part of the corporate limits of the City of Denton, Texas: Tract Persons 206.02 1,361 i 207 1,219 I 208 300 209 3,004 210 5,015 211 2,589 212 2,701 Total 16,189 4 j Single member district number 1 includes the £ f following Denton County, Texas, election precincts as yi established by the commissioners Court of Denton County, ! Texass %i I 1. All of precinct 406 and 421. 2. That portion of precinct 410 lying north of Collins Street and West of Bernard Street, 31 That portion of precinct 416 lying west of Woodrow Lune, north and east of the M.K. & T. Railroad tracks, north of Shady Oaks Drive, and north and f west of Wi.llowsprings Drive. 4. That portion of precinct 418 lying south and west of Willis Street, west of Ruddell Street, south of Paisley Street, and west of Audra Lane. f DISTRICT 2 Single member district number 2 shall include the following 1990 Denton County, Texas, census treats, j established by the United States census Bureau and any I part of any such tracts hereafter annexed as a part of the corporate limits of the City of Denton, Texas: 4 Tract Persons 205.01 5,825 t 205.02 5,984 206.02 3,550 Pago 13 1 4..e fr a i 214.U1 1/225 Total 16,574 Single member district number 2 includes the following Denton County, Texas, election precincts as established by the commissioners Court of Denton County, Texas: 1. All of precinct 106, 1160 and 407. i 2. That portion of precinct 104, 105, 417, and 419 lying within the city of Denton. 1 3. That portion of precinct 418 lying south and east of Audra Vane. nTSTRSCT 3 Single member district number 3 shall include the following 1990 Denton County, Texas, census traots, established by the United States Census Bureau and any part of any such tracts hereafter annexed as a part of f the corporate limits of the City of Denton, Texast f t r Tract Persons 3 d 204.01 1,853 204.02 4,J05 204.03 3,622 y 206.01 4,108 206.02 1,162 207 2,138 , 211 2 i. Total 16,890 s Single member district number 3 includes the following Denton County, Texas, election precincts as now established by the Commissioners Court of Denton County, Texast 1. All of precinct 404, 405, 4081 405, and 420. 2. That portion of preoinat 401 and 403 lying within ' the city of Denton. i Page 14 r T- 5 41 4t 3. That portion of precinct 418 lying north and east of Willis Street, east of Ruddell Street, north of ' Paisley Street, and north and west of Audra Lana.. DISTRICT 4 Single member district number 4 shall include the t following 1990 Denton County, Texas, census tracts, established by the United States Census Bureau and any part of any such tracts hereafter annexed as a part of the corporate limits of the City of Denton, Texast Tract Persons 3 203.02 55 j 208 2,768 I' 209 292 210 724 { i 212 2 , 11'1 E 213.02 91505 214.01 s 214.02 580 f 214.03 5 , 215.04 2 Total 16,617 single member district number 4 includes the following Denton County, Texas, election precincts as established by the Commissioners Court of Denton County, Texas: 14 That portion of precincts 103, 108, )111 301, 4121 414, and 415 lying within the City of Denton. 2. That portion of precinct 410 lying east of Bernard Street and Mouth of Collins Street. 3. That portion of precinct 416 within the City of Denton, lying east of Woodrow Lane, south and west of the M.K. & T. Railroad tracks, south of shady Oaks Drive, and south and east of Willowsprings Drive. SECTION II. That the attached map marked as Exhibit A, showing the city council single member election districts as described herein, is adopted and incorporated herein by reference. i Page 15 j Ii "=TION IYI- That this ordinance shall become effective imme_ diately upon its passage and approval. PASSED AND APPROVED this the 1441. day of i BOB ASTLEBERRY, MAYOR t ATTESTt I JENNIFER WALTERS, CITY SECRETARY > BYs ' t ~ APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY i BY: I ' { i I -1 : ~ AilrWlat,♦ E S1S,1 E Page 1fi i w i lt+ C ITY 3 COUNCIL' f , I _j I - } 1 1 I i ~ pp0°~~~a°0 r 0° e d00p~ b0 `t A 0 ~~U° r ° H S 6 + ~pJp °0pooaacroop~°° t 1Wi, .yi 1'4y1iJ, I~ i ' , ` CITY COUNCIL REPORT FORMAT TO: Mayor and Members of the City Council FROM: Lloyd V. Harrell, City Manager SUBJECT: Approval of a tax refund to Farmers Ra Merchants State Bank F RECOMMENDATION: The Tax Department has mailed an Overpayment letter and an Application for Refund to the taxpayer. All completed forms and necessary documonta-• tion have been returned, requesting this refund, which the Tax Technician ends, Chaptor 31,11 of the Texas Property Tax Code requires the approval of the governing body of the taxing unit for refunds in excess of $ 6001001 Farmers & Merchants State Bank has requested a refund in the amount of $ 883.64 because they made duplicate payment on City Account # 039394, BACKGROUND: f Farmers & Merchants State Bank made a payment on December 31, 1990, } in the amount of $ 883,64, Tax records indicate payments of $ 1, 667, 08 against a tax base of $ 883,64, A tax refund is due, PROGRAMS, DEPARTMENTS OR GROUP'S AFFECTED: The Tax Department and the tax account of Farmers &a Merchants State Rank, ~I + FISCAL IMPACT: s w $ 833.54 4RESPE LLY B TED: ger Prepared by: ame Title i Approved: Name Title 2633C/3 E 1 f i 8104 ►roo" Tax eoud APPLICATION FOR TAX REFUND Mtund Application 31.110/121, Collecting Office Name. Collecting Tax For., (ax ng Units) Address Clty, State, Zip Code fn order to apply for a tax refund, the following Information must he provided by the taxpayer. IDENTIFICATION OF PROPER OWNER: / y Name: fm ere 14er oraI11~s vial ! c' E3iyn _ Address: - Y. 19, ark O X _c-.;?- / b~ ~P4141 1~~_ 7~,tr Telephone Number (If additlonal Information Is needed): - i i l IDENTIFICATION OF PROPERTY: I Description of Property: sf ~n CY~~ r/ a f fir,? z2 U 2~ 4 c✓'P s Uy Address or Location of Property, ci'_r3[_T tt /c7 S' Account Number of Property: or Tax Recelpt Number i , INFORMATION ON PAYMENT OF TAXES: Name of Taxing Unit Year for Amount of E From Which Refund Which Refund Date of the Amount of Tax Refund f Is Requested Is Requested Tax Payment Taxes Paid Requested 1 1,NY 07C 14~A;?06A - P d / 19 s JiB, S^5~ $ 19 S S D EE 2,C 14V ~rf vn 19 I!> 19u- EE F Taxpayer's reason for refund (attach supporting documentation): T x'c's live-rC %oc71 f, `6,to f Zcr'"r'•pr 6 y Fcar`m ~r1 1~///c°IC401~F STes7ip Bif , / P d r '9 hereby apply fort a refund of the above-described taxes and cartlfy thatthe in ormadon I have given on this form ~ Is nand correct" rr AA I" All Y=44 kt* X X ' (1) Sig ra Date of Application for Tax Refund i DETERMINATION FOR TAX REFUND: Approval --Disapproval E Signature of Authorized Officer Date i Signature of Presiding Officer(s) of Taxing Date Unit(s) for refund applications over $500 Any person who makes a false entry upon the fote"ng towel shelf be sub" to ors et the folfowing panalffeai 1, Imprisonm*i b not more than 10 years not lass than 2 years andhor a floe of not more then t8,011`0 or belh such lfrs and Imprisenmook eorlNnwlsrlt In half for a term up to 1 yNr or a flr►1 not to s>toeed ?,000 or both such line and Instill forth In Seadon 37,10, Panty Code. nerura. »,i, Pon FARMERM & MERGHAN M 1 0 4 7 1 93t•A" SANK tinse~!! 961172/1119 P.O. pos iA IE.~vfl~'CSx~■ veue TOTNe n~Uen 4f#ir.~ - $;883.54 - - ORDER OP--- ~}L- y 1 1 dd J , ST K 1~«1 P'I"~ 1i~1 II I'1~ l I! it g;„;i 11N~ ~i 1 , -DOLLARS DISTROBUT T, EXPENSE -----a g- CHECK E E~'OD00 68354!' n'DD D4a2 DPI' 1 I ! 6 i 3 i . 1 s a kA y XV, 0 116, Y ,m_. 1r,lty~ Ott'' zN St31,r~ E'' y 1 12 coc 10 hA Gr,c..l?r•nllrY~~lq . y itC./"a r 3A w Ecc >e O „ t: "..;;I r W i r 'W ~r g', W X~ O l i 1 i Icn ' I t~ .r AwHJN,'1- . O V E R-P A V M E N T 5 PAYMENT ` REPLIRT f16R660W 16/07/91 AT 18135 ADDRESS AMOUNT STATUS OF NAME ACCOUpT NO. RECEIPT NO. N eONNIE nAA£ 42: 5 CVEPPAV 6345t464666 90/03/12-0293 MARTIN. A 0 E MCxlNHCV ST 96.07 CVEPPAY 02474900000 90/03/13-0761 TEAGUE. EDITH A E OAK ST p 1 l L L AV 0 GAY..S~.. Ils~14.74 CVERPAY 00a2927G560000C 90/G03/1i7-08173 OppL ACK1t•~1 JOHN Laq E. ►11CK Ca29JxO*0000 90/Oj/t8 00921 pENTdN0 CtTY CP E k1Ci(cRV s 6.86 CVEPPAY 02196!00000 90/03/21-0169 BARNET7• WILLIAM K Y WINDSOR ST 5144' CVERPAY p _ c 24. 5._LWERP.AY 00230200%000 OO/O30PjT-0648 MCLAUGHLIN,VCBERT A SUNPVDOC@-i.F - 130.14 CVERPAY 63,2680606 90/63/27-07£3 ROSE. R/NALb E FRY -323 ST 634.96 OVEPPAY 03489400000 90/03/27-1010 GREAT WESTERN BANK OAK FORREST CI 199.15 CVERPAY 12050y600000 90/04111102-1433 FIRST STATE BANK OF OENT6N _ UENISClII_.9T.____ g 99/02/ pp++gp33 yy♦ 88ggpD 6aab bppp~~~0 EVEPS PKWY 2.oa CVERPA MOMICAN AV gorse V pp~ p 00000.90%0 767- 0 Z...OALOEN , GATEEMGMT JR 115.21 VEPPAV 99 02620430000 `o90/04/08-0018 TER RAY CO „ AU[UMN _OAK DA _ _-.342r51_LWlRPIY. LN 224.23 [VCRPAY 032321380000 90/04/00-0131 MURPHYPARAY M1UMN OA BIBTVWCQD LN 204.1E CVEPPAY 6308040 000 90/04/06-6280 SPAINGER. JOHN J ENERSCf• LN 69.1! CVERPAY 03082400000 90/04108-0281 OAY. BENNIE G IiTMR ERf~IiEEA_CR __._._30E•00 $0 2e•ss Ot?RPAV 11,,``M 90 O6E DR Y 4 0 0/ / a- 7,54 5 B~k CR.OAAY LNO i t64 8100-96/$1/88-86r$- x GUADALUII PL 4.30 CVlPPAY 01 2 0 00 90/04/06-0690 WOLSKI. EDWARD P SAN ALUPE OP 30.0 GYE#PA 028595 00 90/04/08-0710 1301141131o J M JR _SAIl"ORI II L_.,_ .._,3 r42_GWEPPAA _ 0297/SS0$$Qp q /p / B- 822 11"11 Jog PTT_ JR - SOLIV R ST !110.44 GVEPP~Y IT $ 039g1i0d000 90JJ~/06-1p tt 36 PRSTAVE HANK dF OENP$N BO IVAA 9T 03321400004 90/64/08-1037 FIRST STATE BANK CF DENTON OCO OR I.O9 VERPA RPAV - 03137200000 90/04/10-002F OAVIS. DEPT E KA YE _ pPgJ100CO 0 C p p pp - N li .G ovol 3100000 907007/1 0380- YhITER CREE100ANVEPKCN J BANM Jo4/3. 0 6 ~tEMERp DA EL 0 1i _..PANHAND E.. 7_._..._.. _.659+00_.CYOgPAY p ` K N LOCUST -1423 4.95 CVERPAY 0 04_$006 EROV• JIM Y D 23406 6 0 90/04/ - MARPOC LA OAK PROPERTY E LMCKIhNEV OCUST ST _ _VE--- - 026942000 00 40%05005-0060 i 5T SPEN ER- OP 211e pONTONI. LTD.. Cp l -0R - ___l~2a 36 s.19~ V RP "'bIf-- AY 10620100010 0 p90759)0b-0 3 IKP RIAL DP 434.37 CVEPPAY O2 36100139 LCRE EWt TON, JON tN6 00 90/05/06-0139 JAMES: JON JD ANN PLUP HOLLOW ST 624.09 CVlRPAY 3. 10♦0816009 00$$0 90/06/07-0011 JAMES. JU~N1 E _ _ _ LYERlAl!._. r-- , 303 60 Still 41AYkYE 6 PlAVlS~ GEORGE -xtiwt N pp 30.60 CV "PAY ELAN 51 0YEPPAV - 001146000000 90781'O?-s6 02386100000 90/05/11-0165 WILLIAMS, J/HhNY B FRY 9T 1.a0d{`.r9002-CVEPPAY I 03490100900 90/05/13^0066 BELL. JACK JP _ F. ~P,-- 1376 pp26710090/ 5/443-0068 MYERS• CHARL S GMCKY O6{ 24007 KPAY IJb0o 90/05//3=0429' CETERA. T E kCK061 0 69 CVERPAV 2 600 0CC030 90/00/15-0432 ESTER, STEVE EVE SANTIAGO. PL 0 GVEKP. 7f 1362400000 90/05/12-0022 DOIY~ MICHAEL Q 2347200600 90/05/26-0072 WALKER. TERRY A SNYOER ST 6 .05 CYE%f Y 03147{000001 90/05/20-0080 WARD. EDWARD L\>~n1Yr 1 IR..134Y;4 I f% - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 1 CITY[iffi COUNCIL ..1 r 1 GOOOQOQ o~p ~~00000~ 4 L s O q 1 O d O~O~G r o N, s ooo~ G~da00 QG s, s PA N" T"~ rCa, OZ , CITY COUNCIL REPORT FORMAT I TO: Mayor and Members of the City Council FROM: Lloyd V Harrell, City Manager i SUBJECT: Approvsk of a tax refund to Musket Corporation #f~ 1 RECOMMENDATION; The Tax Department has received a supplement from the Appraisal District for 1988 reducing the appraised value of land owned by Musket Corp,, thus reducing the tax they owed in 1988. Musket Corp. is due an automatic 1 refund which tho Tax Technician recommends, SUMMARY: Chapter 31.11 of the Texas Property Tax Code requires the approval of the governing body of the taxing unit for refunds in excess of $ 1500,00, Musket Corporation is due an automatic refund of $ 1,629,18 on City Account # 037066 due to a reduced appraised value in 1988, BACKGROUND: Musket Corporation paid their 1988 taxes in full on January 25, 1989. ; Thus a supplement causing a reduction in appraised value reduced the - taxes due for 1988, This reduction in taxes warrents an automatic refund of $ 1 629,18 due to Musket Corporation, PROGRAM'S, DEPARTMENTS OR GROUPS AFFECTED: The Tax Department and the tax account of Musket Corporation, FISCAL IMPACT: $ 1,629.18 I ~ RESP FULLY SU I ~ED- I l re City a y Manager Prepared by: N8A1e Title Approved: Name Title / 2633C/3 ~ 1 f '415"v 1 Up 18 199'1 1988 SUPPLEMENT ica k:- ur1! ;,misal Qlatrlcr i i TOi DENTON CITY DATES 09/1.6/91 FROM! DENTON CENTRAL APPRAISAL DISTRICT P, 0. BOX 2816 DENTON, TX 76202-2816 ACCOUNT t! R37066 OWNERS MUSKET CORP. LEGAL DESCRIPTION: P 0 BOX 26210 ABST 2, J AYERS, TR 84, OLD OCAD OKLAHOMA CITY, OK 73126 TR 30A(INSIDE CITY), 1.50 AC PREVIOUS VALUE CORRECTED VALUR IMP HS i ~ IMP HS II ' IMP NH3 s 391,897 IMP NHS s 117,069 LAND HS s LAND HS r LAND NHS! 65,340 i ~ LAND NHS: 65,340 AG MKT s AG MKT ! ` AG USE s AG USE ! vo)vl PERSONALi PERSONAL! EXEMPT s EXEMPT ! I TAXABLE r 457,237 TAXABLE 1 182,409 LOSB s 274,828 IMP SPTB: F1 LAND SPTB F1 GAIN ! PP SPTB: ` INITIATED BYs CM APPROVED BYs REASON: PART OF IMPROVEMENTS MOVED TO 937066 OUT OF CITY LIMITS nOfi3a 1088 THRU*. A90700691 3988 L 10 ACMW IAIM# YtM/IIMM TA' T*"L W TV 'CON A MUTE TAX MID W FAND' TAXI pJE * :Elie T%ORm y +19 gy~pp Er J D 12%28 ow. r. r Au bw ~ ~ • ' CUM IRT ENT~QIMR o ~~:a$ ""4""' S~:~ACCADITITOTAL E 21 : 1/31 2.1M. Y!. r 115 1 16. J + r T D 4 / YMIIN E / K 1. 1L. A LTD N YIIM! E / ^r',;•. >r. tti; mwwo #9 ppppy~pppp~ cc ~4pi004TS N~ C TA Y►lr111EM 12/39 2.- i0fq 1 +~aowwr X 1~; {ri{' T . • r 11 Yilrt M ~1k4 N _ IWO A d9A7D0612 1919 THEW i Agginnm 198 M 1D . 1 nAr1 1/t1/AO nr raml Pw AIM:F HEAL MAC ,i rv FP*l it or bew+ wre4 ,r1... 4tatYL<fF ' YNa74V r CITY COUNCIL REPORT FORMAT TO: Mayor and Members of the City Council r FROM: Lloyd V. Harrell, City Manager SUBJECT: Approval of a tax refund to Musket Corporation j RECOMMENDATION: Appraisal District Tho Tax Department has received a supplement from the thus for 1989 reducing the appraised value of land owned by Musket Corp,, reducing the tax they owed in 1989. Musket Corp, is due an automatic refund which the Tax Technician recommends. SUMMARY: Chapter 31.11 of the Texas Property 'fax Code requires the approval of I the governing body of the taxing unit for refunds in excess of $ 500.00. Musket Corporation is due an automatic refund of $ 1,699,26 on City i Account # 037066 due to a reduced appraised value in 1989. BACKGROUND: Musket Corporation paid their 1989 taxes in full on January 31, 1990. Thus a supplement causing a reduction in appraised value reduced the taxes due for 1989. This reduction in taxes warrents an automatic refund of ~ $ 1 699.26 due to Musket Corporation. PROdiRAMS,_DEPARTMENTS OR GROUPS AFFECTED: The Tax Department and the tax account of Musket Corporation. . r' FISCAL 1H-PACT: $ 1 699.26 i jEeFULLY SUB ITTED: L Woe v arre City Manager I t Prepared by: ame Title : Approved: ame Title 2633C/3 ' .E i I i i I iS P 18 199? 1999 SUPPLEMENT ! '1ioR antra: :ralsal OfstrlcT0s DENTON CITY DATEi 09/16/91 FROM: DENTON CENTRAL APPRAISAL DISTRICT P. 0. BOX 2816 DENTON, TX 76202-2816 OHNERs ACCOUNT #i 837066 MUSKET CORP, LEGAL DESCRIPTIONi P 0 BOX 26210 ABST 2, J AYERS, TR 84, OLD DCAD OKLAHOMA CITY, OK 73126 TR 30A(INSIDE CITY), 1.50 AC PREVIOUS VALUE CORRECTED VALUE I{ HSIMP HS o 1 IMP NH8 391,897 IMP NHS 117,069 LAND HS i I LAND HS ~ LAND NHSi 65,340 LAND NHSi 65,340 AG MXT AG MKT Ac USE i AG USE Ve,,J PERSONAL] PERSONALi li EXEMPT i Q r EXEMPT TAXABLE a 457,237 I~~b TAXABLE 1 182,409 LOES i 274,828 IMP SPTBt F1 LAND SPTB: F1 GAIN i PP SPTBi INITIATED BYi CM APPROVED BYi ;REASONi PART of IMPROVEMENTS MOVED TO R135315 OUT OF CITY LIMITS 1 654 1962 THRUIA"roo 1969---ilk TAM TRIAL lAL `E REAL PROF ~pT /ENAIIY EFFECTIVE NEXT MONTH ACCOUrtl1 IEA#JNAIIE NET TAM COOS A PO-DA1E tAM PAID PEN PAID TAN DUE PEN ME TOTAL MUE A!, CUB .T YNNVNI NM NNNN { YNN IMMN~ E •T ~,Qi1(L7 *~~.pp, a a a .a E .......1,a - EOt" E 9.T 'T~1 YNNYNIMNI TtJ30 1 137. i 1• aj r ~tGl~yypp J 2,275. rYNNMMN > >10 T T T1P. ~•.('akf NL aJACK JR Y[[~~lIA1M OE 1 YNNYNNNN . . BEAR V 0 INC YNNNNNNN TI 7--20 -~~A;"if ~0:€i~; ..Y~a*a. s- a . ...,.a ; 3 - 5Q14 - 43: 4 s• - .e. - LILLARO 6 1 ~~7ppi,1 a4 YNNrAMIN - 14 ` RIMY S!R#Y il.~T YNIw~ TJ / f ~OAOrLTO PIS _ 206. T at ow A}SOC TIMES 77 , YNNYNNNN Y1;. K. ~~QQ >7 T EY_1=IOAO .18.. THREE.......... T~ YNN_.uns......ita ....a , 1`J}lat . . . . - 1NULLIQIIa;4i N !!ii i~pp~~pqpp~~ T~ fUI Ea~lMARY f N 1.2 4. YY ~1 - . • ~fN+COT JESItl~ ~p YNNMIMM{ ~f a ....a •'~~~INiRRNi•OON.O ~ ~RNNNNRR~-11114 . y T 4. + YNIMMIRRI TEIM~I~NAN 2, YNNYMNTIN • e. i T~}• lw IiE TEIN NAIIf ! 4ANPNELL SAN a 't • YNNYNNIW v' J .1a • . j " !#0 RAYNURN 4 UYr JOIrMV ETAL 1.00 Y .r j T, ; ; 1 ~pC PIS YNMNMININ -~r0 • _ CbOQM C ~YALT RR E "Wow vwom J 9~S - { • T11CKEA RAYKM E CAMPBELL,. SA psi nGG~~aa j J ~ 9, 10a ' ,dy~p~ C011/TQII YNMYNNNII x 0 C ` a IRI~{C(IHA A a r YNNYMNNN • CORP-RV ........~a a -a • 1,4 3: al4f : IM= 17 . , LAIf~~yT~ LT~ P% +A• J !VT FJ gg N N J ' 1T. il. -if LT PS LA*K~I I~yy $ T YN i LANl4T11 LT I/ ~O~p c r . • I TER jj +1N 0000 1-41 a T~ .}S a ra LTO . { Yrfll~flllWl7 • EN{ 'P LT4 LTO P% 43~T Y 11 :94 - EtONf 40rQUT11 1919 agu t 008 1919 M A9 rare ~itlian .ar TRIAL BALANCE ME%,,, , PAW LIT IffECT)" NlNj NONTN 71r _ r _ _ r.. 1 W W" 4 1 CITY COUNCIL REPORT FORMAT TO: Mayor and Members of the City Council FROM: Lloyd V. Harrell, City Manager SUBJECT: Approval of a tax refund to Musket Corporation 1 RECOMMENDATION: The Tax Department has received a supplement from the Appraisal. District i for 1990 reducing the appraised value of land owned by Musket Corp., thus € reducing) the tax they owed in 1990. Musket Corp. is due an automatic refund which the Tax Technician recommends. t SUMMARY: Chapter 31..11 of the Texas Property Tax Code requires the approval of 1 the governing body of the taxing unit for refunds in excess of $ 500.00- Musket Corporation is due an automatic refund of $ 1,691,91 on City Account It 037066 due to a reduced appraised value in 1990. BACKGROUND: ' Musket Corporation paid their 1990 taxes in full on November 27, 1990, i' Thus a supplement causing a reduction in appraised value reduced the taxes due for 1990. This reduction in taxes warrants an automatic refund of $ 1,691.91 due to Musket Corporation, i PROGRAMS DEPARTMENTS OR GROUPS AFFECTED: The Tax Department and the tax account of Musket Corporation. E FISCAL IMPACT: $ 1,691.91 RESPEC LILLY SUR K TED: ! L o arre City Manager f Prepared by: Z~IY .-vc-stil.-CeLW 1 a~ Title l Approved: Name Title 2633C/3 j T- (F 1 fG111YJ`lYr} t SitAr;J"+p r t{[❑~rlp7 i taf 1991 1990 SUPPLEMENT ".;•.+i ; r;r TOE DENTON CITY DATES 09/16/91 1 I FROMi DENTON CENTRAL APPRAISAL DISTRICT P. 0. BOX 2816 r DENTONr TX 76202-2816 OWNERS ACCOUNT #i R37066 MUSKET CORP. LEGAL DESCRIPTION P 0 BOX 26210 ABST 21 J AVERS, TR 84, OKLAHOMA CITY, OK 73126 OLD DCAD TR 30A(IN CITY), 1.5 AC PREVIOUS VALUE / CORRECTED VALUE IMP~HS -i IMP HS IMP NHS i 361,837 IMP NHS 103,569 LAND HS i LAND HS LAND NHSi 65,340 LAND NHSi 65,340 ! i AG MKT. i AG MKT i 1 j AG VSE AG USE i , PERSONALS PERSONALi ~v D `I NXEMPT i Q EXEMPT : TAXABLE i 427,177 (p { TAXABLE i 168,909 IMP SPTBi LAND SPTBi 08,$~ i 258, 268 i L ~ GAIN PP SPTBi i _ INITIATED BYt CH APPROVED BYi REASONr PART OF IMPROVEMENTS MOVED TO R135315 OUT OF CITY LIHITS < j i T E I 3 TAX RECEIVAT:tI.,Er BROWSES FINF10201 TAX ACCOUNT TAXES DUE PE NAL.TY & C. C1 L. L. E;;CT - ADJUDICATED TOTAL, PfNy YEAR & AGENCY THIS ACCT INTEREST ION FEET INTEREST AMOUNT DUE STHT' a3n0 , OO 4.00 0,9S~ 4 Oo.,..:, C';:, '~4abooann~al ~ 03706600000911 1,157.1q 0.00 0.00 0000 1,157.19 r it 03706800000901 0,00 0.00 0.00 0.00 0.00 F E 03706800000911 544,87 0.00 0,00 0,00 544,87 G .0 0.00 olo 0.00 03707200000901 ~ 1,10 C; 03707200000911 481.10 0.00 0.00 0.00 480.00 G f, 03707400000901 0.00 0.00 0.00 0.00 0.00 F 03707400000911 48,79 0.00 0.00 0.00 48.79 C 03708900000901 0,00 0.00 0.00 0.00 0.00 F 0370B900000M 11,606,23 0.00 0.00 0.00 11,606.23 c 03'709100000901 0.00 0,40 0.00 0.00 0.40 F ,03709200000901 4.00 0.00 0.00 0.00 0.00 F q.03709200000911 3.00 0.00 (),00 0.00 3400 0t . 00 o0. . O U 0.0 0 f 03709300000901 ~'3~ 7y 0 (9 3 0 /0~ /0~'0` /0~ 9 01 0.00 0.00 1I 03'709304400911 0.00 4,04 0.00 00 0.400 F 03705'500000901 0.00 0.00 0.00 0.00 0,00 F TO INQUIRE; ENTER 010) PL.AC.E? CURSOR PEL OW ACCOUNT AND "EN rE R TO CONTINOEr BROWSE, "ENTER" "ENTER' TO RESTART "TART BROWSE;:, E~NTf:P STARTING ACCOUNT IN FIRST LINE AND i l ' 1 1 , 1 ' i f t ~4aGv»,........ _ _ _ it i i ` 1 'TRANSAC'TION HIS-TORY kE;CORD DROWSE 1='N1'i4301 AMOUNT DATE / RE::CC;:J r."T 1'AX ACCOUNT AC;Ei:NCY F'UN1) 80URCE: q0 112 ID TRANS i , 399.:!x" 790 900;3170'732000i 03706600000 CITY MSC) TAX 94 46 6q1 1,399.~~, , 90092600280001 03706600000 CITY M&C) TAX . 6~ 3"?06600004 CITY M&U REV DEC 90 092391 1 , 425 1 40 ! 90122,'500210001 a 901 2 300;'1000:? 03706600000 CITY IBS REV DEi;C 94 09:'391 i , 399.2i 99 90122300220001 03706640000 CITY M&O TAX 90 90 11 2790790 062691 1 ,3 " 90122300230001 0;3706600000 CITY M i0 'TAX 90 1 11 , 99, 22 3'706604400 CITY M&LI TAX M22300,230003 43'r0f,600( 00 CITY MhC) 0VFRF'A_ Y 9q 11 "790 g X99. 1 i 43"?06640004 CITY ~M 0VE::RFAY 9'0 092391 i ,X06 tea 910: 06009900(')1 03706600000 CITY ~16C) F,1^V T) EC: 9i 110691 262 ..01 91 91020600990002 0;3706600000 CITY I&S" REV DEC 90 110691 26 .01 9003"71 a61000i 043'706000000 CITY MAX 90 i W3i90 ' 50,7165 gg4q0 49030401 4;3707200000 CITY M&O t4Cl TAX ~`16 •900`~07003a00Ui 0;3'707400000 CITY M&O 'TAX 94 013191 44~ i , , 90050600490001 03708900000 CI'T'Y M&(l TAX 90 4i319i i1 1 E90040304-130001 03709100000 CITY M&O TAX 90 123190 i2 00 1.o9 CI'T'Y M&O TAX 90 113090 , 80031'7465:30001 0,3709200000 901 OM294000i 03709200000 CI'T'Y M&O 'T'AX 90 062091 4l,47 )BELOW F,E CE;I1=''T AND "1 N1'l?F~" TO INQUIRE EiNTE R "I" , PLACE CURSOR TO CONTINUE DROWSE) "E;NTE:1;" . TO REiS'TART NT;C)WSE, C)VE RTYF'E;' RE:C:E:IPT C1R ACCOUNT ON F'IF.ST LINE: AND "E:NTE»E " i i ` { c 10 r I ~r ItitN'~1r~3y + 1 Ijly~ry{jd~l ORDINANCE NO. AN ORDINANCE ACCEPTING A COMPETITIVE SEALED PROPOSAL AND AWARDING A CONTRACT FOR THE PURCHASE OF MATERIALS, EQUIPMENT, SUPPLIES OR SERVICES; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFORE) AND PROVIDING FOR AN EFFECTIVE DATE. I WHEREAS, the City has solicited, received and tabulated com- petitive sealed proposals for the purchase of necessary materials, equipment, supplies or services in 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 proposals are the best responsible proposals for the materials, equipment, supplies or services as shown in the "Proposals" submitted therefor; and WHEREAS, the City Council has provided in the city Budget for the appropriation of funds to be used for th~3 purchase of the ma- terials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE QITY OF DENTON HEREBY ORDAINS: SECT_ I NON _K. That the numbered items in the following numbered bids for materials, equipment, supplies, or services, shown in the "Proposals" on file in the Office of the City's Purchasing Agent filed according to the number assigned thereto, are hereby accepted and approved as being the lowest responsible bids for such items: ITEM NUMBER NO. VENDOR AMOUNT 1295 ALL WESCO CORP. #12,537.00 1296 t INDUSTRIALS INTERNATIONAL #54,000.00 I 1296 2 BADGER METER # 90180.00 j 1296 3 KENT METERS # 51866.00 i SECTION II. That by the acceptance and approval of the above numbered items of the submitted proposals, the City accepts the offer of the persons submitting the proposals for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, specifications, standards, quantitiaF and for the specified sums contained in the invitations, Proposalb, and related documents. i I. K SECTION III. That should the City and persons submitting ap- proved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the accep- tance, approval, and awarding of the proposal, the City Manager or his designated representative is hereby authorized to execute the written contract which shall be attached hereto; provided that the written contract is in accordance with the terms, conditions, specifications, standards, quantities and specified sums contained in the Proposal and related documents herein approved and accepted. j SECTION IV. That by the acceptance and approval of the above numbered items of the submitted proposals, the city council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved proposal or pursuant to a written contract made pursuant thereto as authorized herein. SECTION V. That this ordinance shall become effective imme- diately upon its passage and approval, PASSED AND APPROVED this day of , 1991. I BOB CASTLEBERRY, MAYOR r i ATTEST: ' JENNIFER WALTERS, CITY SECRETARY BY: k APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY i , 3 BY: Ii i +1 sua~ear.~ lrtunrv~ l i DATEtNovember 19, 1991 ` CITY COUNCIL REPORT TO: Mayor and Members of the City Council j FROM: Lloyd V. Harrell, City Manager SUBJECT: BID #1295 - 1500 KVA PADMOUNT TRANSFORMER ~ PPP RECOMMENDATION: We recommend this bid be awarded to the lowest bidder Wesco Corp. in the amount of $12,537.00 FOB Denton with delivery in 10-11 weeks. SUM'4.aRY: This bid is for the purchase of one (1) 1500 KVA Padm.unt Transformer. The unit will be installed at the Jostens Plant, where it wil' provide the needed capacity to meet the additional load requirements for the new building addition. { BACKGROUND: Tabulation sheet. PROGRAMS, DEPARTMENT OR GROUPS AFFECTEDt Electric Distribution Division and Jostens. FISCAL IMPACT: 1991-92 budget funds for capital improvements to the distribution system account 0612-080-RB90-9222. Respect lly submitted: v to d . Harrell City Manager Approved: Name: Tom D. Shaw, C.P.M. Title: Purchasing Agent TS/jh 203.DOC f r I f I ! , 1, ; I I I i I 1 I I I I ~o l ~m 1295 II I Ian I S1VAK! co, I PocY lrrs ; i i i I } I I 1500 KVA PM TPAN.`FOSMER VAN TFAN 17!1E Emy 00• i I I I DID HAW I I I I 1 i f otr~E~ 29, 1091 CM DKE -~'JI I I I-'_ ` I I 13,048,52 i II ITZM I- "`11 $13,990 00 I $14,455,00 II $13,933.00 i $13,233.00 $14,781.00 150 KVA 2V/480 1 I 1 I I I S PAi14MYS I s` 3 0 PADrrx MW) 0 I i GE I HNAM II ~ I ~ I ; VAN TRAN I i I I 16-18 MO I 6.8 WM 2 1 W* I I I 10-13 ws I I f I 9-10 SACS i 16-18 SACS i 12-14 SAS it ; II f 1 I I 3 MW 11 i ~ ~ 1 I } I I I } I 11 1 II II ' s1D b 12~i III 41m a"m FRMW 0 I II I I ANSS j I PR== H" 1500 KVA PM TF I SALES I I I I I I I I i 1 I I ' ~ OM DATE Oman 29. 1991 S $15,073,00 I } I~ 11 T1E24 I _ - - - -i1 l 312,537.00 I I } I i I f S j $15,120.00 1 $14,529.00 i $15,450,00 I I 1 I 1 1500 KVA 't I 277/480 ; I i D I I VAN IN AES 3 TRMMRIM p PAit'KA1>11~ II 1 I ~ I I I FAYF:IV11].E 1 I I I I ~ ` y 2; 1~t7 i I I I 10-11 ~ SAGS I 9.10 wm { 15-17 SACS i 22 SAGS 1 .84 DAYS I I I 1 I DAYS 1 I 3 ~ rx3,~ j I 1 1 I„ Fi~r1 30 I i t BTD t 111.'95 1 j I I ! 1 I I I I 1 1 ~ BID NAME 1500 KVA PM TRADMM VAN TPM4 i 7FMPLE I Tgmm I MUART CO. I POLE ME I WIM ! IFBY CO. I I I I ! I ! I ~ OPEN DATE W CBER 29, 1991 E E I I I i- } I _I I -I I ~rY rfiM DFSM=ON I 1 I I I I ~ I E I I { I ! 1 I 1 1500 KVA 277/480 1 $141781.00 1 $13,990.00 i $14,455.00 ± $13,933.00 i $13,233.00 i $13,048.52 3 0 PAMVJMM TRANS:'OM I ! l VAN TRAM I GE f "Art) f MCri E PAI MYS I SPEW 2 I MFG I 1 1 I 1 f I 1, I I I I I I I I f 3 I DELIVFJiY I 9-10 WKS I 16-18 WKS i 12-14 MZ 1 10-13 W3 ` 16-18 WIGS ; 6-8 WS I I I I I 1 E I I i ! ' i i ~ ~ j I I I I BM 1295 j ! 1 { ! { I 1 I I 1 I HID NAME 1500 KVA PM TRAM UM i m Fm PRMI ` GAAYBAR I WfM I OlDM11ZS I EIF~1FQc I E E I I 1 I + OPEN DATE on= 29, 1991 I ( I I { I I I I 1 ____.I I I , e I QlY rIEM rfzcrt ~._.I ~1 1 I I ! I I ! I I I I 1 I 1 1500 KVA 277/480 I $15,120.00 ! $14,529.00 1 $15,450.00 1 $12,537,00 1 $15,073.00 3 0 PAM" = TAANSk *w I 1 ! I I 2 I MFT1 I FAYETVn E I OOOPFR I MMM D I AM i VAN IRAN I I I I I ! i I I I I 3 ! I1PI TVEfift ! 70-84 DAYS I 15-17 WKS I 22 WKS i 10-11 w i 9-10 WKS ~ ! I ! (M frlRd 30 DAYS I I I i I 1 ! 4fYg1AB t f`JIA.LC 1 DATE:November 19, 1991 CITY COUNCIL REPORT E j TO: Mayor and Members of the City Council FROM: Lloyd V. Harrell, City Manager SUBJECT: BID #1296 - WATER METERS RECOMMENDATION: We recommended this bid be awarded to the lowest j bidder for each item. 1. 5/8" x 3/4 Water Meter to Industrials international at $21.60 each estimated usage 2500 units = $54,000.00. 2. 1 1/2" Water Meter to Badger Meter at $153.00 each estimated usage 60 units = $9,180.00. 3. 3" Fire Hydrant Meters to Rent Meters at $419.00 each estimated usage 14 units = $5,866.00. Total estimated annual expenditure $69,046.00 SUMMARYs This bid is for the annual contract. to ft-rnish water 1 meters to the City of Denton. The meters are purchased as j warehouse stock and charged to the various account numbers and } work orders as they are installed. BACKGROUND: Tabulation sheet. PROGRAMS, DEPARTMENT OR {CROUPS AFFECTED: Water Meter Division of ~ I Utility Department and Warehouse Operations. FISCAL IMPACT: 1991-92 budget funds. Respect ly subm t ed: Lloyd V. Harrell r City Manager Approved : Name: Tom D. Shaw, C.P.M. Title: Purchasing Agent TS/jh 203.DOC saiF1Y'ay; SID A 12% I I I I f I t I I STD NAME WATER IETERS 1 SG'Eff.LN13UM I I11CUMMAL I SFMS I SADM MhIER I AES 1 TND. I M. Itr. 1 TECH ix. 1 nac. I KMT METERS I 1 1 1 1 MN DATE OCR 29, 1991 I I 1 I I 1 i I i f 1 ~ I I 1 1 1 _ A I ITEM DE97FOMON I I i I I I 1 I I I I I 1 1. I 5/$" X 3/4 WATER WIER I $23.30 1 $21.60 1 $29.93 1 $21.85 1 NIS ( Ra1ISiER I I I I I I I 1 2. 11 1/2" WATER M1E.7E1 I $165.00 I $159.00 1 $201.93 1 $153.00 1 $153.00 1 3. 1 3" FIRE HYMWr METER I $458.00 1 $449.00 I $577.50 1 $433.50 1 $419.00 1 I I I I I I DELrm1Sf 30 DAPS 30 DAYS 30 DAYS AS FEWMED 30 DAYS I i I 1 rI VA, i ll , ORDINANCE NO. AN ORDINANCE ACCEPTING COMPETITIVE BIDS AND PROVIDING FOR THE AWARD OF CONTRACTS FOR PUBLIC WORKS OR IMPROVEMENTS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City has solicited, received and tabulated com- petitive bids for the construction of public works or improvements in accordance with the procedures of state law and city ordinances; and WHEREAS, the City Manager or a designated employee has receiv- ed and recommended that the herein described bids are the lowest t f responsible bids for the, construction of the public works or im- provements described in the bid invitation, bid proposals and plans and specifications therein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: E SECTION T. That the following competitive bids for the con- struction of public works or improvements, as described in the "Bid Invitations", "Bid Proposals" or plans and specifications on file { in the office of the City's Purchasing Agent filed according to the 1 bid number assigned hereto, are hereby accepted and approved as be- ing the lowest responsible bids: I ! . BID NUMBER CONTRACTOR AMOUNT 1293 CBS ROOFING SERVICE. $23,538.00 1299 ASSOCIATES CONKERCIAL CORPORATION DALLAS TEXAS $166,200.00 i i SECTION 11. That the acceptance and approval of the above competitive bids shall not constitute a contract between the City and the person submitting the bid for construction of such public works or improvements herein accepted and approved, until such person shall comply with all requirements specified in the Notice to Bidders including the timely execution of a written contract and furnishing of performance and payment bonds, after notification of the award of the bid. SECTION III. That the City Manager is hereby authorized to execute all necessary written contracts for the performance of the construction of the public works or improvements in accordance with the bids accepted and approved herein, provided that such contracts are made in accordance with the Notice to Bidders and Bid Propos- als, and documents relating thereto specifying the terms, condi- ---.--r--~^- 4 ~Y ~.tr Li7Y.1f4 t Waff i tions, plans and specifications, standards, quantities and speci- fied sums contained therein, SECTION IV. That upon acceptance and approval of the above competitive bids and the execution of contracts for the public works and improvements an authorized herein, the City Council here- by authorizes the expenditure of funds: in the manner and in the amount as specified in such approved bidq and authorized contracts executed pursuant thereto. _qEgTIQNY. That this ordinance shall become effective im- mediately upon its passage and approval. PASSED AND APPROVED this the day of 1991. j f _ BOB CASTLEBERRY, MAYOR w ATTEST: JENNIFER WALTERS, CITY SECRETARY E {r i t BY: APPROVED AS TO LEGAL FORMS DEBRA A. DRAYOVITCIi, CITY ATTORNEY BY., Fj 4 DATE:November 19, 1991 CITY COUNCIL REPORT TO: Mayor and Members of the City Council FROM: Lloyd V. Harrell, City Manager SUBJECT: BID #1293 - REROOF FIRE STATION #2 RECOMMENDATION: We recommend this bid be, awarded to the low bidder meeting specification, CBS Roofing Service, in the amount of $23,538.00. SUMMARY: This bid is for labor and materials to reroof Fire Station #2 on West McKinney Street. Four bidders responded to this invitation to bid. The lowest bid of Shermanite roofing did not meet contractor qualifications of being successfully in business for (5) years prior to this bid. This specification is a requirement to ensure reliability in a contractor in case warranty work on the roof is needed in the future. The next low bid was CBS Roofing this company completed the reroof of City Hall for the City of Denton recently. i BACKGROUNDS Tabulation sheet. PROGRAMS, DEPARTMENT OR GROUPS AFFECTEDs Fire Department FISCAL IMPACT: Funds for this project will come from Certificates of Obligation, sold during the 1990-91. fiscal year. The orginial intent was to Reroof Central Fire Station. Due to a change in priorities that project was cancelled releasing the funds for use on Fire Station #2. Respectf ly submitted: v 'AW'1 Lloyd . Harrell City Manager Approved: Name: Tom D. Shaw, C.P.M. Title: Purchasing Agent TS/jh 205.DOC v BID # 1293 BID REROOF FIRE STATION #2 I C.D. MCKAMIE ! ALMOND I SHERMANITE I CBS ROOFINO I I ROOF I ROOFING CO. I SERVICE I OPEN OCTOBER 31, 1991 I I CONSULTANTS I 1 I # I ITEM DESCRIPTION I I I I I ! I I I 1 1.1 BASE BID 1 $23,660.00 1 $242335.00 1 $21,497.42 1 $23,538.00 1 I I 1 I I 1 2.1 DECKING I $4.50 1 $4.00 I $4.50 1 $9.50 ! i I I I I 3.1 NAILER$ I $2.00 i $1.50 I f2.50 I $4.00 I 4.1 ROOF DRAIN 1 $400.00 1 $500.00 1 $500.00 1 $750.00 j I I i I I I q 5.1 DRAIN LINE 1 $21.00 I $5.00 1 $7.50 I $8.00 6.1 WEEKEND OR OVERTIME ! $8.00 i $22.50 I $35.00 I $12.50 I E I I I I r" ~ f 1 1 it I i DATE;November 19, 1991 CITY COUNCIL REPORT of the City Council TO, Mayor and Members Lloyd V. Harrell, City Manager FROM: ~ SUBJECT: BID #1299 LEASE/PURCHASE FINANCING awarded to the lowest oration, recommend this bid Commercial Corp ' RECD ~eA g pecificationa) Associates for 60 M the fixed interest rate of 6698$ 166,200,00n Dallas, TF3xasJ at approximate $ Total accumulated interest will be app lease/purchase agreement arty 890,230.00 expenditure men for solid waste to fun for the third p SUMMARY; This bid is t purchases an approximate $ of the actual equi p ,pwo front d refuse equipment. A portion l on previous occasionload a. for truck have been approved by Counci207,196.00 one aide the amount of j load trucks in the amount of $ ,oxitainers in third party $72 376.00 (Fid #1273) a have long wiLi' been approved with acquisition of , Bid 11286) of funds. The f $445,658.14 ( as the sour will be brought to council or lease/purchase Funding Bid #1298) actor (Bid #1298) coat $1651000.00. landfill comp a ants will , a in consideration Decembers a out.monthly p Ym ass to on a 60 month p Y The funding is based up Title of all equipment will p be approximately $17,619.00. be 0 City of Denton upon delivery. PACK G NDs Tabulation sheet. of Commercial Solid Waste GRAMS DEPARTMENT CR G UeU artmentC~1ED:Cuatomers of the City PR the Utility p Division of Denton Solid Waste System. budgeted ome from budg tee this debt will c spogal FISCAL ItdpACTs Funds by repay Waste col?.action and revenue fades 9 activity Respect ully submitteds r Llo d V. Harrell City Manager Approved: Name- TOM D. Shaw, C.P.M. Titles Purchasing Agent BIA 0 1299 1 I I I I I I ! I I ' BM NAME LEasF✓PURa1A. FINANOINa I urrlvMA1. IPUB.IC MOM I BAt1K aaE I MINICIPAL IIPIMn LEAMISlMM PIFS1 I I @7m LF.A5IN0 I wave I LFASM CORP. IMWIrES MOP I DOW. T I a000M I I I I I rNa. I IFZriaNOrAL CORP. I CHN DATE NOUH'SR 7, 1991 I I I I I 1 I I I I I I ~ I ..I I I i I earl noN I I I I I 1 ^f 1 I__ 1. I I f~l 1 1 ANNUAL PEf1vE2dTAGE RATE 1 8.06% I 6.785% 1 8.02% I 7.38% 1 7.99% 1 7.871% I I f I I I I 1 I I I I I I 1 i 2 I TOM M EM I $193,560.51 I $161,338.80 1 %192,511.00 1 $156,649.20 1 $191,738.40 I $111,668.20 1 i I I I 1 I I I I 3 I M1LTII'[.M 1 .020306 1 N/A I .020286 I .019961 1 .02027161 1 .03127664 1 I I I I I 1 I f ! I I I I I I 1 \ 1' j I f I f i BID 4 1299 I I I I I I I I ~ ! I I I I I I ; BID NAME LEAMPURCMM FINANCING I PIONEER I AMMATES I I I i I 1 I LFA4II n I 01+EXITAt, I I I 1 f 1 I cm. I I 1 I 1 MEN DATE NOVOW 7, 1991 1 I 1 I i I ! ~ i I I I I I I ; I I 1 I _1 # I MY mm DE qcr PrION I f ! I I I I _I ~1 ! I- ICI I 1 I ANNUAL PM WAGE 1 7.49% f 6.90% I 1 I I I I I I I } 1 f I I I 1 I i I ! 2 I 'D041AL IN I $179,069.80 1 $166,222.61 i I 1 I I f I I I I I 1 1 ! I I I I I I I 3 1 MA~7'IMnM II .0200332 I .019792 I I I 1 ($C4SlVf~ DATE; November 19, 1991 j CITY COUNCIL REPORT •i i TO: Mayor and Members of the City Council FROM, Lloyd V. Harrell, City Manager SUBJECT: BID 01291 - IRS SECTION 125 BENEFITS PLAN 1 RECOMMENDATIONS We recommend this bid be awarded to Anthem Life Insurance Company in the amount of $15,660.00 total j administration cost. SUMMARY: This bid is for the claims administration of the Section i 125 Flexible Benefits Program (Delta Plan) offered to employees E~ by the City of Denton. f The bid submitted by AFLAC has been rejected. This rejection is based upon their (AFLAC) failure to respond to the City of Denton attempts to contact their representatives to clarify informatio + during the evaluation process. n Please reference memorandum from Tom Klinck date 11-12-91 attached. i BACKGROUND: Tabulation sheet, Memorandum and attached exhibits. 1 t PROGRAMS, DEPARTMENT OR GROUPS AFFECTED: City of Denton Employees and Personnel Department. FISCAL IMPACT: 1991-92 budget fund. The recommended bid is a savings of approximately $6700.00 over previous year cost. ~ I Respect' ly submitted: Lloyd Harrell City Manager A proved: Names Tom D. Shaw, C.P.M. Titles Purchasing Agent TS/jh 201.DOC i E! MEMORANDUM TO: Tom Shaw, Purchasing Agent FROM: Thomas W. Klinck, Director Personnel/Employee Relations i E DATE: November 16, 1991 SUBJECT: IRS SECTION 126 BID FOR CLAIMS ADMINISTRATION r k~k This memo is to inform you that it is our recommendation that Anthem Life 7 Insurance Company be awarded the contract for our Section 126 claims administration, Our recommendation is based upon our tabulation and a thorough evaluation of the bids received through the competitive bidding process, Our Flexible Benefits program was approved by the City Council, effective ' } January 1, 1969, December 31, 1991 will mark the end of our third year with j our current claim administrator (Employee Resource Administrators). To ensure that the program continues to be administered competitively, we re-bid our contract for claims administration In October 1991. The following vendors responded to our request for a bids: o American Family Life Assurance Company (AFLAC) o Anthem Life Insurance Company (Anthem) o JTV & A Custom benefits Services (Custom) E! o Colonial Life and Accident Life Insurance Company (Colonial) f Employee Resource Administration (current claim administrator) did not submit a bid for the program. As you are aware, under the Texas laws governing competitive bidding, we are required to award the contract to the lowest responsible bidder. As shown In Attachment A, AFLAC Is the lowest bidder. However, for several days we 1 attempted to contact AFLAC to clarify some questions we had regarding their rates, and their reference listing, aut we had not received a proper I response to our phone calls. We were concerned that this lack of response I to our irauirias indicated that the company might not be able to satisfactorily fulfill our bid specifications, especiallyr the ability to meet our turn-around time for processing employees reimbursement and phone inquires when problems arise. Finally, however, on November 14, 1991, we were able to contact and meet with the AFLAC representative, In our discussions, the representative clarified the reason for the low bid. It was the intention of the company to also market other insurance products (Cancer Only, Life Insurance, etc . to our employees as a means to cover their additional funding needs to properly comply with our requirements. We explained to the representative that this is a new concept to our organization that was not apart of the Admj!?isjLat_1_90 Wy provision of our bid, Our analysis of Insurance i i to November 15, 1991 Memo to T, Shaw - 126 Bid Page 2 coverages for our employees is that the City provides adequate health insurance, life insurance, and long-term disability insurance, and that there are ample opportunities for employees to gain additional coverages (should they desire) through local agents. Thus, it was our position that this company did not properly meet I-'ie bid specifications. Further, there 1 were items requested in the bid specificati(. that this company did not include in their sealed bid packet. Lastly, the company representatives ` have indicated to us that they will not be interested in providing claims administration services only for the cost they quoted. r Therefore, it is 1~ur recommendation that the contract be awarded to Anthem ' since it is the next lowest bidder. As shown in Attachment B, we have notified AFLAC of our concern and have given the company the opportunity to 1 respond. Based upon our tabulation, Anthem's rates are very competitive, and their bid meets our specifications. Additionally, we have contacted the three f references furnished by Anthem to discuss their experiences with the f company, We inquired of the company's performance in the following four areas: o Claims turn-around time f o Responsiveness to staff and employees inquires o Knowledge of IRS laws governing Section 126 o Ability to provide staff with useful data for filling IRS Form 6600 i In all four areas, Anthem was given an excellent rating. Based upon our evaluation, it is our recommendation that the contract for claims Administration for the Section 125 plan be awarded to Anthem Life Insurance i~ Company. I As the new plan year begins on January 1, 1992, we have scheduled open enrollment for December 3 through 6, 1991. Upon City Council's approval of our recommendation, we will commence open enrollment and employee communication planning. If you have any questions, please tot me know. i ! Thank you i Thomas W. K inck, Director 1 personnel/Employee Relations i Attachments I 1 flxbdgla.prn rev: 11/16/91 i 1 r f?: t Yz Fllxl Flxbid9l.wk1 Attachment A BID ANALYSIS - IRS SEOTION 125 SIDS DUE - OCT. 29, 1991 ~ (5) (1) (2) (3) (4) Current Y BIDDERS Anthem Custom AFLAC Colonial Clm. Adm. ELIOIBV.ITY CENSUS Ins. Premiums 800 $0 $1,771 $0 $0 $p j Unreimb. 800 $0 $3,642 0 0 0 j Child Care 800 $0 $3,542 0 0 p E 3 Accounts 13 72 0 0 71600 Total $0 8,926 0 0 7,600 s PARTICIPATION CENSUS Ins. Premiums 236 $6,926 0 0 5,640 8,460 Unreimb. 71 420438 0 1,218 61112 2,456 Child Care 26 $546 0 273 1,872 936 I 3 Accounts 13 $962 0 546 0 0 I Total $10,860 $0 $2,037 $12,624 $11,952 I COMMUNICATION $2,400 $2,000 100 0 20500 t INITIAL COST $2,400 $7,600 0 0 0 i NAILING FEES CENSUS Ins. Premiums 235 0 0 0 11405 0 Unreimb. 71 0 0 0 1,421 0 Child Care 26 0 0 0 208 0 - 3 Accounts 13 -0----- 0 0 338 _.,--_-__0 total 0 0 0 3,37; O_ TOT ADM.COST $16,660 $18,525 $2,137 $16,997 $22,052 (1) Anthem Life Insurance Company (2) JTV 8 A Custom Benefits (3) American Family Life Assurance Company (4) Colonial Life and Accident Life Insurance Company Colonial submitted a proposal instead of a bid. (5) Employee Resource Administrators Current claims administrator did not bid i i r. r l Pt4!i llRa r r.; i a ED COTY of DENTON, TEXAS MUNICIPAL BUILDING / DENTON, TEXAS 76201 / TELEPHONE (817)566-8X!!1 i r ATTADIMENT B Nuvember 12, 1991 r I i ' Mr. Trini J. Villegas f Assistant Vice President American Family Life Assurance Company 1923 Wynnton Road L Columbus, OA 31999 Dear Mr. Villegas: This letter is to notify you that our intent is not to award this bid to American Family Life Assurance Company (AFLAC) due to our inability to satisfactorily contact your company to clarify some questions we had t concerning your bid. E If you have any questions ur concerns about our recommendation, please contact Mr. Tom Shaw at (617) 382-7133 (Fax is &17/382-4692), Your reply ' must be received at our office by 12:00 noon, Friday, November 16, 1991. Sincerely, Z. Ike Qbi Personnel Specialist LetAflac.prn i i r j i ORDINANCE NO. AN ORDINANCE ACCEPTING A COMPETITIVE SEALED BID AND AWARDING A CONTRACT FOR SECTION 125 FLEXIBLE BENEFIT PLAN ADMINISTRATION SERVICES TO ANTHEM LIFE INSURANCE COMPANY; PROVIDING FOR THE EX- PENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City has solicited, received and tabulated com- petitive sealed bids for services in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager, or a designated employee, has re- viewed and recommended that the herein described bid is the lowest responsible bid for the service as shown in the bids submitted 1 therefor; and WHEREAS, the ~;ity Council has provided in the City Budget for the appropriation of funds to he used for the purchase of the ser- vices approved and[ accepted herein; NOW, THEREFORE, THE COUNCIL OF T.91. CITY OF DENTON HEREBY ORDAINS; SECTION I. That bid number 1291, providing for section 125 Flexble Benefit Plan Administration is hereby awarded to Anthem Life Insurance Company, and this bid is hereby accepted and ap- proved as the lowest responsible bid, based upon a projection of lowest net cost, assuming current employee participation levels. SECTION II. That by the acceptance and approval of this bid, the City accepts the offer of Anthem Life Insurance Company for j such services and agrees to purchase the services in accordance l with the terms, specifications, standards, quantities and for the specified Sums contained in the bid submittal form. SECTION, That the City Manager or his designated represen- tative is hereby authorized to execute the written contract at- tacked hereto. SECTION IV. That by the acceptance and approval of the above bid, the City Council hereby authorizes `,he expenditure of funds therefor in the amount and in accordance with the approved proposal or pursuant to a written contract made pursuant thereto as autho- rized herein. 5ECTION V. That this ordinance shall become effective imme- diately upon its passage and approval. PASSED AND APPROVED this day of , 1991. BOB CASTLEBERRY, MAYOR N 'rr L f~:i;XV 1 , ATTEST: JENNIFER WALTERS, CITY SECRETARY B3: I APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY BYt_ S )i f 1 r 3 ~ S i r { f I y 3 y WML00082 ~E • 1 THE STATE OF TEXAS S AGREEMENT BETWEEN THE CITY OF DENTON AND COUNTY OF DENTON S ANTHEM LIFE INSURANCE COMPANY, INC. This agreement, executed the 1st day of January, 1992, is between j the City of Denton ("Denton") and Anthem Life Insurance Company, Inc., a Texas Corporation (the "Claims Administrator"). HESS ' SECTION I. 1 i The Plan 1.1 Denton will adopt a cafeteria plan of benefits under Section 125 of the tax code (the "Plan") providing means by which eligible employees of the City of Denton can secure the bene- fits set forth in the plan. 1.2 The administrator of the Plan (as defined by the L"mployes j Retirement Income Security Act of 1974) is the City of Denton ("Plan Administrator"). 1.3 The name of the Plan is the Delta Plan. 1.4 The effective date of the Plan is January 1, 1992. 1.5 The Plan Administrator hsreby appoints Claims Administrator, an independent third party administrator, to perform certain functions for the operation of the plan. SECTION II. The Claims Administrator 2.1 The Claims Administrator, within the scope of its profession- al ability and its employment under this agreement, shall provide certain services for and shall assist Denton in the administration of the Plan as it may be requested and authorized from time to time. Such services shall include, but not necessarily be limited to the following: a. Completion of reports and payment of claims from the Plan to the participants. b. Provide periodic reports on a monthly basis, summarizing Plan expenditures. r ~!1 !V t{{1 c. Provide necessary data required for regulatory disclosure information compliance. I d. Provide claim review, examination, and benefit payments, in accordance with the Plan Document. r e. Maintain the Plan checking account, and all the necessa!:,r records for the Plan (i£ required). f. Communicate the Plan to Denton's employees in accordance r with the Claims Administrator proposal submitted on November, 1991. 1 g. Provide information for form 5500 preparation, i h. Prepare anti-discrimination report as required by law. 1 2.2 The Claims Administrator is authorized as an agent of the Plan Administrator to do all things the Plan Administrator deems necessary to carry out the terms and purposes of this Agreement, including execution of documents in the name of I the Plan. 2.3 The Claims Administrator shall design and provide all necessary forms for the implementation, administration, and { operation of the Plan, f 2.4 The Claims Administrator shall maintain a toll-free (800) business phone number for use by Denton or shall maintain a business telephone within the Dallas/Fort Worth metro dialing area, so that Denton may contact claims Administrator as needed during the course of the contract without incurring additional toll charges. 3 I, 2.5 The Claims Administrator shall maintain a claims processing turnaround time of not more than seven (7) calendar days, 2.6 Claims Administrator agrees to reimburse employees and providers directly for child care and unreimbursed medical expenses at no additional cost to Denton, should any partici- pant so request. 2.7 Claims Administrator shall agree to conduct group employee open enrollment meetings on a yearly basis and shall agree to distribute legible, meaningful and useful communication materials and enrollment forms to all interested employees. claims Administrator shall submit legible exemplars of proposed communicatiot materials and enrollment forms with the bid. 2.8 Claims Administrator must agree to reimburse Denton for up- front medical expenditures on at least a quarterly basis. Page 2 r; •a 2.9 Claims Administrator shall agree to privide Denton with a licensed copy of any software necessary for operation of the h program at no additional coot. 2.10 Claims Administrator shall agree to provide all forma and paperwork necessary for plan administration at no additional cost to Denton. SECTION III. r E The i .y o Penton 3.1 Denton shall assist the Claims Administrator in any reason- able manner as to provide the services as set forth by the Plan, Such assistance shall include, but not be limited to the following; i' e. Denton shall provide the Claims Administrator with a complete list of all employees who are eligible for benefits of the Plan. Thereafter, Denton shall promptly notify the Claims Administrator of any and all changes in i employment for purpose of determining eligibility for the Plan. Changes in employment shall include termination, lay off, change in classification, changes in dependent E status, or any other change that may affect the eligibil- ity of any employee of the City of Denton. 3.2 Denton shall provide the necessary funds to pay the Plan expenses. Denton shall. transfer all funds necessary to the proper account in order that proper distribution by the Claims Administrator may be carried out. a. Denton shall collect the contributions made by the participants of the plan, in the manner it may deem appropriate, and shall transfer the stoney so collected to the Plan on a monthly or more frequent basis. b. To the extent of its liabilities, Denton hereby agrees to make all necessary contributions to meet the obligations incurred by the Plan for its eligible participants and eligible dependents where applicable. The Plan liabili- ties shall include premiums, claims costs, and adminis- tration costs as billed by the Claims Administrator. 3,3 Denton shall assist in the enrollment of the employees into the Plan, and shall maintain a supply of forms, enrollment cards or other documents, as provided by the Claims Adminis- trator, and shall distribute or make available such documents to the employees. Sufficient quantities of these documents Page 3 i 13 ~f will be provided to Denton by Claims Administrator at no additional cost to Denton. 3.4 Denton hereby agrees to cooperate with the claims Administra- tor with regard to the proper settlement of claims and Plan obligations, and transmit any inquiries pertaining to the Plan to the Claims Administrator. SECTION IV. Proce ure for PApplication, and Payment of Bgngfits frQn the Plan 4.1 Any eligible participant or participant's eligible depen- dent(s) may make application for benefits from the Plan by completing the application form prescribed by the Claims ! Administrator. The applicant shall fully and truthfully complete such application for benefits and the applicant shall supply such pertinent information from personal or professional sources as may be required by the Claims Administrator. ! 4.2 Tho Claims Administrator shall acorapt any application for benefits made in the appropriate manner, and shall determine eligibility of such application in accordance with the Plan Document. If the Claims Administrator determines that the applicant is entitled to reoeiv+, payment of benefits from the Plan, the Claims Administrator shall determine the amount payable by the Plan, and arranqe for the payment of such amount. If the Claims Administrator determines that the applicant is not eligible for benefits from the Plan or any portion thereof is denied or reduced, the claims Administra- tor shall notify the applicant and Denton as to the reasons for denial, or reduction of such claim. However, the final determination of eligibility or ineligibility rests in the sole discretion of the Plan Administrator, The Claims Administrator may compromise or adjust any claim or application previously denied, or reduced in whole or part, as the Claims Administrator determines to be in the best interests of the Plan. If the Claims Administrator adjusts any such claim, he shall provide written notice to Denton's Personnel Director within 5 working days of such adjustment. The Claims Administrator shall be responsible for the initial review of all disputed claims. Final claim determination shall rests within the sole discretion of the Plan Administrator. Page 4 ~S SECTION V, Comol lnce Wi ERISA and Indemnifigation of City 5.1 Denton and the Claims Administrator agree to comply in all respects, individually and collectively, with the Employee Retirement Income Security Act of 1975 (ERISA) and amendments thereto, and with all federal and other regulations pertain- ing thereto, as they relate to the plan, 1 Claims Administrator agrees to indemnify and hold Denton „ harmless from any and all loss, damage and expense, including court costs and attorney's fees, resulting from and arising out of claims, demands, or lawsuits brought against the Claims Administrator for any negligent act or omission in administering the Plan. The Claims Administrator shall not be liable for any loss resulting from any failure of the Plan Administrator to perform any of its duties in a timely manner. Further, the Claims Administrator agrees to indemnify Denton and hold Denton harmless against any and all loss, damage and expense resulting from or arising out of dishonest, fraudu- lent, or criminal acts of the Claims Administrator's officers or employees, acting alone or in collusion with others. SECTION VI. j` 6.1 The initial set-up fee, for the first year only, will be $0,25 per month per eligible employee, payable upon oomple- tion of open enrollment. In addition, a fee of $0.25 per month per employee for communication materials shall be paid upon completion of open enrollment. This communication fee will be baeied upon the number of employees that are eligible to participate in the Plan. The Claims Administrator sha] be entitled to fees for its services to the Plan and under ,ais agreement, which shall be determined by the number of employees enrolled by Denton at the beginning of each month and the type of, services provid- ed. These fees shall be $2.60 per month per participating employee for insurance premiums only, $3.50 per month per , participating employee for dependent child care only, $3.50 per month per participating employee for unreimbursed medical expenses only, and $6.10 per month per participating employee for all three accounts, combined. 6.2 The fee agreed upon hereof shall be reviewed with any plan changes at least on an annual basl.s by both Denton and the Page 5 s i. ~h t claims Administrator to determine the adequacy of such fees. The fees provided for herein may be adjusted by written I amendment to the agreement approved by both parties. I I SECTION VII. 1 • ~ ~g,r~nation op Agreement 7.1 This agreement may be terminated at any time by either party C by providing ninety days written notice to the other party. Upon notification of termination by either party, the Claims Administrator shall continue to process all claims incurred up to the date of termination, and shall, not later than sixty days after the date of termination, prepare and deliver to Denton a final and complete accounting and report of the Plan's financial activities. 7.2 Should either party fail to perform in accordance with the provisions of this Agreement, the other party may treat such failure as a default of this Agreement and give the default- ing party thirty (30) days) written notice to ours such default. In the event such default is not oured within said time frame, the party giving such notice may terminate this Agreement. i SECTION VIII.1 j ~,sce ~~riecus Provisions 8.l In the event of resignation or inability to serve by the Claims Administrator, Denton may appoint a successor. Any successor, upon appointment, shall succeed to and be invested with all powers.conferred on the Claims Administrator. 8.2 If during the operation of° the Plan, the fedGral government, the state government, or any political aubdivinion or instrumentality shall assess any tax against: the Plan, and the Claims Administrator is required to pa such tax, the Claims Administrator shall immediately notify Denton, and Denton shall promptly provide the funds necessary to remit such taxes to the proper authority. 8.3 This agreement may be amended by Denton and the Claims Administrator at any time by mutual written consent of said parties. 8.4 In the avent, that Denton shall fail Administratorquired shall contribut.iona to tho Plan, Page 6 l M1j 4 have the right to terminate this agreement upon fifteen days written notice to Denton, 8.5 In the event of termination of this agreement resulting from the default of Denton, as provided above, the Claims Adminis- trator shall charge, and Denton shall pay to the Claims Administrator all fees, commitments, and obligations incurred by the claims Administrator through such date of termination. 8.6 The claims Administrator hereby is designated the agent for service of legal process on behalf of the Plan at its principal office. 8.7 Claims Administrator agrees that it shall be in compliance with all laws, statutes, and other governmental provisions prevailing during the term of this Agreement. 8.8 It is agreed that claims Administrator shall maintain and make available for inspection, audit and reproduction by an j authorized representative of the city or any other govornmen- tat agency, books, documents, and other evidence pertinent to the costs and expenses of this contract, This includes, to ! the extent such detail will properly reflect, all costs, direct and indirect costs of labor, material, equipment, supplies, and services and all other costs and expenses of { whatever nature for which reimbursement is claimefl under { provisions of this Agreement. SECTION IX. Effective Date and Term ; ! 9,1 This agreement shall become effective on January 1, 1992. l 9,2 This agreement shall be in effect for a period of one (1) ; year from the effective date as outlined in Section 9,1, 9.3 This agreement may, however, be extended for up to two (2) additional one year periods, upon written approval from Denton's City Manager. i IN WITNESS WHEREOF, the City of Denton and the Claims Administrator have executed this agreement at this day of , 19,____. CITY OF DENTON, TEXAS BYs - BOB CASTLEBERRY, MAYOR Page 7 f t) tj i ATTESTI JENNIFER WALTERS, CITY SECRETARY BY : i APPROVED AS TO LEGAL FORM DEBRA A. DRAYOVITCH, CITY ATTORNEY f 1 BY t j i . 1 ANTHEM LIFE INSURANCE COMPANY, INC, f BYx TITLE I ~ fox, the i The Director of hpersonnel/ euthori~ede to Relations airy out the terms Cof this Denton] Texas i y City of Denton, Texas. Agreement on behalf of the Y LLOYD VV~H"WELL i, I i i Pago 8 s' i DATEIIl/06/91 CITY COUNCIL REPORT FORMA i TOI Mayor and Members of the City Council I FROM$ Lloyd V. Harrell, City Manager j SUBJECTt Nottingham Right-of-Way Dedioation R RECOMMENDATIONi i Approve ordinance accepting Nottingham street right-of-way. Dedication by William V. Rainey and Willie H. Rainey. Mr. and Mrs. Rainey have agreed to dedicate that portion of street right-of-way needed from their tract. BACKGROUND i i This section of Nottingham street between University Drive (U.S. k, 380) and Mingo Road was included in the bond election approved by the voters in 1986. The City Engineering & Transportation Department will be designing the street with tho construction performed by an independent; contractor awarded the contract through the competitive bidding E process. f PRQV S . DLV&~' aH=-98 SUPS AF F CTED 3 I j 1986 Bond Program, Engineering and Transportation - Street Division i j FISCAL IMPACT? Funds from thia 1986 Bond Election designated for this street will be utilized. After the came year maintenance bond expires, required from the contractor, the City (street division) will be responsible for its perpetual maintenance. f AEE0008B i i i y ss r, . t I i f i i e ORDINANCE NO. ' ! AN ORDINANCE ACCEPTING A TRACT OF LAND, AS SHOWN IN THE DEDICATION DEED EXECUTED BY WILLIAM V. RAINEY AND WILLIE H, RAINEY, ATTACHED DATETO, FOR STREET AND UTILITY PURPOSES] AND DECLARING AN EFFECTIVE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINSI SECTION I. The City of Denton, Texas, accepts the dedication of a tract of land for street and utility purposes, as offered by dedication deed executed by William V. Rainey and Willie H. Rainey, dated October 31, 1991, a copy of which is attached. SECTION 11. That the ordinance shall become effective im. mediately upon the passage and approval, t PASSED AND APPROVED this the day of i , 1991, ~ j t BOB CASTLEBERRY, MAYO---- { ATTESTt E G JENNIFER WALTERS, CITY SECRETARY Bye APPROVED AS TO LEGAL FORMt DEBRA A. DRAYOVITCH, CITY ATTORNEY 3 BYt i i E i k i S ~1 Pt 1 i { I DEDICATION OF PROPERTY FOR PUBLIC USE That William V. Rainey and Willis H. Rainsy dedicates to the public forever for the use of streets and utilities the property described in Exhibit A, attached to and incorporated herein by reference containing a total of 0.1108 acres of land. Executed this 31'e _ day of , 19916 i William V. Ra ney I~ { ~ ~ i Willie H. Rainey 3 STATE OF TEXAS COUNTY OF DENTON This instrument was acknowledged before me on , 4 1991, by William V. Rainey and Willie H. Rainey. a S 7 p Mo1rY~Pub*. ,L~glum ~ 11 w Coma" woo N ary Public, State of Texas Executed this the day of 1991. CITY OF DENTON BYt 1308 S L 8 , MKYOR ATTESTt JENNIFER WALMIS, CITY SECRETARY BYt i i t EXHIBIT "All All that certain lot, tract, or parcel of land situated in the Wm. Lloyd Survey A-773, Denton County, Texas and being part of a tract shown by deed to William V. Rainey and wife, Willis H. Rainey recorded in Volume 415, Page 349 Deed Records and being more particularly described as follows: P BEGINNING at the northwest corner of said tract intersection of the south line of Highway 380 with the west line of said tract] THENCE with a curve to the right, whose center is south 310 571 19" east 3679.72 feet, and through a central angle of 10 141 4411, a distance of 80.00 feet to an iron pin set; THENCE south 330 42' 22" west a distance of 70.47 feet to an iron r pin set) THENCE south 110 30f 21" west a distance of 188.23 feet to an iron pin set? THENCE north 180 411 00" wear a distance of 240.00 feet to the point of beginning and containing 0.1108 acres of land. AEE00015 i i I4 e 1 f:) I" ara si~ er-t ~-~j k A AC;IA" i I ~ ~ ~ w [~'~--•7 Iasi J SiOER 1 011E ROA9 J } e r'' "fIXllSf lia C--;mom----•~ I r L-aro~ OrE._J VI CLASS ~'LS._ +~wrra 1~ .ant, Aa+J h~4waroet \ '1x7 WA^a ~ ffi SOR_ esr.~ I I J pow \ A so I~1° 4' o X11 r Q NOOrAT NHS ~ t 1K oslrar~~ ~dp ® ~ vE A~ MGM , Ir J,u ~ f IMP itt LrjQAA 1u~ _ I Ir I ?Il1 ! llttllit. ~h ~a 1 it Aiii d ~J hl _ 7 aC 1 , rrNEA~~~»J ~ ~ I r ~ ~ ~~~Y.J . PAS nI ~ I I AK2 ~y PAl% Y COW" _ J1W cc ~ ~ a AK e e 1 L ID 1-7- _ sect aPAi I~ ' s4 f i j I~ [R r N1~111~I~i • ~r • r • r • oer S• C?Ar SSfTI. r ~i• . r lq;! lot i r I t ' r -fpm... r Ti. r- _ 1 L\iS IµA, ! f~ DATE:: 11/08/91 CITY COUNCIL RERORT FORMAT TO: Mayor and Members of the City Council FROM: Lloyd V. Harrell, City Manager SUBJECTt Ray Roberts 36" Transmission Water Line i RECOMMENDATION: Approve ordinance authorizing payment of $250420.00 to Patsy L. Hutton, Trustee for Agnes MoKenney! SUMXARY: The subjeot easement is 50' in width and has 3710.71 of length along Sherman Drive and F.M. 2153. The dollar amount shown has been calculated utilizing the dollar amount per acre as directed by the City Council at the February 19, 1991 meeting. I i EACKOROUNDs The City of Denton, utility Department, Water/Waste Wator Division will be constructing a water treatment plant at Lake Ray Roberts and a booster pump and water ,41oraye facility on the north side of j Hartlee Field road. A 361' transmission water line to connect these facilities will be located along Sherman Drive (P.M. 428) , F.M. 2153 j and Burger road. Easements along and adjacent to these roads are j in the process of being obtained and will be schvduled for dounoil approval as they are negotiated. PROSIRRAMS. DEPARTMENTS- OR CBpUPS AFFECT: Utility Department - Water Wastewater Division FISCAL IMPACT: 1991 Band Fund - Capital Improvements Program - Ray Roberts 36" Transmission Water Ling expenditure! Present acquisition is recommended due to low land values and easements are necessary 1 before construction of waterline is initiated, j AEE0007A i .uvula I ' I wshutton ` 1425.3.4 1 ORDINANCE NO. AN ORDINANCE APPROVING THE PURCHASE OF A UTILITY EASEMENT FROM PATSY L. HUTTONJ AUTHORIZING EXPENDITURE OF FUNDS; AND PROVIDING FOR AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: t SECTION r. That the City Council authorizes the acquisition of the easement described in exhibit '$A" attached hereto, from Patsy L. Hutton. i SECTION 11. That the council authorizes the expenditure. of ' funds in the amount of Twenty-Five Thousand, Four Hundred and + Twenty Dollars ($250420.00) for the purchase of said easement. SECTION III. That this ordinance shall become effective im- mediately upon its passage and approval. PASSED AND APPROVED this the day of 1991. I f BOB CASTLEBERRY, MAYOR i F A'TTESTI j JENNIFER WALTERS, CITY SECRETARY BY2 APPROVED AS TO LEGAL FOVM: DEBRA A. DRAYOVITCHO CITY ATTORNEY BYI ~ i J i i ' ,9,!h tr eta EXHIBIT "All ALL that certain lot, tract, or parcel of lsnd situated in Denton County, Texas in the S. Lamar Survey A-761, the E. Myers Survey A- 932 and the E. Myers Survey A-933 and being a part of a tract shown by deeds to D.S. McKenney and wife Agnes McKenney recorded in Volume 329, Page 611, Volume 434, Page 1770 and Volume 431, Page 12 Deed Records of Denton County Texas, and being part of the same tract as described in a dead to Patsy L. Hutton, Trustee, recorded in Volume 2933, Page 768 Real Property Records of Denton Country, Texas being more particularly described as follows: BEGINNING at the most westerly southeast corner of the tract described in Volume 431, Page 12 Deed Records) j TH3NC3 north 890 1:1' 54" west a distance of 70.59 feet; t I THENCE north 450 '321 13" east a distance of 11109.13. feet; ' I TEE903 north 230 09' 05" east a distance of 72.68 feet; THENCE north 000 451 57" east a distance of 637.29 feet to the f beginning of a curve to the left whose radius point bears north 89P 13' 57" West 1,814.86 feet and central angle is 250 341 73"1 E THENCE with said curve to the left 810.03 feet to the and of said I curves; north 240 481 29" west a distance of 763.53 foot to the TEE9Q3 beginning of a curve to the right whose radius point bears north 650 Ill 31" east 1,240.92 felt and central angle is 140 561 210; F , T113903 with said curve to the right 323.55 feet to a point in a fence on the south line of Sheppard Road; I TEE903 south 880 33' 28" east with the south line of Sheppard Road 51.03 feet to a point in a curve to the left, of the west right-of- way of F.M. 2153, whose radius point bears north 790 381 58" east 11190.92 foot and central angle is 140 271 27"J THENCE in a southeasterly direction with said curve 300.51 feet to the and of curve; THINU south 24" 481 29" east a distance of 763.53 feet to the beginning of a curve to the right whose radius point bears south 656 110 40" weat 1,864.86 feet; TINNOWl with said curve, through a central angle of 250 340 2310 a distance of 832.35 feet to the and of ourve; THENCE south 00 451 57" west a distance of 647.19 fast; TH39C3 aouth 230 091 OE" west a distance of 92,46 feet; iY It rr EXHIBIT "A" ALL that certain lot, tract, or parcel of land situated in Denton County, Texas in the S. Lamar Survey A-761, the E. Myers survey A- 932 and the E. Myers Survey A--933 and being a part of a tract shown by deeds to D.S. McKenney and wife Agnes McKenney recorded in Volume 329, Page 611, Volume 434, Page 177, and Volume 431, Page 12 Deed Records of Denton County Texas, and being part of the same tract as described in a dead to Patsy L, Hutton, Trustee, recorded in Volume 2933, Page 768 Real Property Records of Denton County, Texas being more particularly described as follows: BEGINNING at the most westerly southeast corner of the tract described in Volume 431, Page 12 Deed Records; THENCE north 890 211 54" west a distance of 70,59 feet; ' j THARCE north 450 320 13" east a distance of,1,109011 feet; f f THENCE north 230 091 05" east a distance of 72.68 feet; THENCE north 000 451 57" east a distance of 63'1.29 feet to the beginning of a curve to the left whose radius point bears north "0 13' 37" west 1,814.86 feet and central angle is 250 341 23"1 l j THENCE with said curve to the left 810.03 feet to the and of paid ourve; TRENCH north 244 480 29" west a distance of 763.33 feet to the ~ Beginning of a curve to the right whose radius point bears north 650 111 3111 east 1,240.92 feet and central angle is 140 56' 21"1 TRUCE with said curve to the right 323.55 feet to a point in a ferice on the south line of Sheppard Road; THE1ON south 880 331 28" east with the south line of Sheppard Road 51.43 feet to a point in a curve to the lefty of the west right-of- way of P.M. 2153, whose radius point bears north 790 38t 58" east 1,190.92 feet End central angle is 140 271 27"; TRUCE in a southeasterly direction with said curve 300.51 feet to the en4 of ourvet THENCE south 246 01 29" east a distance of 763.53 feet to the beginning of a curve to the right whose radius point bears south 650 111 40" west 10864.86 feet; TRUCE with said curve, through a central angle of 250 34" 23" a distance of 832.35 feet to the end of curve; THENCE south 00 45' 57" west, a distance of 647.19 feet; TRENCH south 230 090 051+ west a distanco of 92.46 feet; i 4~ A, i4 z i j I I TRUCE south 450 321 131' west a distance of :1,069.17 feet to the Point of Beginning and containing 4.2593 acrem also reserved is a 20 feet wide construction easement along the entire northwesterly and westerly side of the above easement. AEE00015/5 j E • i 1 f i i i { 1 , s i, r1 I j5 i r UTILITY EASEMENT That Patsy L. button. Trustee, (Grantor), in consideration of ' the payment of ~5L4n_y-f ive thg`saa and, , four hundred and twenty do tars ($2,420,,00) by the CITY OF DENTON, Texas, (City), a municipal corporation of the State of Texas, receipt of which is hereby acknowledged, grants and conveys to the City a permanent easement for water, sanitary sewer, electric distribution power and stormwater drainage pipes, lines, and facilities across the real property owned by Grantor, as described in Exhibit "A", attached to and incorporated into this document by reference. The grant made includes and is subject to the followings 1. purpose. This easement grants to the City, the right to construct, install, reconstruct, repair, relocate, operate, and maintain water, sanitary sewer, and stormwater pipelines, valveml facilities and appurtenances, electric poles, wires and related faeiiit.ies, and other public utilities and related facilities in, on, over, under and across the permanent easement. 2. Temporary Construction Easement. In addition to the per- manent easement, the City is granted a temporary construction ease- ment for the initial construction only of one water transmission pipeline. The temporary construction easement shall be twenty (20) { feet in width and shall extes,A parallel to the permanent easement, 1 all as shown in Exhibit A. Upon conclusion of the initial con- struction, the temporary construction easement shall terminate and the City shall remove all debris, surplus material, and construo- tion equipment and leave, the property' substantially equal in appearance to the condition existing prior to construction, except for any trees or shrubs removed. 3. Building and Structures. Grantor shall not construct, erect or place any buildings, signs, or other permanent structures, or portions thereof, in, on, or over the easement. The city will re- plaoo or repair any sidewalk, parking lot, or driveway that exists on the easement on the dace of execution of this instrument if re- moved or damaged by the city during initial construction of the water transmission line. If the Grantor constructs or placem a building, sign, parking lot, driveway, private walkway or other structures or improvements over the easement after execution of this easement document, the City may remove all or part of the structures or improvemen"s as necessary to construct, reconstruat, replace, repair, alter, relocate, operate or otherwise exercise its rights herein without any obligation to replace or repair the structures or improvements and without any liability to Grantor, including the obligation to make further payment to Grantor. s ' V 1 11 4. Fences and Gates. if necessary to remove or relocate any fence or gate during initial construction of the water, transmission its line, the city initial c nstruetionatthe tCity expense. After wcompletion of the relocate shall reinstall any fence or gates initially removed or relocated in their original locations. The Grantor, but not the City, may construct now fences and gates on the easement after the date of this instrument but the fences and gates shall be placed substan- tially perpendicular to the easement. Any fences placed across the easement shall contain gates or removable panels so that the ease- ment is readily accessible by the City's employees and agents at all times. if gates are to be kept locked by Grantor, the City shall be provided the keys or other means, as appiioable, so the city may open all locks for access without prior notice to Grantor. 5. Access. For purposes of exercising its rights, the City shall have access to the easement by way of existing public pro- perty or right-of-way and not from other lands owned by Grantor outside the easement. I 6. Trees and Landscaping. Grantor shall not plant any tree ' upon the easement property. City may out, trim, or completely remove any tress or portions of trees now or hereafter located within the easement without liability to Grantor, including the obligation to make further payment to Grantor. Grantor may plant shrubs, vines, grass, irrigation systems and other systems land- scape features within the sasement, but the City may remove all or ! part of any shrubs, vines, grass, or other landscape features as is 1 necessary to construct, reconstruct, replace, repair, alter, relo- cate, or operate its utilities without any liability to Grantor, including the obligation to make further payment to Grantor. Any area disturbed during construction will be seeded as par city of with mannered Denton specifications, i by s the n grants* in a associated will be repaired subsidence construction 7. Crops. The payment herein made includes any damage or loss to crops sustained in the future by Grantor resulting from the the "moment for. the purposes r grated,replaoement, or other use of th 8. Grant'or's Rights. Grantor shall have the right to make use of the easement for any purpose that does nnot interfere er wi othee city's rights in the easement for the purpose subj to the restrictions contained herein. 9. Neither party has made any representations or promises out- side the written provisions of this easement document relating to the subject matter of this easement document. 10. successors and Assigns. This grant shall run with the land and shall be binding upon the parties and their heirs, successors, and assigns. i yyp'+" 4n!iklY i 1 NO y. - r 1991. E SIGNED this day of - i j 1 Patsy Mutton, Trustee 8LiB8CR B D AND SWORN TU BE r E Milo f 1991, this the day of n `'F{ eej u HOQEII N, WILKI~ N/fM1 i W Nolica of Texas (7~rantser8 address$ city of Denton I X218 L. McKinney Demon, Texas 16201 j i I I r f i j EXHIBIT "A" ALL that certain lot, tract, or parcel Of land situated in Denton County, Texas in the S. Lamar Survey A-7610 the E. Myers survey A- irn 932 and the E. Myers Survey A-933 and binas a part of a tract recorded owt by deeds to G.B. McKonneY and wile e Pa, a in Volume 329, Page 611, Volume 434, Page 177, and Volume cf1'the g12 Dead Records of Denton County Texas, and being part same tract as described in a dead to Patsy L. Hutton, Trustee, recorded Page Real Pro in aslbein29more particularly described aRecords s follows=Denton County, Tex g BIGI3MING at the most westerly southeast corner of the tract described in Volume 4311 Page 12 Dead Recordn; i TEnIOA north 896 21f 54" west a distance of 70,59 test; Tl[lftOls north 450 321 13" east a distance of 1,109.11 feet; TN=Cg north 230 09' 05" east a distance of 72.66 feet; t to the 000 curve ,to the left whose radius paint bearsen rth W beginning of a ' 130 57" west 1,814.88 fact and central angle is 250 340 230; j i TZENON with said curve to the left 810.03 feet to the and of said j curvet TRf11Ct north 246 W 29" west a distance of 763.53 feet to the I beginning of a curve to the right whose radius point bears northI 654 11' 31" east 1,240.92 feet and central angle is 144 561 21"; TRENCt with said curve to the right 323.55 feet to a point in a fence on the south Tina of Sheppard Road; TKU01 south 88. 33' 28" east with the south line of Sheppard Road 51.03 feet to a point in a curve to the left, of the west right-of- way of F.M, 21530 whosealradius point bears 2orth 790 38f 58" east angle is 1,190.92 foot T12"s in a southeasterly direction with said curve 300.51 foot to the and of curvet begi radius point bears south beginning of acurve, to the ightdwhosec 656 11t 40" west 1,864.86 feet; di~naeith 8A 2d 35 ur t to the end of curvet angle of 250 3V 23" a TRUCM south 0. 45, 57" west a distance of 647.19 foot; T1tB1tOX south 230 091 05" crest a distance of 92.46 feet; S fw: ra:3lssrx7`1 T, 1 tSy~Sly[]1 i r TNUcs south 450 32f 13" west a distance of 1,069.17 feet to the point of Beginning and containing 4.2593 acres also reserved is a 20 feet wide construction easement along the entire northwesterly and westerly side of the above easement. AEE00025/5 1 1~ c i i f E , 1 i j 1 t t i i i i 1 j 1 i k t t 1 i ~ F CITY of pMNTON, TEXAS MUNICIPAL BUILDING / 215 E. M<KlNNEY / AEN70N, TEXAS 76201 MEMORANDUM j I i DATS1 October 30, 1991 TOf Lloyd V, Harrell, City Manager pROMI Roger N, Wilkinson, Engineering Tech Supervisor/ROW 8UB7SCTi Ray Roberta Tranrmisrion water Line Easement Acquisition Mo. Patsy An easement for the above referenced protect her been ag e2 hto ftwept L, Hutton, Trustee for Ms. Agnes MoKenney, 420.00, This offer was calculated utilising the a.•aountf approved by the $25, City council at the February 19, 1991 meeting. The attached plat illustrates the location of the prow 2163. along the north aide of Sherman Drivu (F,M. 428) and the west aide of F.M. ' r this amount be paid for the easement aogaisition' is recommended that Should you have any questions, please contact me at your earliest oppartun y ~ RO •Y • lZ~n ~ A1900051 i i Il i i 817/566.8200 D/FW METRO 434.2929 ~ t oe 20' 19 smttm1. . 7 owner Etm1Team. Econ5l 1 . (scree) (tares) 17 5 Burger Rd I 1. City Booster plant Site NIA NIA 13 i 2 ,haffer 3. Ashcraft * 13 4, H, Service Industries 92545 3.7019 ` N 18 I L 5. State Hwy. Permit NIA NIA e. Reld 2.1163 .6455 18 NIA NIA 14 7, County Road Permit 16 j 8. 2666 ,1154 9 gallis 6,605a 2.2023 13 i 10. Be1Zai 2.4134 .9553 1.2904 .5197 11. Whltbck app d F 12. Utton' 1wetee 4,2103 1.5573 104531 4.3014 11 12 F.M 428 ' 13. Craver (Denny) James Hw6e 14. Hemphill 1,717$ .6959 110 ' Houa 16. Brkkps-Hemphill 3200 1250 1e. ~'yson .7620 ,3005 ' 1 t Ion 1.0950 4300 fa 6 18. MoSween 3481 .1352 How4 1 19, City Water Plant Slts N/A NIA Totals 40.2621 1e 1127 Elm Bottom Ckole e~ 0ear \ Creelr tyoosbno woo j s -1 10 401 Access & UtMty Easement 386 Water Une ROW / 4 4e/IhI166"m alai. / / / ~I 1 Hardee f'iekl Rd k Z 361, Transmission Water line ~ Easement Alignment i { E H. . Iva h CITY of DENTON, TEXAS MUNICIPAL BUILDING / 215 E, MCKINNEY / DENTON, TEXAS 76201 1 ' H E H O R A N D U X P ~ i DATE: November 14, 1991 TO: The Mayor and Members of the city Coun 1 FROM: Harlan L. Jefferson, Treasurer SUBJECT: AN ORDINANCE APPROVING THE TAX RO I, FOR 1991 The approval of the appraisal roll and the tax roll is an annual process required by the Texas Property Tax Board to make the tax' roll legal. In August, the appraisal roll wan approved. Since + that time, we developed the tax roll by using the 1991 tax rate to calculate the amount of tax for each account on the _roll. Therefore, we recommend approval of the 1991 'Pax Roll in the amount i of $12,979,179.78. 3 +i I AFFOOOBA i I i r i 8171566.8200 01FW METRO 434.2529 Via. .'ylfNhrr'. I N 'n «`iAd~t ~ * r E M I ~ ORDINANCE NO. r AN ORDINANCE OF THE CITY OF DENf.ON, TEXASi APPROVING THE 1991 TAX ROLLS] AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: That the City Council hereby approves the 1991 Tax Rolls of the he City of Denton, Texas in the amount of $12,6790179.78 'i based on the Certified Appraisal Rail as approved by the Appraisal f Review Board of the Denton Central Appraisal District. SEi^TION ,J,,,X, That this ordinanos shall become effoative I immediately upon its passage and approval. PASSED AND APPROVED this the day of 1991. I Ii BOB CASTLEBERRY, MAYOR ATTESTS JENNIFER WALTERS, CITY SECRETARY BY: - APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY ~ BY: { RIJVJL0008D ! %i'' ft'!Hlfi)p~ry r '1 ORDINANCE NO. i AN ORDINANCE OF THE CITY OF DENTON, TEXAS, APPROVING A COMPROMISE, SETTLEMENT AGREEMENT OF THE CITY OF DENTON'S SUBROGATION CLAIM IN 4 DOUGLAS A. BOYDSTO, ET AL V. CHRYSLER CORP9RATIO1jJ AND DECLARING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: ~ SECTION,.. That the attached compromise Settlement Agreement ! of the City's subrogation claim pending in the United States District Court for the Eastern District of Texas, Sherman Division, in the cause styled ou as A. Bovd o. p_ e~e_al v Chrysler Corpq ration, Civil Action No. 4:90CV-289, is approved in accordance with its terms. The City Manager is authorised to execute the agreement I and all other documents and receive payment and take such action as is necessary to comply with the terms of said agreement, SECTION 11. That this ordinance shall become effective immedi- ately upon its passage and approval. PASSED AND APPROVED this the day of , 1951. l E j1 BOBrC,ASTLEBERRY, MAYOR ; 1 i ATTEST: JENNIFER WALTERS, CITY SECRETARY BY:__- APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY r BY* r~![m~rtkt i ij t .~pataIset.u i ORDINANCE NO. t AN ORDINANCE OF THE CITY OF DENTON, TEXAS, APPROVING A SETTLEMENT ` BETWEEN THE CITY or DENTON AND DAXA PATEL, ET AL; AND DEC:LAPING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINSt f ¢3E I(;~' ON I. That the attached Release agreements between the h City of Denton and Daxa Patel, et al, providing for the sett:.ement # and compromise of the litigation now pending between the parties in the 16th District Court of Denton County, Texas, Cause No. BH-3133 A is approved in accordance with their terms. $FCTION II. That this ordinance shall become effective immodi- ate1y upon itv passage and approval. ~ PASSED AND APPROVED this the day of , Z951Zf E 1 , BOB CASTLEBERRY, MAYOR 1 ATTESTS JENNIFER WALTERS, CITY SECRETARY BYt i j APPROVED AS TO LEGAL FORMS DEBRA A. DRAYOVITCH, CITY ATTORNEY pytele~to 1 7 JC 1-4133-A DAXA PATEL, individually and * IN THE DISTRICT COURT OF as Next Friend of KALPASH PATEL, and as Representative of the estate of DARSANA PATEL * DI"sNTON COUNTY, TEXAS and KAM}LA PATEL, et vir ' i VS. i CITY OF DENTON# JOSEPH ARNOLD EMBERLIN, AND ROBERT CRUZ 4 LOZANO and KIRAN PATEL * 16TH JUDICIAL DISTRICT y REL A8E KNOW ALL MEN BY THESE PRESENTS: That we, the undersigned, Mohan Patel and Kamala .Patel, for y l and in consideration of the sum of EIGHTY THOUSAND DOLLARS AND NO ! c CENTS ($80,000.00), ca:th to us in hand paid, receipt of which is hereby acknowledged and confessed, do hereby for ourselves, our heirs, representatives and assigns, forever release, discharge, and acquit The City of Denton, its officers, elected officials, f. employees, agents, insurers, and attorneys, and Robert Cruz Lozano ~ and Joseph Arnold Emberlin, and their respective families, i relativea, insurers, and attorneys, of and from any and zill claims, suits, actions, causes of action, demands, damages, costs, I j expenses, interest, attorneys' fees, and compensation, whether known or unknown, and whether previously asserted or not, growing out of, or arising from, an accident which occurred on or about December 14, 19860 or from this litigation, or from this settlement, or from any other event which occurred prior to the date of this rel.easeJ and we do further in consideration of such RELEASE MOM >4 X'AMALA PATEL ~ PAO% 1 ovrA' payment release, discharge, and acquit the City of Denton, its officers, elected officials, employees, agents, insurers, and attorneys, and Robert Cruz Lozano, and Joseph Arnold Emberlin, their respective families, relatives, insurers, and attorneys, of i and from any and all claims under the Judgment heretofore rendered i in this cause; and we do here and now declare such Judgment, as to 1 the recovery awarded to us, to have been fully paid, discharged, and satisYied. In further consideration, we represent that we have read this Release, or have had it read to usS that we are signing this Release without relying upon any statement or representation of any peraon or party released, or their representatives, concerning the nature and extent of our injuries, damages, and/or legal liability therefor; that acceptance of the consideration set forth herein is a full accord and satisfaction of disputed claimsi and that we are signing this Release after consulting with, and acting upon, the advice of our attorney, THE PROVISIONS OF THIS RELEASE IRE CONTRACTUAL AND NOT MERE RECITALS. WXTNESS OUR HANDS this . , day of _ , 199E Kamala Patel ~ Mohan Patel THE SPATE OF TEXAS ) COUNTY OF ) This instrument was acknowledged before me on the day of 1991, by Mohan Patel and Kamala Patel. Notary Public-State of Texas i HOLEASH - MOHAN i K MALA PATEL - PAGE 2 s { i STATE OF TEXAS ) COUNTY OF_,-_- ) AFFIDAVIT BEFORE ME, the undersigned authority, personally appeared who being by me duly sworn, deposed as _ i follows: My name is _ I am of sound mind, capable of making this af£'.davit, and pE:rsanally acquainted. with j the facts herein stated. I do solemnly swear and affirm that I am w fluent in Gujarati and in English) I have read and interprettad the foregoing Release to Mahan and Kamala Patel, I have truly I translated from English to Gujarati the contents of the above and 1 foregoing Release. Mohan and Kamala Patel have stated that they understand the content of the Release and have signed the document for the consideration expressed therein. AFFIANT SWORN TO AND SUBSCRIBED before me on the day of 1991. G ~ Natary Pub11.c, State of 'fOxas' I APPROVED: i Charles Noteboom Attorney for Plaintiffs s i } i I 1 RELEASE - MOHAN & KAHALA PA'TEL - PAGE 3 t i I YA, 1 5 kt':arr}l~.j5~± 5 NO. 88-4133-A DAXA PATEL, individually and * IN THE DISTRICT COURT OF as Next Friend of KALPASH PATEL, and as Representative of the estate of DARSANA PATEL * DENTON COUNTY, TEXAS and KAMALA PATEL, et vir * VS. CITY OF DENTON, JOSEPH, A: ) EMBERLIN, AND ROBERT CRUZ LOZANO and KIRAN PATEL * 16TH JUDICIAL DISTRICT RELFAB~' KNOW ALL MEN BY THESE PRESENTS: I That It the undersigned, Daxa Patel, individually and as next } friend of Kalpash Patel, and as Representative of the Estate of Darsana Patel, for and in consideration of the sum of ONE HUNDRED i f I i THOUSAND DOLLARS AND NO CENTS (0y100,000.00) cash to me in hand III paid, receipt of which is hereby acknowledged and confessed, do hereby for myself, my heirs, representatives and assigns, forev"K r release, discharge, and acquit The City of Denton, its officers, elected officials, employees, agents, insurers, and attorneys, and Robert Crux Lozano and Joseph Arnold Emberlin, and their respective families, relatives, insurers, and attorneys, of and from any and ~ all claims, suits, actions, causes of action, demands, damages, costs, expenses, interest, attorneys' fees, and compensation, I whether known or unknown, and whether previously asserted or not; growing out of, or arising from an accident which occurred on or about December 14, 1986, or from this litigation, or from this REL$A8I DAZA PATEL4640606PAGS 1 -r _ y F S; settlement, or from any other event which occurred prior to the date of this release; and I do further in consideration of such payment release, discharge, and acquit the City of Denton, its officers, elected officials, employees, agents, insurers, and attorneys, and Robert Cruz Lozano and Joseph Arnold Emberlin, their respective families, relatives, insurers, and attorneys, of and from any and all, claims under the Judgment heretofore rendered in j this cause; and I do here and now declare such Judgment, as to the recovery awarded to me, to have been fully paid, discharged, and r satisfied. ; 4 i in further consideration, I represent that I have read this Release, or have had it read to me! that I am signing this Release I without relying upon any statement or representation of any person or party released, or their representatives, concerning the nature ; and extent of my injuries, damages, and/or legal liability E therefor; that acceptance of the consideration set forth herein is a full accord and satisfaction of disputed claimst and that I am signing this Release after consulting with, and acting upon, the advice of my attorney. THE PROVISIONS OF THIS RELEASE ARE CONTRACTUAL AND NOT MERE RECITALS. WITNESS MY HAND this _ _ day of 1991, Daxa P.,tel, Individually and as Next Friend of Kalpash Patel, and as Representative of the Estate of Darsana Patel RELEASE - DAXA PATEL....s..PAdE 2_ , ~xs.. CY1~?Vlt t '1 e{/lf}}n~~~ li I THE STATE OF TEXAS ) ) COUNTY OF ) I This instrument was acknowledged before mo on the day of 1991, by Daxa Patel, Individually and as Next Friend of Kalpash Patel, and as Representative of the Estate of Darsana Patel. f Notary Public - State of Texas APPPOVEDt J Charles Noteboom ; Attorney for Plaintiffs i i E ' I -I 1 i j AELEABC - DAXA PATEL.s.....PAGE 3 i 5 fa,.IT kr„1Y-c STATE OF TEXAS ) COUNTY OF ) ~.FEMLA IT BEFORE ME, the undersigned authority, personally appeared who being by me duly sworn, deposed as follows: My name is _ I am of sound mind, i capable of making this affidavit, and personally acquainted with , the facts herein stated. I do solemnly swear and affirm that I am fluent in Gujarati and in Englishl I have read and interpreted the j foregoing Release to Daxa Patel; I have truly translated from J English to Gujarati the eonterit:s of the above and foregoing r• Release. oaxa Patel has stated that she understands the contents of the Release and has signed the document for the consideration is expressed therein. 4 AFFIANT 1 , 1 SWORN TO AND SUBSCRIBED before me on the _ day of 1991. Notary Public ,State of Texas j i i i { I T- CY4i>t+S~ . 7 i 1 6.74% CITY COUNCIL REPORT FORMAT i TO: Mayor and ~Ivmbers of the City Council 1 FROM: Lloyd V, Harrell, City Manager SUBJECT: Agreement Between City and County of Denton for the Provision of Library Services and Providing for Effective Date i RECOMMENDATION: The staff recommends that the agreement be accepted. r i E I SUMMARY: A Resolution authorizing the Mayor to execute an agreement between the City of Denton and County of Denton for the { provision of library services; e. d providing for an effective: date. BACKGROUND: Resolution attached. i PROGRAMS DEPARTMEWI'S OR GROUPS AFFECTED: h Library Department FISCAL. IMPACT,' Using current NCTCOG statiei:ics, the County has agreed to pay 4 $1.25 per personor $105,355, ply- matching local funds of $7,500 for a total of $112,855, which is ;2,240 leas than anticipated to meet our 1991/92 budget object'_ es. NESP ' LILLY SUI I'I'TED: E I,Idyd V. Harrell Cfty Manager + Pr"ared by. Nam JOELLA ORR i Library Director Appro d: Nam - a rTY ~ KLAN 'r Title Executive Director, Municipal Services & Economic Development 2633C/3 f(l I I I i I MEMORANDUM DATE: November 13, 1991 TO: BETTY MCKEAN, EXECUTIVE DIRECTOR MUNICIPAL SERVICES & ECONOMIC DEVELOPMENT FROM: JOELLA ORR, LIBRARY DIRECTOR SUBJECT: CITY/COUNTY LIBRARY CONTRACT FOR 1991/92 Attached is our annual contract with the county that provides library service for people in Denton County who live outside of the City of Denton. Using current NCTCOG statistics, the County „as agried to pay $1.25 per person or $105,355, plus matching to funds of $7,500 for a total of $112,855, which is $2,240 less t, anticipated to i meet our 1991/92 budget objectives. Jq LA ORR JO:js AHHOO106 Attachment h'tltil'.41 ♦ 3 e.\lfh:erv.res\1100.3.1 RESOLUTION NO. I A RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT BETWEEN t THE CITY OF DENTON AND COUNTY OF DENTON FOR THE PROVISION OF r LIBRARY SERVICES; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CI'rY OF DENTON HEREBY RESOLVES: SECTION I1 That the Mayor is authorized to execute an agree- meet between the City of Denton end the County of Denton for the provision of library services under the terms and conditions con- tained in the agreement attached hereto. SECTION Its That this resolution shall become effective immediately upon iLs passage and approval. PASSED AND APPROVED this the day of 1991. 1 j r BOB CASTLEB'ERRY, MAYOR i i I ATTEST: JENNIFER WALTERS, CITY SECRETARY 1 i j BY: - APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVX.TCH, CITY ATTORNEY BY: L r i ~ ' tin53ads'(j t STATE OF TEXAS, ) )ski. COUNTY OF DENTON. ) In E LOCAL COOPERATIgN _AQj;Z MZKT FOR LIBRARY SERVICES i THIS AGREEMENT is made and entered A.nto this day of 19901 by and between DENTON COUNTY, a polit- ical subdivision os Texas, hereinafter, referred to as "County," and the CITY OF DENTON, a municipality of Denton County, Texas, hereinafter referred to as "Municipality.,, j WHEREAS, County is a duly organized political subdivision of the State of Texas engaged in the administration of county gov- ernment ind related services for the benefit of the citizens of i Denton county; and i WHEREAS, Municipality is a duly organized municipality of Denton County, Texas engaged in the provision of library servioe and related services for the benefit of the citizens of Municipality; and f j WHEREAS, County and Municipality mutually desire to be subject i i to the provisions of TEX. REV. CIV. STAT. Art. 4413 (32c) (Vernon s Supp.), the I.nterlocal Cooperation Act; and Chapter 323 of the Vocal Government Code. NOW, THEREFORE, County and Municipality, for the mutual consideration hereinafter stated, agree and understand era follows: RtTBALOCAL LIBRARY ACRE. °LAfENT DFNTON COUNTY • CITY OF DENTON 1 1 cta;.ia~i, s I. ~ The term of this agreement shall be for the period from October 1, 1991 through September 30, 1992, I T. . For the purposes and consideration herein stated and contem- plated, Municipality shall provide Library services for the residents of County without regard to race, religion, color, age 7 { and/or national origin. Upon proper proof by individual(s) of i residence in Denton County, Texas, such individual(s) shall be entitled to be issued, at no cost, a library card to be used in connection with said library services. 1 III. ~ County shall designate the County Judge to act on behalf of j c County and serve as liaison officer for county with and between County and Municipality. The County Judge or his designated + e' substitute shall insure the performance of all duties and obliga- tions of county herein stated and shall devote sufficient time and attention to the execution of said duties on behalf of County in full compliance with the terms and conditions of this agreement, { and shall provide immediate and direct supervision of County's employees, agents, contractors, sub-contractors, and/or laborers, if any, in the furtherance of the purposes, terms and conditions of this agreement for the mutual benefit of county and Municipality. ttOMOCAL LIBRARY AORffi mwr 1) WrON COUNTY • CITY OF DEMN 2 I r 1 h thh~ !t IV. Municipality shall designate _ Lloyd Harrell to act on behalf of Municipality and to serve as liaison officer of Municipality with and between Municipality and county to insure the ! performance of all duties and obligations of Municipality as herein i stated and shall devote sufficient time and attention to the 1 execution of said duties on behalf of Municipality in full compliance with the terms and conditions of this agreement, and, shall provide immediate and direct supervision of Municipality's employees, agents, contractors, sub-contractors, and/or laborers, if any, in the furtherance of the purposes, terms and conditions of this agreement for the mutual benefit of k Municipality and county. R V. The Municipality shall be solely responsible for all tech- . niques, sequences, procedures, and means and for the coordination "j of all work performed under the terms and conditions of this agreement, shall insure, dedicate and devote the full time and attention of those employees necessary for the proper execution and completion of the duties and obligations of the Municipality stated in this agreement and give all attention necessary for such proper supervision and direction. NTJILOCAL LIBRARY AOP.PIIM' DWTON COUNTY • CITY OF DENTON 3 i i A i ij 'lId I4:Fk'dky VI• County agreed to and accepts full responsibility for the acts, negligence and/or omissions of all County's employees, agents, sub- contractors, and/or contract laborers and for those of all other persons doing work under a contract or agreement with the County. VIZ. The Municipality agrees and accepts full responsibility for the acts, negligence, and/or omissions of all the Municipality's employees, agents, sub-contracts, and/or contract laborers, and for those of all other persons doing work under a contract or agreement ` with said Municipality. i t VIII. ~ This agreement is not intended to extend the liability of the f parties beyond that provided by law. Neither Municipality nor f county waives any immunity or defense that would otherwise be I ' available to it against claims by third parties. IX. S Municipality understands and agrees that the Municipality, its i_ employees, servants, agents and representatives shall at no time represent themselves to be employees, servants, agents and/or representatives of County. DnMOCAL LIBRA IW AaxatsRM DPMON COM Y • CITY OF DLVMN 4 r. A r 1 1 X. y County understands and agrees that County, its employees, servants, agents and representatives shall at no time represent themselves to be employees, servants, agents, and/or represents- tives of Municipality. XI. The address of County is: County Judge Denton County courthouse-on-the-Square 110 West Hickory Denton, Texas 76201 Telephone: 817-383-0298 3, The address of Municipality is: CITY OF DENTON j 215 East McKinney Denton, Texas 76201, Attention: Lloyd V. Harrell : Telephona: 817-566-8200 l t t 1 s s WtHRLOCALUSRARYA0" MENT 5 ) } 1 1. y..H i . tr3'tr'10.11 j IY XII. For the services hereinabove stated, County agrees to pay municipality for the full performance of this agreement, $1.25 per capita of 84,264 or the sum <,,r one Hundred Five Thousand Three , Hundred Fifty-Five Dollars ($105,353) to be paid in equal quarterly installments commencing October 1, 1991. In addition, County i agrees to pay Municipality SEVEN THOUSAND FIVE HUNDRED NINE DOLLARS ($7,500) in matching funds upon the Den':on County Auditor's receipt of proof from the Municipality that revenue from sources other than Denton County has been received and that this information shall be provided each quarter to County and will be matched in full each Municipality quarter until. such time that the $7,500 has been paid. understands and agrees that payment by County to Municipality shall ~ s j be made in accordance with the normal and customary processes and I i business procedures of County. f XIII. i This agreement may be terminated at any time, by either party s giving sixty (60) days' advance written notice to the other party. In the event of such termination by either party, Municipality shall be compensated pro rata for all services performed to termination date, together with reimbursable expenses then due and as authorized by this agreement. In the event of such termination, should Municipality be overcompensated on a pro rata basis for all t' services performed to termination date or be overcompensated for l reimbursable expenses as authorized by this agreement, then County NTERLOCAL LIBRARY AOREEMENr DENrON COWrY • CITY or i)vmN 6 1 1 i 4ti1V';1JIf""y~ shall be reimbursed pro rata for all such overcompensation. Acceptance of such reimbursement shall not constitute a waiver of any claim that may otherwise arise out of this agreement. i XIV. This agreement represents the entire and integrated agreement between Municipality and County and supersedes all prior i negotiations, representations and/or agreements, either written or oral. This agreement may be amended only by written instrument { signed by both Municipality and County. XV. The validity of this agreement and any of ik.. terms or provisions, as well as the rights and duties of the parties hereto, shall be governed by the laws of the State of Texas. Further, E this agreement shall be performable and ali compensation payable in Denton County, Texas. XVI. In the event that any portion of this agreement shall be found to be contrary to law, it is the intent of the parties hereto that the remaining portions shall remain valid and in full force and effect to the extent possible. XVII. Tho undersigned officers and/or agents of the parties hereto 4 are the properly authorized officials and have the necessary , authority to execute this agreement on behalf of the parties hereto and each party hereby certifies to the other that any necessary 04MDCAL LIBRARY AORHHMWT DFNTON COUNTY. CITY OF DEWON 7 v X 7 A1, 11 { resolutions extending said authority have been duly passed and are now in full force and effect. Executed in duplicate originals in Denton County, Texas, the day and year hersinabove written. ` COUNTY MUNICIPALITY { f By By COUNTY JUDGE Name: Bob Castleberry Title: Mayor _ Acting on k~half of and by the Acting on behalf of and i authority or the Commissioners by the authority of the Court of Denton County, Texas Municipality r ATTEST: ATTESTS By By Denton County Clerk Jennifer WalLers City Sec':etary i I APPROVED AS TO FORM AND CONTENT: APPROVED AS TO LEGAL FOf2Ml f By Debra A. Drayovitch Attorney for Denton County City Attorney i f i IXTFALOCAL LtORARY AORPZKENT DFNTON COUNTY • CITY OF DFNMY 8 1 I i STATE OF TEXAS, ) ) ss. COUNTY OF DENTON. ) BEFORE ME, the undersigned authority, on this date personally appeared Honorable . Denton County Judge, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the foregoing Interlocal Cooperation Agreement for the purposes and consideration therein expressed, in the capacity ` stated, and as the act and deed of said county. GIVEN under my hand and seal of office this day of Notary Pu'bllc for Texas k commission expires: STATE OF TEXAS, ) COUNTY OF DENTON. BEFORE ME, the undersigned authority, on this date j personally appeared , known to me to be the if person whose name is sl.tbscr be to the foregoing instrument and I acknowledged to me that (he) (she) executed the foregoing Inter- local Cooperation Agreement for the purposes and consideration therein expressed and in the capacity therein stated and as the act and deed of said , GIVEN under my hand and seal of office this day of 19~ . 1 Notary Public for Toxae commission expires: i i i IMMOCAL LIERARY ADREEMFNT DENTON COLlmly • CITY OF DERTON i 9 -r -.r- 3 2 DATE: Nove2ber 81 1991 CITY-COUNCIL EPORT-EMAT TO: Mayor and Members of the City Council FROM., Lloyd V. Harrell, City Manager I SUBJ: Approval of a resolution authorizing the City Managar to sign and submit an application to the Texas Department of. Housing and i Community Affairs for approximately $250,000 in Rental Rehabilitation Program funds. i , ~2~CUMMEND.~9li~ ' Staff recommends approval I Since 1985 the Community Development Office has administered a rental rehabilitation program with funding both from HUD and the Texas Department of Commerce. The program provides deferred, forgivable loans to owners of rental property. Owners must match grant funds and are reg!irod to comply with program regulations for a ten year period. Program pro Bides benefits } to low and moderate income tenants. Current application requests $260,000 in funding from the Texas Department of sousing and Community Affairia in order to continue the program. PROGRAMS. ..pEPARTMENTS OR OROUPg AFFiIC' Ff~J~L Community Development Staff will administer the program. Program will also effect owners of rental property and low/moderate income tenants, ~CLAL IMPACT: There will be no impact on the general fund. Respectfully submitted: LI ird V, Harrell City Manager Pr aced by., Barbara Ross Community Development Coordinator Approved: .4 /1 1414 Z/1 4ra R*bn I Executive Director for Planning k Development j sS H'rALL0007E 240.8' RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER TO SUBMIT AN APPLICATION TO THE TEXAS DEPARTMENT OF REHABILITATION PROGRAM GRANT; AND PFVIDDIN I AN EFFECTIVE DATERENTAL WHEREAS, the City of Denton is eligible to receive such funds and Depart- desires apply and Community Affairs for the RentaleRehabilitation ment Housing Program; and WHEREAS, the City of Denton, as an entitlement city, han prepared a program for utilizing funds for rehabilitation of privately owned rental property to be used primarily for residential rental purposes { in the amount of approximately $250,000; and WHEREAS, the City of Denton desires these funds to TsupEort the rehabilitation of privately owned rental property) NOW THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: 5Z9MQ1F. That the City Council of the City of Denton, Texas 1 authorizes the City Manager to sign and submit to the Texas Depart- ment of Housing and Community Affairs a grant application and appro- priate assurances for entitlement funds under tho Housing and Com- munity Development Act of 1974, as amended.' SECTION II., That the City Council of the City of Denton, Texas authorizes the City Manager to handle all fiscal and administrative matters related to the application and the assurances required there- fore. gECTIUN III. That the City Secretary is hereby directed to for- ward a certified copy of this Revolution to the Department of Housing and Urban Development. PASSED AND APPROVED this the day of 1991. BOB CASTLEBERRY, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRE4'ARY j _ BY: APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY BY: _ ~QVM1!.11Iw~5i{~ f CITY of DENTON, TEXAS MUNICIPAL BUILDING / 215 E. WKINNEY / DENTON, TEXAS 76201 { NEMORANDUK I i f f, ; DATE. November 14, 1991 TO. Lloyd V. Harrell, City Manager C.- Finance 4 FROMs John F. McGrane, Executive Director of ; i SUBJECTS REFINANCING OF CITY OF DENTON INDUSTRIAL DEVELOPMENT REVENUE BONDS (SAFETY-KLEEN CORPORATION PROJECT) h As you are aware, the City of Denton Industrial Development t Authority issued, in 1985, Industrial Revenue Bonds in the principal amount of $2.7 million dollars for Safety-Kleen Corporation. Because of the drop in interest rates, Elafety-Kleen is desirous of the Industrial Development Authority refinancing those bonds. The Industrial Development Authority is recommending, as well as our financial advisors, First Southwest Corporation, the issuance of bonds to allow the refinancing. These bonds have also been reviewed by the City's bond counsel, McCall, Parkhurst & Horton. once the Authority recommends approval, the governing body has to pass legislation to authorize the issuance of the bonds for the refinancing. It is anticipated that this authorization will be on the Council agenda for November 19th. If you have any questions in these regards, please advise. j I ` JFMcGSaf AFFOOOBD j 8171566,8200 D/FW METRO 434.2529 SS33 :i RESOLUTION APPROVING AN AGREEMENT AND RESOLUTION OF THE CITY OF DENTON INDUSTRIAL DEVELOPMEN'T' AUTHORITY WITH RESPECT TO THE ISSUANCE OF BONDS FOR SAFETY-KLEEN CORP. WHEREAS, City of Denton Industrial Development Authority (the "Issuer") was created under the auspices of City of Denton, Texas (the "Unit") ; and WHEREAS, on October 15, 1985, 'the City Council of the Unit approved the issuance of $207000000 City of Denton Industrial E Development Authority Industrial Development Revenue Bonds (safety- j Kleen Corp. Project) Series 1985 (the "Prior Bonds"); and 3 WHEREAS, on October 25, 1985, the Prior Bonds were delivered by the Issuer to the purchaser thereof; and j WHEREAS, the Issuer is authorized by the Development j Corporation Act of 1979, as amended, (the "Act") to issue its revenue refunding bonds on behalf of the Unit for the purpose of refinancing all or part of the costs of a "project", as defined in the Act, and to loan the proceeds thereof to refinance all or part a of the costs thereof; and WHEREAS, the Issuer, by resolution (the "Bond Resolution") i adopted November 18, 1991, has authorized the issuance and sale of } its Variable/Fixed Rate Demand Industrial Development Revenue It Refunding Bonds, series 1991 (Safety-Kleen Corp. Project) (the "Bonds") in the aggregate principal amount of $2,430,000 and by the ! Bond Resolution has also authorized a Loan Agreement with Safety- Kleen Corp. (the "Company") wherein the Issuer agrees to issue and sell the Bonds to provide funds to refinance a certain industrial project of the Company (the "Project") located within the Unit originally financed through the issuance of the Prior Bonds, and certain other agreements of the Issuer in connection therewith (collectively the Loan Agreement and such other agreements shall be referred to as the "Bond Documents"); and I WHEREAS, the Act requires that the governing body of the Unit approve, by written resolution, any agreement to issue bonds approved by the issuer; and WHEREAS, the general public had an opportunity to make comments on the Bonds and the Project at a public hearing duly called and held by the Issuer; and WHEREAS, this City Council has reviewed the proceedings relative to the issuance of the Bonds and, by adoption of this Resolution, intends to approve the Bond Resolution, the Issuance of the Bonds, the plan of financing approved by the Bond Resolution and to make the findings required by the Act to approve the Project; 3 ,i 1 WHEREAS, it is deemed necessary and advisable that this Resolution be adopted. THEREFORr-,, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS THAT: Section 1. The Bond Resolution adopted by the Issuer authorizing the execution of the Bond Documents and authorizing the sale of the Bonds, in substantially the form and substance attached - to this Resolution and made a part hereof for all purposes, is hereby specifically approved, and the Bonds may be issued as provided for therein. Section 2. The Loan Agreement, in substantially the form and substance as attached to the Bond Resolution and made a part hereof and thereof for all purposes, is hereby approved, and Bonds in the principal amount of $2,430,000, may be issued pursuant thereto for the purpose of paying the cost of refunding the Prior Bonds issued by the Issuer for the purpose of refinancing the cost of acquiring and constructing or causing to be acquired and constructed the Project as defined and described therein, which Project was and is in compliance with the Act and the rules promulgated thereunder by the Texas Department of Commerce; and said Project is hereby y approved. i section 3. The Unit hereby approves the issuance of the aforesaid Bonds in the aggregate principal amount of $2,430,000 for the Company, and further approves the Project as described in the I aforesaid Loan Agreement, and such approvals shall be solely for the purposes of Section 147(f) of the Internal Revenue Code of 1966, as amended, and the Unit shall have no liabilities for the payment of the Bonds nor shall any of its assets be pledged to the payment of the Bonds. II' i aa, kr.a,nA,. ) ( 1 + [.aw Offices of L CHAPMAN AND CUTLER `II 1'hcudnm S. C.hapmait 111 West Monroe Street, Ll11Cilgq, Illinois 60603 2 North Central AMILIC i'l,mnix, Ari/ata 85fet1 ' 1877.1943 'f 41'X 910.221-210:1 Telex 206281 ((A12) 256.060 S Ilenry 0. Cutter PAX (312) 701-2361 1879) N59 'telephone 112) &63001 ^ Sp❑Ih Main Street - Salt lake City, Utah &1144 November 13, 1991 I~lllss3-YU66 ) 3 To the Persons Listed on the Attached Distribution List F Re: $2,430,000 City of Denton, Texas Variable/Fixed Rate Demand Industrial Development Revenue Refunding Bonds ,wens 1991 4 tfe~y•Kleen Coro, P1QIS&il t' s; Ladies and Gentlemen: " Encloard is the first draft of the Offering and Remarketing Agreement for the above- referenced issue, blacklined to show changes from the Offering and Remarketing Agreement a for the South Carolina Bonds previously distributed. As always, please do not hesitate to contact us with any questions you may have., Cordially, j b CHAPMAN AND CUTLER Z { t B y. -al er Ka4y~ IK1S:eas Enclosures i fI 4 5424.01,01 i f t f i 'Gw Offirca of ! CHAPMAN AND CUTLER 82.430.000 CITY OF DENTON, TEXAS VARIABLE/FIXED RATE DEMAND INDUSTRIAL DEVELOPMENT REVENUE REFUNDING BONDS, - SERIES 1991 A ET_Y.KL.EEN CORP. PROJECT) (1,3810) BORROWER E SAFETY-KLEEN CORPORATION i s ' 777 Big Tiriber Road Elgin, Illino,, 60123 1 Laurence M. Rudnick, Tre,.:urer 708/468.2408 FAX 708/697-8468 ? BORROWER'S COUNSEL. SAFETY-E LEEN CORPORATION 777 Big Timber Road 4 Elgin, Illinois 60123 Hyman Bieisky, Assistant General Counsel 708/468-2474 4r,. FAX 7081697.0594 f SOUTH CAROLINA BON C UNS . . CHAPMAN AND CUTLER s 1 I 1 West Monroe Street Chicago, Illinois 60603 i 1 t Matthew R. Lewin, Esq. 312/845.3778 t Kathy J. Speer, Esq. 312/845-3908 FAX 312/701-2361 l i i 1 i i 1 i Low 0111M of CHAPMAN AND CUTLER i I MC CALL, PARKHURST & HORTON I 717 North Harwood, 9th Floor Dallas, Texas 75201 L. E, "Ted" Brizzolara, III, Esq. 214/220-2800 i I FAX 214/953-0736 l i TEXAS FINANCIAL ADVISOR 's FIRST SOUTHWEST COMPANY 500 First City Center 1700 Pacific Avenue Dallas, Texas 75201 3 Mary M. Williams, Vice President 214/953.4000 FAX 214/953-4050 OFFERING AGENT FIRST CHICAGO CAPITAL MARKETS, INC. 1 I I s` One First National Plaza Suite 0826 Chicago, Illinois 60670 i 1 l Meredith W. Mendes Vice President 312/732.5017 III Anthony R. Grant, Investment Officer 312/732.7259 FAX 312/732-2343 a I I l j i i '2- I I . it 4 Yn. ry' c U.v Ofllcef of CHAPMAN AND CUTLER IRUSTEE, TENDER AGEN'I'._PA'YMC AGENT .fir REGISTRAR HE FIRST NATIONAL BANK OF CHICAGO One North Stale Street Suite 0126-W9 Chicago, Illinois 60602 f I Richard D, Manella, Vice President, Senior Counsel 312/407-I841 ! FAX 312/407-1708 Jot„7 Finley, Vice President 312/407.1715 i ; FAX 312/407.1708 L) f TER OF CREDIT BANL=, i UNION BANK OF SWITZERLAND Chicago Branch 30 South Wacker Drive Chicago, Illinois 60606 g Steven M. Dadmun, Assistant Vice President 312/993-5471 ' FAX 312/993-5530 LETTER OF CRE.D- BANK COUNUI r e MC LACHLAN, RISSNIAN & DOLL i 6 West Hubbard Street Suite 500 Chicago, Illinois 60610 John H, Doll, Esq, 312/527-2300 f 1+AX 312/527.2023 r i f iiI I i .3. j t( VY,~it4' 1 t CBC/fi1/ 7 Y V taw amm of i CHAPMAN AND CUTLER RATING: A *ENCY MOODY'S INVESTORS SERVICE, INC. S R 99 Church Street Corporate Finance Department, 4th Floor r New York, New York 10007 212/553-0300 f Diane DeBenedictus TEXAS ISSUER DENTON INDUSTRIAL DEVELOPMENT AUTHORITY ; 215 East McKinney Street Denton, Texas 76201 John F. McGrane 817/5668200 11/13/91 4 ~ I 1 I I i ! E f j -4 ~Ir .X.N YfM lr'.+ aA!ie p~ A DENOTES DELETION UNDERLINE DENOTES CHANGES NDV f 3 1991 l - i OFFERING AND REMARKETING AGREEMENT Among 3 r ACITY OF DENTON INDUSTRIAL DEVELOPMENT AUTHORITY f and y SAFETY-KLEEN CORP., 3 a Wisconsin corporation and z I FIRST CHICAGO CAPITAL MARKETS, INC., ? t as Offering Agent and Remarketing Agent fi Dated as of December 1, 1991 )1.430,000 City of Denton Industrial Development Authority I Variable F xed Rate Demand Industrial eve opmen~= Revenue Refunding Bonds, Series 1991 (Safety-Kieen Corp. Project) j j I { i c , i t OFFERING AND REMARKETIN_O AGREEMFNT THIS OFFERING AND REMARKETING AGREEMENT, dated as of TRI j December 1, 1991 (this "Agreement"), Is o m ofuIndustrial Y OF dDEN I ent~ co Soratio DEVELOPMENT AUTHORITY, j orb ized and ex stin under the laws of the State of exas the 'Issuer', SA _ KL N CORF.o a Wisconsin corporation (the "Company") and FIRST CHICAGO CAPITAL MARKETS, INC., a Delaware corporation, as offering agent (In such capacity, the C "Offering Agent") and remarketing agent (in such capacity, the "Remarketing Agent") r (the Offering Agent and the Remarketing Agent are sometimes collect!* ely referred to hereinafter as the "Agent"). I BACKGROUND a 1 The Company has requested the Issuer to Issue Its Variable/Fixed Rate s Demand Industrial Development Revenue Refunding Bonds, Series 1991 (Safety-ILleen Corp. Project), in an aggregate principal amount of $2&30.000 (the "Bonds") pursuant to an Indenture of Trust dated as of December 1, 1991 (the "Indenture'), between tae Issuer and The First National Bank of Chicago, Chicago, Illinois, as trustee (the "Trustee"). The proceeds of the Bonds will be made available to the Company, and the Company will agree to make payments sufficiiat to pay the principal and purchase price of, and premium, if any, and Interest on the Bonds and certain other expenses pursuant to a Loan x Agreement, dated as of December 1, 1991, between the Issuer and the Company (the "Loan Agreement"). The Bond proceeds will be used by the Company to refinance an Industrial f&Cillty In he City of Dent, T~_exas, Union Bank of Switzerland (in such capacity, the "Credit Bank" acting through Its Chicago Branch, will issue an irrevocable Letter of Credit, dated the date of issuance of the Bonds, in the stated amount of $ in favor of the Trustee to secure the payment of principal and purchase price of, and interest on, the Bonds. The Issuer and the Company wish to engage the Offering Agent to perform such activities and duties as are specified herein to apply to the Offering Agent with j respect to the Bonds. The Indenture further contemplates the potential purchase of Bonds, from time to time during a Floating Rate Period (as defined In the Indenture), from each owner of a Bond by one or more purchasers found by the Remarketing Agent in th A event of the exercise by an owner of a Bond of such owner's right to tender such owner's Bonds for purchase upon seven days' prior notice. The Issuer and the Company wish to engage the Remarketing Agent to remarket such Bonds and to perform such activities and duties as are specified herein to apply to the Remarketing Agent with respect to the Bonds. The Agent, upon the terms and subject to the satisfaction of the conditions contained herein, Is willing to enter into such engagements. Thus, In consideration of the foregoing, the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as foilowst s i F1 u t~ I ARTICLE 1 DEFINITIONS AND INTERPRETATIONS i Section 1.01. Definitions. In addition to the words and terms elsewhere defined in this Agreement, the following words and terms as used herein shell have the l following meanings, unless the context or use indicates another or different meaning or intents "Ace" mean he Texas Development Corporation Act of 1979, as amended, Art. 5190.60 V.A.T.C.S. "Delivery Date" means, collectively, the Initial Delivery Date and each Transfer Date. "Initial Delivery Date" means the date on which the Bonds are first delivered by the Issuer and paymesnt Is received. "Offering Memorandum" means the Offering Memorandum, dated , i 1991, relating to the Bonds, Including all appendices thereto, as it may from time to time 100 be amended or supplemented. 7 "Owner Tender" means an election duly made by a bondholder to request a purchase of a Bond on the conditions provided in the form of Bonds contained In the Indenture. "Preliminary Offering Memorandum" means the Preliminary Offering { Memorand+im, dated , 1991, relating to the Bonds, including all appendices thereto, as it may Prom time to time be amended or supplemented. "Program Year" means that period of time beginning on the Initial Delivery Date and ending on the day preceding the anniversary date of the Initial Delivery Date, and, thereafter, each period beginning on the anniversary date of the Initial Delivery Date and endlov, on the day preceding the next succeeding anniversary date of the Initial Delivery Date. "Resolution" means the resolution duly adopted by the Issuer on) i [December 1991, authorizing the Issuance of the Bonds. ` "Tender Agent" means First Chicago Trust Company of New York and any i successor tender agent. "Transfer Date" means (1) with respect to Bonds which are the subject of an Owner Tender, the Business Day designated by the tendering bondholder for the purchase of such bondholder's Bonds; and (11) with respect to Pledged Bonds or Company Bonds, the date upon which such Bonds are to be delivered by the Company to the purchaser thereof, Section 1,02. Other Terms. Unless the context or use Indicates another or different meaning, ell capitalized terms used in this Agreement and not defined hereln shall have the meanings specified in the Indenture. Section 1.03. Headings. The imadings or titles of the several articles, aeotions and subsections of this Agreement are solely for convenience of reference and shall not affect the meaning, construction or effect of the provisions hereof. -2- i a 1 1 Section 1,04, Interpretations. The singular form of any word used herein shall include the plural, and vice versa, If applicable. The use of a word of any gender shall include all genders, if applicable. This Agreement and all of the terms and provisions hereof shall be construed so as to effectuate the purposes contemplated { hereby and to sustain the validity hereof. All references to any person or entity shall be deemed to include any person or entity succeeding to the rights, duties and obligations of ' I such person or entity. i . r f ARTICLE II APPOINTMENT AND RESPONSIBILITIES OF OFFERING AGENT Section 2.01. Appointment of Offering Agent. In reliance upon the representations, warranties and agreements heroin contained, but subject to the terms and conditions herein set forth, the Issuer hereby appoints the Offering Agent, and the Offering Agent hereby agrees to act, as exclusive agent for the Issuer in connection with the initial offering, Issuance and sale of the Bonds by the Issuer; the Company hereby consents to the foregoing appointment by the Issuer. Section 2 ,02. Responsibilflies of Offer~A entl (a) OfferThe Offering Agent shall use Its best efforts to solicit, at a E market rate of interest, purchases of the Bonds by Investors which customarily purchase tax-exempt securities In large denominations at a price of par in connectlon with the Initial sale of the Bonds by the Issuer. i; (b) Limitations on Offering Agent. It Is understood and agreed that the Offering Agent will not sollolto 0 fers to purchase any Bonds excepts (1) in jurisdictions (A.) where the Bonds are qualified for offering and sale, and the Offering Agent Is qualified to offer and sell the Bonds on behalf of the Issuer, or (B) w ere the Bonds and the Offering Agent are exempt from registration[ and (ii) where such solicitation would not violate or give rise to a violation of the securities laws of the United States of America or of a jurisdiction In which offers to purchase the Bonds are sotieftedl ARTICLE III APPOINTMENT AND RESPONSIBILITIES OF REMARKETING AGENT Section 3.01. Appointment of Remarketing Agent. In reliance upon the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company hereby appoints the Remarketing Agent, and the Remarketing Agent hereby agrees to act, as exclusive remarketing agent in connection with any subsequent offerings and sales of the Bonds described In Section 3.02(x) of this Agreement; the Issuer hereby consents to the foregoing appointment by the Company. In reliance upon the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Issuer hereby appoints the Remarketing Agent, and the Remarketing Agent hereby agrees to act, as exclusive remarketing agent In connection with all rate determinations with respect to the Bonds described In Section 3,02(b) of this Agreement; the Company hereby consents to the foregoing appointment by the Issuer. .3- , r, i Section 3.02. Responsibilities of Remarketing Agent. (a) Remarketing. The Remarketing Agent shall use Its best efforts to solicit purchases of the Bonds described below from Investors which customarily purchase tax-exempt securities In large denominations at a price of par under the following circumstancest (i) Owner Tenders. With respect to any Bond which Is the subject of an Owner Tender, the Remarketing Agent will solicit the purchase of any ouch Bond upon receipt of notice from the Tender Agent in accordance with Section 3.02(b) of the Indenture. The Remarketing Agent will notify the Tender Agent, the Credit Bank and the Trustee by 4:00 p.m., Chicago time, on the Business Day immediately preceding the applicable Transfer Date of the principal amount of Bonds remarketed, of the name, address and taxpayer Identification number of each potential purchaser, If any, and of the denominations of the Bonds to be Issued to each such purchaser. The giving of such notification by the Remarketing Agent shall in no way be construed to mean that such purchaser has entered into a legal and binding commitment to make such purchase. If less than all of the Bonds to be purchased on such Transfer Date have been remarketed, the Remarketing Agent shall, in addition, notify the Trustee, the Tender Agent, the Credit Bank and the Company prior to 4.00 p.m., Chicago time, on the Business Day next preceding the applicable Transfer Date, of the principal Amount of Bonds which i have not been remarketed and the amount of accrued interest to be paid on such Bonds on such date. i (11) Pledged Bonds and Company Bonds, With respect to any Pledged Bonds and Company Bonds, the Remarketing Agent will, at any time during a Floating Rate Period and unless directed to the contrary by the Company, solicit the purchase of such Bonds. The Remarketing Agent shall also furnish the notice referred to in the second sentence of the Immediately preceding paragraph to the Trustee, the Tender Agent, the Company and the Credit Bank by 4100 p.m., Chicago time, on the Business Day immediately preceding the applicable Transfer Date. The giving of such notification by the Remarketing Agent shall in no way be construed to mean that such purchaser has entered Into a legal and binding commitment to make such purchase. The Remarketing Agent further agrees to perform all duties ascribed to It In the Indenture. Anything In this Agreement to the contrary notwithstanding, the Remarketing Agent shall have no obligation to remarket Bonds as Adjustable Rate Bonds or Fixed Rate Bonds at any time (except as provided In Section 9.03(b) hereof), or to remarket Bonds if there shall have occurred and be continuing an Event of Default under the Indenture. (b) Rate Determination. The Remarketing Agent agrees to make, at the times and In the manner specified In the Indenture, and subject to the availability and timely release of information necessary therefor, the interest rate determinations required of the Remarketing Agent pursuant to the Indenture. In addition, the Remarketing Agent shall provide notice of the foregoing to the parties specified In the Indenture at the times specified therein. Any rates so determined shall be conclusive and binding upon the Credit Bank, the Issuer, the Trustee, the Tender Agent, the Bondholders and the Company. (c) Limitations on Remarketing Agent. It is understood and agreed that the Remarketing Agent will not solicit offers to purchase any Bonds excepts (1) in jurisdictions (A) where the Bonds are qualified for offering and sale, and the Remarketing -4- h a 5 I ; f i 1 Agent is qualified to offer and sell the Bonds on behalf of the Company, or (B) where the Bonds and the Remarketing Agent are exempt from registration; and (ii) where such solicitation would not violate or give rise to a violation of the securities laws of the United Sties of America or of any jurisdiction In which offers to purchase the Bonds are solicited. (d) Books and Records. The Remarketing Agent shall keep and maintain such books and records as are consistent with prudent industry practice. The Remarketing Agent shall supply, on written request of the Company or the Issuer, a record of rates set by the Remarketing Agent on each rate determination date for the I Bonds and similar obligations. ARTICLE IV 3 1 REPRESENTATIONS, WARRANTIES AND CERTAIN COVENANTS OF THE COMPANY Section 4.01. Representations, Warranties and Certain Covenants to Offering Agent and Issuer. Ti.,e Company represents, warrants and covenants to the Offering Agent and the Issuer, with respect to the initial sale of the Bonds, thati (a) Existence. It is a corporation duly organized, validly existing and in good standing under the laws of the State of Wisconsin, and is duly authorized to do business as a foreign corporation, and is In good standing under the laws of the State of South Carolina. (b) Authority, The execution and delivery by the Company of the Loan l Agreement, this Agreement, the Reimbursement Agreement, the Tax Agreement and the Offering Memorandum have been duly authorized by Its proper corporate proceedings, and the Loan Agreement, the Reimbursement Agreement, the Tax Agreement and this j Agreement constitute legal, valid and binding obligations of the Company, enforceable in accordance with their respective terms, except to the extent limited by bankruptcy, reorganization, Insolvency, moratorium and other laws of general application relating to or affecting the enforcement of creditors' rights, by general principles of equity in the event equitable remedies are sought, or by limitations imposed upon the enforceability of Indemnification provisions under federal and state law, or by court decisions, as a matter of public policy. (c) Offering Memorandum. The Preliminary Offering Memorandum rind the Gifering Memorandum, at their respective dates and at any time they are used by the Offering Agent In connection with the solicitation of offers to purchase the Bonds and at any Delivery Date, together with any other Information (written or oral, provided by the Company or the Agent, at the written request of the Company) In connection with the solicitation of offers to purchase the Bonds, taken as a whole, will be accurate in all material respects, and did not and will not, as of such dates, include any untrue statement of a material fact or omit to state any material fact necessary to make the statements made therein, in light of the circumstances under which they were or are made, not misleading; provided, however, that the foregoing does not apply to information contained under the captions "The Issuers," or "Offering and Remarketing", the Information with respect to the Issuers (as defined in the Offering Memorandum) contained under the caption "NO LITIGATION," and the information contained In Appendix B. The Company hereby consents to the use by the Offering Agent of the Offering Memorandum In connection with the solicitation of offers to purchase the -5- e` I 4 i Bonds. and confirms that it has consented to the use of the Preliminary Offering Memorandum for such purpose prior to the availability of the Offering Memorandum. (d) No Conflicts. Neither the execution nor delivery by the Company of the Loan Agreement, this Agreement, the Tax Agreement, the Offering Memorandum or the Reimbursement Agreement, the consummation of the transactions therein or herein contemplated, nor compliance with the terms thereof or hereof will contravene any provision of applicable law or regulation, or violate any writ, judgment, injunction, decree or award binding on the Company, the Company's certificate of Incorporation or bylaws, or the provisions of any material Indenture, instrument or agreement to which the Company is a party or Is subject, or by which it or any of its property Is bound, or conflict with or constitute a default thereunder, or result In the creation or imposition of any mortgage, lien, security interest or pledge prohibited by the terms of any such indenture, Instrument or agreement, where such contravention, violation, conflict, j default or creation or Imposition of any such mortgage, llen, security interest or pledge } would have a material adverse effect on the Company, or its ability to perform Its obligations under the Loan Agreement, the Tax Agreement, the Reimbursement Agreement and this Agreement. (e) Representations and Warranties. The representations and warranties contained in the Loan Agreement, the Tax Agreement and the Reimbursement Agreement with respect to the Company are true and correct as of their date, are true and correct as of the date hereof, and will be true and correct as of the Initial Delivery Date with the same force and effect as If expressly set forth herein. E (f) Litigation. With the exception of any actions, suits or other proceedings, inquiries or investigations disclosed In the Preliminary Offering l Memorandum or the Offering Memorandum, there is neither pending nor, to the best of f the knowledge of the Company, threatened against the Company any action, suit, other proceeding, Inquiry or Investigation, at law or in equity, before or by any court, governmental agency, authority, board, body or arbitrator, wherein an unfavorable decislon, ruling or finding would materially adversely affect the transactions i contemplated by, or the validity or enforceability of, the Loan Agreement, this Agreement, the Indenture, the Reimbursement Agreement, the Tax Agreement or any related agreement or instrument to which the Company is a party or by which it is bound, and which is used or contemplated for use in the consummation of the transactions contemplated therein and herein, or which would adversely affect the exclusion from gross income of interest on the Bonds for Federal Income tax purposes, (g) Financial Statements. Any financial statements of the Company heretofore or hereafter furnished to the Offering Agent in connection with the Bonds or incorporated by reference in the Preliminary Offering Memorandum or the Offering Memorandum present and will present fairly the financial position of Company as of the respective dates of such financial statements and for the respective periods cove-ad thereby, all in conformity with generally accepted accounting principles applied on a consistent basis throughout the period involved. Since the respective dates as of which information is given or Incorporated by reference In the Offering Memorandum, there has been no material adverse change in the business, properties, condition (financial or otherwise) or operations of the Company [and Its subsidiaries taken as a whole] from that j set forth in the Offtr£ng Memorandum. (h) Governmental Consents. The Company will at all times take all appropriate action and execute all necessary documents to obtain any approvals from any governmental authority or agency which may be required for the issuance or sale of the -a- s i Bonds, and will not take any action which may obstruct or hinder any such governmental approval. The Company will use its best efforts, when and as requested by the Offering Agent, to furnish Information and otherwise cooperate in qualifying the Bonds for offer and sale under the securities laws of such jurisdictions as the Offering Agent may reasonably designate, and will make such applications and furnish such Information as may be required for that purpose. The Company will, from time to time, prepare and file k such statements and reports as are or may be required to continue such qualification in effect for as long a period as the Offering Agent may reasonably request. In connection with the foregoing, the Company shall not be required to register as a dealer or broker in any state or jurisdiction, nor to execute a general consent to service of process or qualify to do business in connection with the qualification of the Bonds for sale In any state or jurisdiction. t j (1) Conditions Precedent. The Company will use all reasonable efforts to ' comply with, or cause to be complied with, the conditions precedent to the obligations of the Offering Agent specified In Article VIII hereof. i j (J) Bond Proceeds. The Company will not take or omit to take any action which will in any way cause or result in the proceeds of the sale of the Bonds being applied in a manner other than as provided in the Indenture, the Tax Agreement and the Loan Agreement and as described in the Preliminary Offering Memorandum or the i Offering Memorandum. Such proceeds will not be used by the Company In a manner that j would cause the Bonds to be "arbitrage bonds" within the meaning of the Code. (k) Licenses and Permits. The Company has received and is In good standing with respect to all such certificates, licenses, inspections, franchises, consents, immunities, permits, authorizations and approvals, governmental or otherwise, which the failure to obtain would have a materially adverse effect upon the ability of the Company to conduct and to continue to conduct Its business as heretofore conducted by It, and to own or lease and operate Its properties as now owned or leased and opera,od by It. Except as disclosed in the Preliminary Offering Memorandum or the Offering Memorandum, the Company has obtained, or will obtain as required, all certificates, licenses, inspections, franchises, consents, Immunities, permits, authorizations and approvals, governmental or otherwise, necessary to operate and maintain the Project, which the failure to obtain would have a materially adverse effect upon the ability of the Company to conduct and to continue to conduct its business as heretofore conducted by ;t, to own or lease and operate Its properties as now owned or leased and operated by it, and to perform Its obligations under the Loan Agreement, the Tax Agreement, the Reimbursement Agreement and this Agreement. (1) Certificates. Any certificate signed by an authorized officer of the Company and delivered to the Issuer o.• the Offering Agent shall be deemed a representation and warranty by the Company to the Issuer or the Offering Agent as to the statements made therein. (m) Prior Financing. The application of the proceeds of the Prior Bonds In connection with the acquisition, equipping, rehabilitation, fixturing, remodeling and Improving of the Project complied with the provisions of the documents pursuant to which the Prior Bonds were Issued, was made in conformance with all applicable provisions of the Code, and did not and will not result in any Impairment of the tax- exempt status of the Prior Bonds or the Bonds. -TW { a Section 4.02. Representations, Warranties and Certain Covenants to Remarketing Agent. The Company represents, warrants and covenants to and with the Remarketing Agent that, with respect to any remarketing of the Bonds: (a) Applicability to Remarketing. The representations, warranties and covenants contained In Seotion 4.01 shall apply to such remarketing. References to the Offering Agent In such subsections shall oe deemed to refer to the Remarketing Agent for the purposes of this Section. (b) Compliance. The Company will use all reasonable efforts to comply with, or cause to be complied with, the conditions precedent to the obligations of the ' Remarketing Agent specified In Article VIII hereof. ARTICLE V , REPRESENTATIONS, WARRANTIES AND CERTAIN COVENANTS OF THE ISSUER i Section 5.01. Representations. Warranties and Certain Covenants to Offerin Agent end Company. The Issuer represents, warrants and covenants to the Offering Agent and the Company, with respect to the initial sale of the Bonds, that: (a) Existence. The Issuer is onstock nonprofit industrial development, corporation organized end existing-under the laws o the State o Terms. (b) Issuance of Bonds. The Issuer has full right, power and authority pursuant to the Act and the Resolutlon tat (1) enter Into this Agreement, the Indenture, the Loan Agreement and the Tax Agreement; (ii) issulL sell and deliver the Bonds as provided in the Indenturel and (lit) perform its obligations under and as contemplated in this Agreement, the Indenture, the Tax Agreement, the Bonds and the Loan Agreement. (c) Authorit . The execution and delivery by the Issuer of the Indenture, the Loan Agreement, the Bonds, the Tax Agreement and this Agreement have been duly authorized by its proper proceedings, and the Indenture, the Loan Agreement, the Tax Agreement, the Bonds and this Agreement constitute legal, valid and binding obligations of the Issuer, enforceable against the Issuer in accordance with their respective terms, except to the extent limited by bankruptcy, reorganization, insolvency, moratorium and other laws of general application relating to or affecting the enforcement of creditors' rights or by general principles of equity in the event equitable remedies are sought. i (d) Nn Conflicts. To Its knowledge, neither the execution nor delivery by the Issuer of the Indenture, the Loan Agreement, the Tax Agreement, the Bonds or this Agreement, nor compliance with the terms thereof and hereof, will result in a violation of the Constitution or the Act, or result in a violation or breach of, or constitute a default under, any judgment or any of the terms, conditions or provisions of any loan agreement, note, Indenture, mortgage, deed of trust or other agreement or Instrument to which the Issuer is a party. (e) Offering Memorandum. The Information in the Preliminary Offering Memorandum and the Offering Memorandum under the caption "THE ISSUERS" and "NO LITIGATION" (but only with respect to the Issuer) Is true and correct In all material respects and such Information does not and will not as of the Closing Date contain any untrue or misleading statement or omit to state any material fact necessary to make the statements therein, In light of the circumstances in which they are made, not misleading. .,g_ f, (f) Bond Qualification. The issuer will cooperate with all reasonable requests of the Offering Agent to furnish Information and otherwise cooperate In qualifying the Bonds for offer and sale under the securities laws of such jurisdictions as the Offering Agent may designate, and will make such applications and furnish such ! information as may be required for that purpose. The Issuer will, from time to time, prepare and file such statements and reports as are or may be required to continue such qualification in effect for as long a period as the Offering Agent may reasonably request. In connection with the foregoing, the Issuer shall not be required to register as a dealer or broker In any state or jurisdiction, nor execute a general consent to service of process or qualify to do business in connection with the qualification of the Bonds for sale in any state or jurisdiction. The Company agrees to pay all expenses of the Issuer In connection with the foregoing. ARTICLF VI REPRESENTATIONS AND WARRANTIES OF THE AGENT The Agent represents and warrants to the other parties hereto that it is a ` j corporation duty organized, validly existing and In good standing under the laws of the ! State of Delaware, with full power and authority to enter Into this Agreement and perform Its obligations hereunder. The Agent also represents and warrants to the other pa"ties hereto that all corporate action of the Agent necessary to be taken with respect to the entering into of this Agreement and the performance of Its obligations hereunder and under the Indenture has been taken, and that this Agreement constitutes a legal, valid and binding obligation of the Agent, enforceable against the Agent In accordance with its terms, except to the f extent limited by bankruptcy, reorganization, Insolvency, moratorium and other laws of general principles of quitygn affecting remedies are sough creditors' rights or by general p ARTICLE VII ADDITIONAL COVENANTS OF THE COMPANY The Company covenants and agrees with the Agent and the Issuer thati Section 7,01. Payment of Fees and Expenses, The Company will pay or reimburse from legally available unds expenses Incident to the performance Its obligations under this Agreement and the fulfillment of the condi ions Imposed engraving here- under, including, without limitation, (1) all costs of preparing, printing Bonds, the Preliminary Offering Memorandum and the Offering Memorandum, and the preparation of all other documents in connection with the transactions contemplated by this Agreement, along with the costs of reproduction and transmittal of such Bonds or other documents; (ii) the reasonable fees and expenses of Bond Counsel and the respective counsels for the Issuer, the Credit Bank, the Trustee (if any) and the Agent; cos rati Inlwhich the Bondssalreoffer d or scold (ion of Inursementany ofr counsel); (iv) any fees charged by Rating Agencies for the rating of the Bonds; and (v) the fees and expenses of the Issuer, the Trustee, the Tender Agent and the Agent. If this Agreement all this terminated rand reason out-of-pocket expenses (including the o Agent for permitted reason reimburse the issue g -9- i k; t ~s ~a the fees of the Issuer and the Agent and fees and disbursements of counsel to the Issuer and the Agent) Incurred by the Issuer and the Agent prior to receipt of the notice of termination referred to in Section 9,01 hereof, and (z) with respect to any out-of-pocket expenses (Including the fees and disbursements of counsel to the Issuer and the Agent) Incurred by the Issuer and the Agent after receipt of a notice of termination, reimburse the Agent only for such expenses as shall be mutually agreed upon by the Company, the Issuer and the Agent. Section 7.02. Additional Information. The Company shall provide to the Agent copies of Its reports on Forms 10-K9 10-Q and 8-K promptly after their filing with the Securities and Exchange Commission (the "SEC"). The Company shall also provide to the Agent written notice (a "Notice") if an event occurs which would cause the Preliminary Offering Memorandum (prior to the distribution of the Offering Memorandum) or the Offering Memorandum to include an untrue statement of a material fact or omit to state any material fact necessary to make the statements made therein, In light of the circumstances under which they were made, not misleading, which event has not been disclosed In a document filed by the Company with the SEC and incorporated by reference In the Preliminary Offering Memorandum and the Offering 3 Memorandum. The Agent agrees (a) to provide prospective purchasers with copies of all Notices provided by the Company pursuant to this Section, and (b) that upon notification that such an event has occurred it will, at the Company's request, assist the t;ompany in the prompt preparation of a supplement which will correct such misstatement or II omission, the cost of such supplement to be borne by the Company. k Section 7,03. Additional Copies of Offering Memorandum. On and prior to any Delivery Date, the Company will furnish or cause to be furnlshed to the Agent copies of the Offering Memorandum, and all amendments and supplements thereto, in each case j as soon as available and in such quantities as the Agent may reasonably request. The parties hereto will advise each other promptly of the Institution of any proceedings by any governmental agency or otherwise affecting the use of the Offering Memorandum In connection with the offer and sa!; of the Bonds. ARTICLE VIII j CONDITIONS PRECEDENT TO OFFERING OR REMARKETING The obligations of the Agent to solicit purchases of the Bonds, unless waived in the sole discretion of the Agent, shall be subject tv the continued accuracy of the representations and warranties on the part of the Company and the Issuer herein, to the continued accuracy of the respective certifications of the officials and officers of the Issuer, and of the respective certifications and statements of the officials and officers of the Company, made pursuant to the provisions hereof, to the performance by the Issuer and the Company of their respective obligations hereunder, and to the following additional conditions precedents Section 8.01. Initial Delivery Date. With respect to the Initial Delivery Date, the obligations of the Offering Agent shall be conditioned upom (a) Authority. This Agreement, the Indenture, the Loan Agreement, the Tax Agreement, the Letter of Credlt, the Offering Memorandum, the Bonds and the Reimbursement Agreement shall have been duly authorized, executed and delivered by the respective parties thereto, and said Instruments shall be in full force and effect and shall not have been amended, modified or supplemented except as may have been agreed -10- t~ .T , ~j t3 to by the Agent; and there shall have been taken in connection therewith, with the issuance of the Bonds and with the transactions contemplated hereby and thereby all such actions as, In the opinion of Bond Counsel, are necessary and appropriate. (b) Representations and Warrantles. The respective representations and warranties of the Company and the Issuer In this Agreement, the Indenture, the Loan Agreement, the Tax Agreement and the Reimbursement Agreement shall be true and accurate] their respective covenants to be performed by such date shall have been satisfied in all material respects; and no event of default shall exist under the terms of this Agreement, the Indenture, the Loan Agreement, the Tax Agreement or the Reim- bursement Agreement, nor shall any event have occurred and be continuing which with the lapse of time or giving of notice, or both, would constitute an event of default under this Agreement, the Indenture, the Loan Agreement, the Tax Agreement or the Reimbursement Agreement. (c) Eligibility for Placement. The Bonds shall be, In the opinion of the Offering Agent, eligible for placement, trading and dealing by the Offering Agent under applicable laws and regulations. (d) Marketability. On and prior to the Initial Delivery Date: (1) The marketability of the Bonds shall not, in the opinion of the Offering Agent, have been materially adversely affected by an amendment to the Constitution of the United States of America or the State, or by any legislation, pending or effective, or by any decision of any court, or by any order, ruling or regulation (final. temporary or proposed) of the Treasury Department of the United States of America, the Internal Revenue Service or other Federal or non- t Federal authority or regulatory body, affecting the status of the Issuer, its property or Income, the Issuer's securities (including the Bonds) or the interest thereon, or any tax exemption with respect to the Issuer's securities (including the Bonds), or the interest thereon, granted or authorized by the Code or the laws of the State. (11) No stop order, ruling, regulation or official statement by, or on behalf of, any other governmental agency having jurisdiction shall have been Issued or made to the effect that the Issuance, offering or sale of obligations of the general character of the Bonds, or the Bonds, or the issuance, offering or sale of the Bonds, as contemplated hereby or by the Offering Memorandum, is in violation or would be in violation of any provision of Federal or state securities laws. (Iii) No legislation shall have been enacted by the Congress of the United States of America, and no decision by a court of the United States of America shall have been rendered, to the effect that obligations of the general character of the Bonds, or the Bonds, are not exempt from registration or qualifleation under- the Federal securities laws. (iv) No additional material restrictions not In force as of the date hereof shall have been Imposed upon trading in securities generally by any governmental authority or by any national securities exchange. (v) No rating of the Bonds or any other debt securities of, or guaranteed or supported by, the Credit Bank shall have been downgraded or withdrawn by any Rating Agency (and no such Rating Agency shall have announced MA It has placed -11- i. Ii v l j under review for possible downgrade the Bonds or such other debt securities), the effect of which, In the opinion of the Offering Agent, Is to materially adversely 33 affect the marketability of the Bonds, (vi) The marketability of the Bonds shall not, in the opinion of the Offering Agent, have been materially adversely affected by any of the following events: (A) the engagement by the United States of America in hostilities, or material escalation thereof, which have resulted In a declaration by the United States of America of war or national emergency, or the occurrence of any other outbreak of hostilities, or material escalation thereof, or national or international calamity or crisis, financial or otherwise, materially affecting the financial markets of the Unlterl States of America; (B) a general suspension of trading on the New York Stock Exchange or the American Stock Exchange; (C) the establishment of limited or minimum prices on such Exchanges; or (D) the declaration of a banking moratorium by authorities of the United States of America or of the States of South Carolina, New York or Illinois. (vii) Nothing shall have come to the attention of the Offering Agent giving it reason to believe that any portion of the Offering Memorandum Is Incomplete or Incorrect In any material respect for the purposes for which it is intended. i (e) Deliveries to Offering Agent. The Offering Agent shall receive: (1) The opinions, dated the Initial Delivery Date, of: (A) Main and supplemental opinions of Bond Counsel, In the forms t attached as Exhibits A and B hereto; (B) Counsel to the Issuer, in the form attached us Exhibit C hereto; - i . (C) United States Counsel to the Credit Banl', in ae form attached as Exhibit D hereto; (D) Swiss Counsel to the Credit Bank, in the form attached as Exhibit E hereto; and (E) Counsel to the Company, in the form attached as Exhibit F hereto. (II) A certificate of the Company, dated the Initial Delivery Date, signed by the President or any Vice President of the Company, in form and substance satisfactory to the Offering Agent, in which such off ]car states that: (A) The representations and warranties of the Company contained or referred to in this Agreement are true and correct as of such date, and the Company has complied with all covenants and satisfied all conditions and terms of the Loan Agreement, the Reimbursement Agreement, the Tax Agreement and this Agreement on its part to be performed or satisfied at or prior to the Initial Delivery Date. (B) The Offering Memorandum, as of such date, together with any other Information (written or oral) provided by the Company or the -12- 3 i s ' S I i i I I Agent (at the written request of the Company) in connection with the solicitation of offers to purchase the Bonds, taken as a whole, Is accurate in all material respects, and does not Include any untrue statement of a material fact or omit to state any material fact necessary to make the statements made therein, In light of the circumstances under which they were made, including the issuance and anticipated use of the Letter of Credit, not misleading; provided, however, that the foregoing certification does not apply to Information contained under the captions "The Issuers," and "Offering and Remarketing," the Information with respect to the Issuers contained under the caption "NO LITIGATION," and the information contained in Appendix B thereto. (C) Except as disclosed +n the Offering Memorandum, there is neither pending nor, to the best of the knowledge of the Company, threatened against the Company any action, suit, other proceeding, Inquiry ' or investigation, at law or In equity, before or by any court, governmental F. agency, authority, board, body or arbitrator wherein an unfavorable decision, ruling or finding would materially adversely affect the validity or enforceability of the Loan Agreement, this Agreement, the Indenture, the Tax Agreement, the Bonds, the Reimbursement Agreement or any related agreement or Instrument to which the Company is a party or by which it is bound, and which Is used or contemplated for use In consumma!.lon of the transactions contemplated therein and herein, or which would materially adversely affect the transactions contemplated by the foregoing, or which would adversely affect the exclusion from gross income of Interest an the Bonds for Federal Income tax purposes. i` (Ili) A true, complete and correct copy of the Resolution, together with a certificate, dated the Initial Delivery Date, of an authorized official of the Issuer stating that (a) the Resolution was duly adopted, has not been modified, amended, rescinded or revoked, and is In full force and effect on the Initial Delivery Date, and (b) the representations and warranties of the issuer contained or referred to In this Agreement are true and correct as of such date. (iv) A copy of the Offering Memorandum, duly executed on behalf of the Company. (v) A rating letter from Moody's Investors Service evidencing that the Bonds have been rated (vi) A certificate of the Credit Bank, dated the Initial Delivery Date, signed by an authorized officer of the Credit Bank, in the form set forth in Exhibit 0 hereto. . (vii) Such additional certificates, proceedings, opinions, Instruments and other documents as the Agent, Its counsel or Bond Counsel may reasonably have requested In connection with the transactions contemplated by this Agreement. (f) Letter of Credit. The Credit Bank shall have delivered to the Trustee a valid and enforceable irrevocable direct-Fay letter of credit substantially In the form attached to the Reimbursement Agreement as Exhibit A thereto Section 8802. Transfer Date. With respect to each Transfer Date, the following shall be conditions precedent to performance of the obligations of the Remarketing Agenti -13- t i i (a) Authority and Representations and Warranties. The Company and the Issuer shall be in compliance with the provisions of Sections 8.01(a) and (b) of this Agreement. (b) Eligibility. In the opinion of the Remarketing Agent, the provisions of Section 8.01(e) shall remain satisfied. i (e) Marketability. During the period in which the Remarketing Agent is soliciting purchases of the Bonds (which period shall include the Transfer Date relating to each such solicitation), the provisions of Section 8.01(d) of this Agreement shall be satisfied. (d) Notice of Amendments. The Remarketing Agent shall be given notice as soon as reasonably possible of any amendment or proposed amendment of the 1 Indenture, the Letter of Credit or the Loan Agreement. (a) Other Documents. The Remarketing Agent shall receive such certificates, proceedings, opinions, Instruments and other documents as the Remarketing Agent, Its counsel or Bond Counsel may reasonably have requested in connection with the transactions contemplated by this Agreement. Section 8.03. Termination for Failure of Conditions. The Company will furnish the Agent with such conformed copies of all such opinions, certlfioetes, letters and documents mentioned In this Article as the Agent shall reasonably request. If any of the conditions specified In Section 8.01 of this Agreement shall not have been fulfilled when and as required by this Agreement, or If any of the opinions, certificates, letters or i` documents mentioned above or elsewhere in this Agreement shall not be in all material respects reasonably satisfactory in form and substance to the Offering Agent, this Agreement and all obligations of the Offering Agent hereunder may be cancelled by the I Offering Agent. If any of the conditions specified in Section 8.02 of this Agreement shall not have been satisfied when and as required by this Agreement, or If any of the certificates, letters or documents mentiono' above or elsewhere in this Agreement shall not be in all material respects reasonably satisfactory in form and substance to the Remarketing Agent, this Agreement and all obligations of the Remarketing Agent hereunder may be cancelled by the Remarketing Agent. Notice of any such cancellation shall be given to the Company, the Trustee, the Credit Bank and the Issuer in writing, or by telephone, tested telecopy (receipt confirmed by telephone) or telegraph, promptly confirmed In writing. ARTICLE IX TERM; FEES Section 9.01. Term of Agreement. (a) Termination by Parties. This Agreement shall take effect as of Its date and may be terminated by any of the Agent, the Issuer or the Company upon written notice to the other parties hereto, the Trustee and the Credit Bank given no less than 30 days prior to the effective date of such termination. (b) Duties of Agent During Default. Notwithstanding anything contained herein to the contrary, the Agent shall have no duty to market or remarket Bonds If any of the conditions specified In Section 8.01 of this Agreement shall not have been fulfilled -14- - -~r i t y ii i when and as required, or if the Company is otherwise In default under any of the terms of I this Agreement. Section 9.02. Offering Fee. The Company agrees to compensate the Offering Agent for services related to the initial sale of the Bonds by payment of a fee (the "Offering Fee") equal to $ . The Offering Fee shall be payable in immediately available funds on the Initial Delivery Date. Section 9.03. Remarketing Fee. (a) The Company agrees to compensate the Remarketing Agent for services related to the remarketing of the Bonds by payment of an annual fee (the "Remarketing Fee") equal to one-eighth of one percent (1/8 of 1%) of the average aggregate principal amount of Bonds outstanding during each Program Year. The amount of the Remarketing Fee shall be computed by the Remarketing Agent as of each anniversary of the Initial Delivery Date, unless this Agreement shall have been terminated prior thereto, in which case the Remarketing Fee shall be computed as of the effective date of termination of this Agreement (and shall be prorated). The Remarketing Fee shall be due and payable by the Company annually In arrears during the j term of this Agreement, or on the effective termination date of this Agreement, as the f case may be, within ten days of the receipt by the Company of a statement from the Remarketing Agent of the then due Remarketing Fee. i (b) The Issuer and the Company hereby appoint First Chicago Capital Markets, Inc. as the remarketing agent with respect to Adjustable Rate Bonds and Fixed s Rate Bonds, subject to the conditions precedent set forth hereafter, First Chicago Capital Markets, Inc. shall be under no duty to remarket Adjustable Rate Bonds or Fixed Rate Bonds (a) prior to such date as the Company and First Chicago Capital Markets, inc. agree In writing as to the compensation of First Chicago Capital Markets, Inc. with respect thereto, (b) if the Company and the Issuer are not in compliance with the provisions of Section 8.02 hereof, and (c) If, in the reasonable judgment of First Chicago Capital Markets, Inc., the Bonds are not marketable as Adjustable Rate Bonds or Fixed Rate Bonds, as appropriate. The Company and the Remarketing Agent agree to negotiate in good faith the compensation of the Remarketing Agent with respect thereto. ARTICLE X INDEMNIFICATION AND CONTRIBUTION Section 10,01. Indemnification b Com ate. To the extent it may legally do so, the Company agrees to Indemnify and hold harmless the Agent (other than with respect to Information provided by the Agent) and the Issuer (other than with respect to ~i information provided by the Issuer), their members, officers, agents and employees, and each person, if any, who controls the Agent against any losses, claims, damages or liabilities, joint or several, to which the Agent and the Issuer, or any member, officer, agent or employee, or controlling person thereof, may become subject, under Federal or state law ur regulations or otherwise, Insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the Preliminary Offering Memorandum or the Offering Memorandum, or arise out of or are based upon the omisslon or alleged omission to state therein a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading= and agrees to reimburse the Agent or the Issuer, any member, officer, agent or employee of either, and each such controlling person with respect to the Agent, for any legal or other expenses reasonably incurred by the Agent or the Issuer, any member, 1 E ~t l officer, agent, employee or controlling person in connection with investigating or defending any such loss, claim, damage, liability or action; provided, however, that the Company shall not be liable to the Agent in any such case to the extent that any such loss, claim, damage or liability arises out of, or Is based upon, the failure of the Agent to provide any amendment or supplement to the Preliminary Offering Memorandum or the Offering Memorandum directed in writing by the Company to be so provided by the Agent, which amendment or supplement corrects the alleged material misstatement or omission. This indemnity agreement will be In addition to any liability which the Company may otherwise have. Section 10.02. Notice of Action. Promptly after receipt by an Indemnified party under this Article of notice of the commencement of any action or threatened action, such Indemnified party will, If a claim In respect thereof Is to be made against the Company under this Section, notify the Company in writing of the commencement thereof; but the omission so to notify the Company will not relieve it from any liability which it may have to any Indemnified party otherwise than under this Article; provided, however, that the failure of any indemnified party to give such notice to the Company shall reduce the liability of the Company under this Agreement to such party by the amount of damages directly attributable to the failure to give such notice. In case any such action is brought against any indemnified party, and It notifies the Company of the commencement thereof, the Company will be entitled to participate In and, to the extent s that it may wish, to assume the defense thereof, with counsel reasonably satisfactory to s, such indemnified party, Any such Indemnified party will reasonably cooperate with the Company In any Investigation relating to such action, the defense of such action, and any attempts to settle or compromise any such action. After notice from the Company to such Indemnified party of its assumption of the defense of any such action, the Company will not, except as hereinafter provided, be liable to such Indemnified party under this Article for any legal or other expenses subsequently Incurred by such Indemnified party in connection with the defense thereof other than reasonable costs of investigation. If the Company shall not have employed counsel to have charge of the defense of any such action or if any such Indemnified party or parties shall have reasonably concluded that there may be defenses available to it or them which are different from or additional to those available to the Company (in which case the Company shall not have the right to direct the defense of such action on behalf of the indemnified party or parties). legal and other expenses thereafter reasonably incurred by the indemnified party shall be borne by the Company. Section 10.03. No Election or Waiver. The rights provided In this Article do not constitute an election of remedies or waiver of any rights which may be available to any party other than as provided herein should the provisions of this Article or any Section hereof be found by a court of competent jurisdiction to be unenforceable, void or f unavailable for any reason. ARTICLE X1 MISCELLANEOUS Section 11.01. Survival of Certain Representations and Obligations. The respective agreements, representations and other statements of the Issuer, the Company and the Agent set forth in or made pursuant to this Agreement will remain In full force and effect, regardless of any investigation, or statement as to the results thereof, made by or on behalf of the Agent, the Company or the Issuer or any of their officials or officers or any controlling person and will survive delivery of and payment for the Bonds. If for any reason the sale of the Bonds Is not consummated, the Company shall be responsible for the payment of expenses required to be paid by the Company pursuant to -16- : s k f ` l I Article V11, and the respective obligations of the Company and the Agent pursuant to 1 Article X shall remain in effect. Section 11.02. Notices. Except as otherwise provided in this Agreement, { all notices, certificates or other communications hereunder shall be sufficiently given, and shall be deemed given, when personally delivered or mailed as provided in Section 11.04 of the Indenture. Section 11.03. Severability. If any provision of this Agreement shall be held or deemed to be or shall, in fact, be invalid, Inoperative or unenforceable, the same 1 i shall not affect any other provision or provisions herein contained or render the same ; . invalid, Inoperative or unenforceable to any extent whatever, I I I Section 11.04. Successors. This Agreement shall Inure to the benefit of, and be binding upon, the parties hereto, their respective successors and the officers, directors and controlling persons referred to in Article X above, and no other person will have any right or obligation hereunder. Section 11.05. Governing Law. This Agreement shall be governed by and construed In accordance with the laws of the State. Section 11.06. Counterparts. This Agreement may be executed In several i counterparts, each of which shall be an original and all of which shall constitute but one S and the same instrument. I 1 Section 11.07. Third-Party Beneficiaries. This Agreement has been and Is made for the benefit of the Issuer, the Company and the Agent, and no other person shall aoqulre or have any right or Interest under or by virtue hereof, except as provided in Article X hereof. 1 i IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective duly authorized representatives. ACITY OF DENTON INDUSTRIAL DEVELOPMENT j AUK,THO ITY r E By President of~the Board of Directors SAFETY-KLEEN CORP. B FIRST CHICAGO CAPITAL MARKETS, INC. l By_ Vice President i f -17- FIRST ~s'(9 CO1IYAvY INVE'STAIEAT HANKERS 500 FIRST CITY CENTER 1700 PACIFIC AVENUE DA1,1,AH, TF\AH 75201 MUNICIPAL DEPARTMENT 121J1953-4000 November 14, 1991 President and Board of Directors City Of Denton Industrial Development Authority 215 E. McKinney Denton, Texas 76201 Dear Gentlemen; You have advised us that you are giving consideration to the issuance of an amount not to exceed $2,430,000 in Variable/Fixed Rate Demand Industrial Development Revenue Refurdin¢ Bonds Series 1991 (the "Bonds") with the proceeds to be loaned to Safety-Kleen Corp. ("Safety- ' Kleen" or the "Company"), a Wisconsin corporation, We have been further advised that the Bonds will be used to refund a like amount of Industrial Revenue Bonds Series 1985 (Safe-Kleen j Corp. Project) (the "Prior Bonds"), The proceeds of the Prior Bonds were used to finance the construction of a 15,000 square foot processing warehouse and a 4,000 square foot lab and office building and related ea,uirn?ent located at 1722 Cooper Creek Road, Denton, Texas, The i Company is to agree unconditionally to the full, complete and prompt performance of each and every representation, coveiiant and agreement made with regard to the loan including, as shall be necessary to enable the Trustee to make full and prompt payments when due of the principal of, premium, if any, and interest on all Bonds and all other amounts required to be paid by the Trustee, We have been further advised that the Union Bank of Switzerland the Chicago, Illinois branch (the "Bank") is issuing an irrevocable letter of credit for the benefit of the Trustee in an amount not to exceed the initial principal amount of the bonds of $2,430,000 and an amount not to exceed the lesser of (1) $202,500 or (it) interest on the Bonds for 200 days, You have requested that we undertake a review and analysis of Safety-Kleen and the proposed transaction and provide you with our opinion of the financial condition of the Company as relating to this proposed loan, We are pleased to comply with this request. The Bonds will initially bear interest at a floating rate from the closing date to the earlier of their redemption, the following conversion date, or their maturity date which will be determined prior to the offering of the bonds. It is the intention to extend the orginal maturity date established in the Prior Bonds. The floating rate shall be established by the Remarketing Agent which will represent the lesser of 15% or the lowest rate which will permit the Bonds to be sold at par. The Company may at any conversion date, upon proper notice, change the method of , e if 15 ~f FIRST v~6ll~ltlpP C10JIPANY determining the interest rate on the Bonds from a floating rate to an adjustable rate or a fixed rate as determined by the Remarketing Agent. The Bonds are subject to redemption during the floating rate period, adjustable rate period and the fixed rate period. The Bonds are subject to mandatory redemption. For the purpose of the review and analysis, we have examined audited financial statements of the Company for the years ended December 30, 1989, and December 29, 1990, and the ► unaudited Form 10-Q for the thirty-six week period ended September 7, 1991, as filed with the Securities and Exchange Commission. While we have no reason to believe otherwise, we have relied upon the information available to be factual and accurate and contain no omissions or misstatements of any material fact We have not visited the Facilities nor have we interviewed the management of the Company. III The opinion expressed herein is based on the financial position of the Company at September 7, 1991, and upon financial, economic and other indicators as they exist at this time. You are aware, of course, that the Company, like any other business, is subject to innumerable factors that could adversely affect its business, prospects and financial condition, and that there is no way of predicting with any certainty whether the Company, or any other business, will be able to perform its obligations in the future. This opinion is solely for the use of Denton Industrial Development Corporation and is not to be relied upon by any other person, including, without limitation, any purchaser of the bonds. This opinion may not be distributed or otherwise transmitted to any other person, other than Denton Industrial Development Corporation staff and j representatives, without the prior written consent of the First Southwest Company. Some of the major factors we have considered in our analysis are set out below. I. Safety-Kleen was formed in 1963 under the name of Olson Corporation for the purpose of providing automotive and mechanical parts cleaners to customers in vehicular, industrial and related markets. In 1967 the name of the Company was changed to Safety- Kleen Corp. In addition to parts cleaners, Safety-Kleen also provides grease filters, cleaning equipment and other supplies to restaurants, and supplies materials and services to the automotive paint and body repair market. The Company is also involved in reclaiming waste solvent streams from large industrial users as well as reclaiming waste streams from dry cleaning businesses, Safety-Kleen operates from 235 branches throughout the United States, United Kingdom and Canada, and has licensed operations in New Zealand, Australia, West Germany and Puerto Rico. The Company has no subsidiaries or affiliates. 'Aie Project is the refinancing of the debt relating to a 15,000 square foot processing warehouse and a 4,000 square foot laboratory and office building and related equipment located at 1722 Cooper Creek Road, Denton, Texas. The Project enables Safety-Kleen to provide the capacity to process the wastes brought in to the recycling center from dry cleaning operations. Page 2 a i 1,113ST SfdlleJe4t (30M1'ANy 2. The Company is organized around three broad categories: Small Quantity Generator, Resource ntd the Oil fiscal y~S1990 and ni Comps net Company y had annual revenues of $589 million during income of $55.2 million during the same year, 3. At September 7, 1991, the Company reported total assets of $860 million. At this time the Company's current ratio was 1.5:1; its long term debt to equity ratio was 1:2; and the ratio of its net income to its interest expenses was over 4 to 1, 4. During the thirty-six weeks ended September 7, 1991, the Company reported net income of $37 million on total revenues of $472 million. 5. The Company has outstanding an issue of unsecured debt that is rated "Baal" by Moody's, This is an investment grade rating. 6. The Bank, headquartered in Zurich, Switzerland, is the lead banking subsidiary of p UBS Bank, (the "Parent Company"), a multi-bank holding company also headquartered in Zurich and wholly owned by UBS Group, The UBS Group operates branches, i subsidiaries, and affiliates worldwide. i At December 31, 1990 the Parent Company total assets of 187 billion Swiss Francs ("SF"), total deposits of 109 billion SF, loans of 112 billion SF and equity capital of 13 billion SF. December 31, 1990 equity capital, as a percentage of total assets, amounted to 6.99% and amounted to 12% of total deposits. During the 12 months ended December 31, 1990, the Parent Company earned 780 million SP. As of the date hereof, the outstanding, publicly traded debt of UBS Group was rated "Aaa" by Moody's Investors Service and "AAA" by Standard and Poors, 7, The Letter of Credit is subject to the terms and conditions of the letter of Credit Agreement, dated December 1, 1991 by and among the Company, the Bank and the Trustee and is to be outstanding from issuance of the Bonds for The original five of with the expiration day to be determined at prior or to issuance. Credit is replaceable by an alternate irrevocable letter of credit issued by a commercial bank or banks whereby the issuer of the alternate letter of credit has an equivalent or higher rating than that of the Bank. The terms of the alternate letter of credit shall in all material respects be the same as those of the current [.eater of Credit, Similar Bonds credit which may to interest rate used in the case restrictions are placed upon alternate the letters that the Company elects to Page 3 11Vls ...r ,1LiNS}. 1 1 Te:fA~9 Y j i Therefore, it is our opinion, based on the foregoing review and analysis, that Safety-Kleen to assure that the proposed loan, including interest y possess the financial resources and rotegri thereon, will be paid as principal and interest payments become due. it is our recommendation that the City of Denton Industrial Development Authority proceed with the issuance of the Bonds, 7ely, j Richard Litton President ` RL:ds cc; Laurence M, Rudnick, Treasurer Safety-Kleen Corp. :t l i i i i Page 4 0.r •f~ws{e,z./ t WY at DENTON, TEXAS MUNICIPAL BUILDING / DENTON, TEXAS 76201 / TELEPHONE M f 7) 688.11307 Office of the City Mer+eper E M E M O R A N D U M TO: Mayor arid Members of the City Council i FROM: Jennifer Walters, City Secretary j DATE: November 15, 1991 SUBJECT: Back-up for Agenda item #6.D, 1 The resolution for this item will be forwarded to you before the meeting on Tuesday. 1 1 i 1 e Wa ers 02 nC/f2 i t 1 I i i CITY of DENTON, TEXAS MUNICIPAL BUILDING / DENTOK, TEXAS 76201 / TELEPHONE (817) 666.8307 - - Office of the City Manager MEMORANDUM t k DATES November 15, 1991 TO, Lloyd V. Harrell, City Manager FROMS Rick Svehla, Deputy City Manage SUBJECT: Funding for the extension of the runway at the Airport 3 At the end of last month, President Bush signed into law expenditure levels for Airport Improvement Program Funds at a funding level of $1.9 billion. Since the Council has supported the runway extension, we think a resolution in support of our i project by the Council would be helpful. ' We understand that several other airports in the FAA southwestern ; region are making concerted efforts for these AIP funds. Members and former members of the Airport Board are mounting an effort to lobby our Senators and Representatives so that we can maintain our position in the funding priorities. Certainly a resolution from the Council would be helpful in that effort. I have attached the position paper that they are using for your information. If you or the Council has any further questions, I will be happy to try and respond at your convenience. I Rick Sve la Deputy City Manager i i f 1 3 e ~j } 1'! I DENTON MUNICIPAL AIRPORT POSITION PAPER The Denton Municipal Airport has been designated as a "Basic Transport" Reliever Airport by the Federal Aviation Administration (FAA) for seadi y the .facilities ats thee Dentoni MunicipaliAirport n plan for upg 9 since 1975, to ensure the Airport can fill the role designated by the FAA. The final phase of the projects started in 1975, is aa1,0000, runway extension to the South of the current runway. It ars } that although the Regional FAA goals rank this projecte very high, influence from Washington, D.C. has delayed the app xima $1,200,000 project to some distant time in the future. The Denton Municipal Airport serves a regional conotituency. The North Texas Council of Governments estimates some 67,00( visitors per year come to the region through the Denton Municipal Airport. This produces $10.9 million dollars in economic impact (NCTCOG 1986). The airspace over Dallas/Ft. Worth is congested. The purpose of "Basic Transport" Reliever, Airports is to take non-commercial traffic away from congested areas. The failure to continue runding "Reliever Airports" will increase congestion and result in a lowered level of safety. 4 The Denton Municipal Airport was constructed in the early 1940's with CAA funds. The current runway is 51000' X 150'. Approximately 130,000 itinerant operations per year are currently estimated by the FAA. Several locally based aircraft cannot take off within their safety envelope fully loaded with fuel, due to the shortness of the E runway. Numerous frequent users of the (TexaHes Martin Marietta Corporation, Sears, Paccar Inc., and Victor Equipment) have indicated problems encountered due to the shortness of the current runway. k Several new aviation projects have c e t ofexas pand the Southwest FAA Region. We have been very supportive Denton is now attracting larger aircraft whose essential equirements exceed the present 5,000' runway. that on Municipal Airport be deof serving A.I.P. PNo North ntTe as Av ationoPlan to meet its primary goal lications to the FAA for the based an previously submitted Pre-App period covered by the current Master Plan and the Capital Improvements Program as approved by the City of Denton (see attachment "A"). 992 SPECIFICALLY, DENTON ASKS UNPREVIOUSLY PROVIDED APPROVED BY THE YFAA,IPER FOR THE 1,000' ' RUNWAY EXTENSION THE 1966 MASTER PLAN. 817-382- PLEASE THOMPSO 383-7702 IMR. RIQUCESWOOLFOLKTIONS O CMR, HAIRMAN AIRPORSORYTBOARDMANAGER 3 5500. T } w 3 1 1 r7" e r : r. I ~ 1 1 Attachwint "A" J city of D`N>rON / 215 E, MoKlnney ! Denton, Texas 76201 November 4, 1991 Willie Villalobos F.A.A. - Safety & Standards Branch Southwest Region Ft. Worth, Tx 76193-0000 Dear Sirs ( Per our conversation with non Harris, pleare use this memo to ? revise your 5 year Capital Improvements Plan. The following priorities are the .priorities for the Denton Municipal Airport listed in order of needed improvements 1992 - (a) Master Plan Update and 31 acre Land Acquisition for South Runway Extension. j (b) 1000' ft. Runway Extension South and Replace j Drainage Under Taxiway. 1993 - Overlay Runway, Seal Coat Taxiways, Replace Drainage Center of the Field. 1994 - Land Acquisition and 1500' ft. Runway Extension j North. 1994 - Construct North Holding Apron. 1 1995 - Construct Jet Apron and Executive Apron. Should you have any questions or require additional informations please do not hesitate to call. Sincerely, . CIO d Joe Thompsont Air ort Manager City of Denton i, } t, i I ~ t I I ' ; t ► I NNEY DEMM i 1KIlfUN ~ W114 ' I , • mail rc 1 YIlj ' rr 111 ' 1 r., N L r ~ ~ ^7hdkJ Watb !n ` aut.u , . clp01 I ~ ~ ' .y KW I tort kid J to L I I r Fkrd " u r r.rw RAN RC 1 j t .y 16 { J 1, ` ` IICtltlN , ' ' k' ~Sp41At ~ A/at1ldWr _.r._-.. .~.._..r~. ••r• ~'J ! / Tom. ~ - 4 DALLAS - FORT WORTH INSET a `t`ai"' ti~ C 1 I'll '•s' ,k a ~ ' i j3 i~ 1 Pope 3 Novwbw 1,1991 AMOII'tf President Signs DOT FY 1992 Funding Bill President Bush on Oct, 28 tigned into for research, engineering and develop- a requires FAA to procure at lout law (P.LI02.143) legislation funding meat; $1.9 billion for the airport im- five EScan precision runway monitors; DOT and related agencies for flual year provement program, and $38.6 million a requires FAA to tuue final 1992• The Senate earlier approved the for essential all service, . 1 regulations on criminal history conference report for the appropriations As previously reported in Airport records checks within 180 days; bill (H•R 2942), clearing the way for the Repor4 the spending bill also contains a e prohibits FAA from closing any Frosident's signature(AR Express; - number of provisions of interest to flight service stations for nine months; 10121191). i ' , airports, including; a authorizes FAA to make grants for i no final version of the bill funded a requires drug and alcohol testing the soundproofing of any building used FAA at $8.872 billion, including $4.360 for transportation workers (Including for educational and/or medical purposes i billion for operations; $2.394 billion for FAA employees) In safety-sensitive regardless of theta governmental or facilities and equipment; $218 million positions; private ownership or affiliation. FAA AND RELATED DOT FUNDING Fiscal Year 1992 Appropriations Presklenl's ' House of sermte opriulions Approved Request Representatives Approved FY 1991 FY 1992 FY 1992 FY 1492 FY 1992 Airport Imprvnmeal $1,8bitlion $1,9 billion $1,9billtom S19bimod $1.9 billion i provals 1 facilities & $2.095 billion $17 billion. $1469 billion $2357 billion $2.394 billion r, Equipment Research Englaterlas & $205 million $210 MMon $218 mtllion $22S million $218 miWon Development Operatloas $4A37 billion $4.457 blWon $4.342 billion $4.382 billion $4.360 billion Essential Air $26.6 sdMon $38,6 million $38.6 mMon* $38.6 million' $38.6 mWlon• $ ervke 'would restrict funding to prohibil increased EM service levels and new communitles• Source; AAAS International routes, slots and airport competitive bidding process that United was part of "the most remarkable gates, and on the use of alrlIne•owned Involved 92 otLer possible sites (AR three months in the airport's history," He CRSs (AR Express, 41201)• While the Expres;10/21/91), painted to the USAIr service expansion revised bill no longer contains provisions United will make an investment of and hub development that was An. - dealing with some of these issues, he more than $800 million in buildings and * nounced.in August and the decision last J said he plans to pursue them in topnrAtP fnclllties atths eirrott, tvlth'ground month by 110 U.S: tostnl ci' !cal to legislation, Fora copy of rho bill, contact b~cnkiud to lako place lu elugust 1991 build iw pcrruauont l ►glo Air Club at AAAB at (703) 824-05000 Ext• 120. and completion of the project scheduled Indianapolis International as othet major for November 1"4,71* final sites events. "The cooperative efforts of the United Picks Indlanapolls a., undet COntideratka Were Deaver, cntim community in supporting airport For Maintenance Plant Indiaaapolft,'L"hvWe(Ky.)And davot*MMhas enabled the authority Oklahoma City, staff to plan, design and build an airport r United Airlines mid it will build a Daniel Orcuu, A-kR, executive . ready to accommodate the most demand. major malntesanoe facility at Indianapo- director of the Indianapolis Airport Ing needs of the pusenger airlines, air, lis International Airport, ending a highly Authority, said the announoement by cargo carriers, aircraft mainieoance and `R.: i:(41.. Vy i n CITY OF DENTON MEMORANDUM I DATE: November 19, 1991 TO: Mayor and City Council FROM: Lloyd V. Harrell, City Manager SUBJECT: LETTER TO THE U.S. JUSTICE DEPARTMENT s , As per your direction at the last Council meeting, we have attached a draft letter to tite Unitel+ States Justice Department contesting the Texas House redistricting plan that was approved by the Governor. Mr. Curtis Ramsey requested that the City Council r consider authorizing the Mayor to sign the letter and file it with the Civil Rights Office of the Justice Department. However, as most of you know, the U.S. Justice Department rejected the Texas House redistricting plan on Tuesday, November 12, 1991. The Denton Record Chronicle reported that Texas Secretary of State, I John Hannah received a letter from the Justice Department= ` indicating that the redistricting plan passed this summer by the Legislature did not treat minorities fairly, in accordance with the U.S. Voting Rights Act. The Record Chronicle also reported that given the ruling the State has the option to negotiate with the Justice Department to the address the problems; ignore the ruling and seek approval of the plan on an interim basis from a Washington, D.C., federal court; or Governor Ann Richards can call the Legislature into special session to devise a new plan. This being the case, the Council may also want to send copies of the letter to Governor Ann Richards and Attorney General Dan Morales. Please note that Mr. Curtis Ramsey did call to inform us of the Justice Department's action. We told him that we would still present the letter for Council's consideration. Please let me know if there is anything you desire on this matter. Sincere , Ll d V. Harrell City Manager t ~Al ' e:updocs\119138 ' I RESOLUTION NO. A RESOLUTION SUPPORTING THE FUNDING OF THE EXTENSION OF THE RUNWAY OF THE DENTON MUNICIPAL AIRPORT) AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Denton Municipal Airport has been designated as a Basic Transport Reliever Airport by the Federal Aviation Adminis- tration for several yearsi and r WHEREAS, since 1975, the FAA has been working on a five-step plan to upgrade the Denton Municipal Airport; and r WHEREAS, the final phase of the plan is a 1000 foot extension of the current runway; and WHEREAS, because of the runway length, many locally based aircraft can take-off only with restricted fuel loads; and I WHEREAS, it is essential that the proposed runway extension be 1,ded in the 1992 Airport Improvement Grant Program if the Airport to continue to serve its intended purpose; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION I. That this resolution serve as notice that the city Council of the City of Denton strongly supports and urges that in fiscal year 1992 funding for the 1,000 runway extension of the Denton t Municipal Airport, as previously approved by the Federal Aviation Administration and shown in the City's master plan, be approved. SECTION „11. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 1991. t BOB CASTLEBERRY, MAYOR ATTEST. JENNIFER WALTERS, CITY SECRETARY BY. APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY BY. I t i s t 1 DRAFT CITY Of DENTON,TEXAS MUNICIPAL BUILDING / DENTON, TEXAS 76201 / TELEPHONE (817) 668.8307 - O1flae of the City Manager November 19, 1991 i { Mr. John R. Dunne Assistant Attorney General civil Rights Division United States Department of justice Washington, D.C. 20530 RE: Section 5 comment, Texas House of Representatives Redistricting Plan (Texas HR150 ' Dear Mr. Dunne: On behalf of the City Council of the City of Denton, Texa6, 7 am i" writing to urge you to object to the Texas House of Representatives Redistricting plan submitted to you for preclearance under Section 5 of the 'Voting Rights Act. a This letter endorses and supports the joint plea of the Denton s County Branch of the National Association for the Advancement of Colored People and the Denton county Council #4366, League of s United Latin American Citizens, whose pleas are already before you. From the beginning of the redistricting deliberations in Texas, 1 many Denton citizens have been constructively involved in: 0 producing background papers and redistricting criteria, o testifying before the appropriate redistricting commiV,ees of the Texas Legislature, 0 lobbying efforts beyond testimony to produce a fair and just plan for all of the citizens of Denton, o sending letters of appeal to the Governor to veto the submitted plan as injurious to the best interests of all of the citizens of Denton, and 'I i I I k fF w,s;-eK:1 1 f DRAFT John R. Dunne November 19, 1991 Page 2 o holding tocin and November 4 n 150 became law, on July 23f August 6 1991. The documents from NAACP and LULAC before you delineate the nature k of the problem for the citizens of Denton, to which we need supply nothing additional. HR 150, for all practical purposes, disenfranchises the citizens of C Denton by dividing the city into three districts and dilutes and r minimizes minority voting strength. The plan has a racially discriminatory effect which we consider insupportable. on the basis of this information, I urge you to object under Section 5 of the Voting Rights Act to the red)-stricting plan. If , you need any additional information, please Leel free to contact me. Please inform me of any action you take on this submission. Thank you for your consideration. I sincerely, s Bob Castleberry Mayor AMM0006F cet League of United Latin American citizens National Association for the Advancement of Colored People f j 1 i. i 1 f~ SUITE 201 2028 BURNING TREE LANE DENTON, TEXAS 70201 I817) 506.0206 , i , Mr. John R. Dunne, Assistant U.S. Attorney General November 1, 1991 Civil Rights Division United States Department of Justice i Washington, D.C. 20530 i re: Section 5 comment, Texas House of Representatives Redistricting Plan Dear Mr. Assistant Attorney General Dunne: ; This letter serves as an official : rgistration of complaint of constitutional violation in Teas State House of Repre- sentatives' HB 150, the State of Texas' response to the re- quirement for redistricting following official certification of the 1990 U.S. Census, and as a plea for denial of clear- { anoe, through your objection. This Act was passed on May 24, 1991, and we have received no announcement that the State of Texas House of Representatives plan yet has been presented for preclearance to Justice. While we are not competent to judge the entire state plan, we do note the unjudicial and unjust manner in which Denton county has been redistricted. We find as follows: I 1) Texas qualifies under Suotion 5 of the Voting Rights { Act, requiring preclearance by your agency before any plan of redistricting can be implemented. 2) section 2 clearly is violated in the plan for Denton county in that significant and deliberate dilution of strength and minority voting rights occurs with respect to Denton County, and specifically with the City of Denton Evidence of this blatant discrimination we have in graphic and plentiful detail; the submitted plan has a racially discriminatory effect, as follows: 1) Exhibit T shows Denton County as it has been con- figured since the 1980 Census. You will note that the City of Denton and all its constituent components have been treated as a whole-entity within District 59, while the ' 1 r M~ remainder of Denton County was contained in District 61 along with portions of Collin County. The population of Denton County was enumerated at 273,525 in the 1990 Census. That number qualifies Denton County for two state representatives, and a portion of a third in conjunction with one or more other counties. The city of Denton has been enumerated at 68,497, up from 48,063 in the 1980 census data. } 2) Exhibit II shows the newly proposed plan for new Districts 63, 64, and 65. The prime issue, then, is the manner in which the two dominant districts are drawn within the county. As thev were drawn, the concentration of minorities, both Black American and Hispanic, was included j within old District 59. Their voting strength was maximized. This Plaintiff provided testimony as an expert witness and spokesperson/representative of the State Governmental Relations Committee of the Denton Chamber of Commerce before two hearings of the Texas House Committee on Redistricting on ' July 14, 1990 at Texas Christian University and in March, 1991 at Dallas City Hall Council Chambers, and thus is familiar with the process and is competent with the data. i i A. The submitted redistricting plan has a racially discriminatory effect= 1) Exhibit III shows the plan as subsequently reported out by the House Committee. That RI An preserved the whole- entity aspect of the City of Denton and maximized the minority vote potential of all precincts in Denton as well as Precincts 108, 1070 1130 and 114. I 2) In Floor maneuvers, a substitute motion was provided, based upon mutual agreement of the two-member House Delegation from Denton County, which produced the plan before you now. This submitted plan (written with the specific intent of Prosel'yina safe districts for M t{o white incumbents) splits that minority population among three separate districts, in some decidedly divisive ways. As the Chairman of the Board of the Denton Chamber of Commerce commented in tier letter (Exhibit IV) requesting Gubernatorial veto of HB 150, '$This plan wantonly and illogically dissects our community, effectively destroying any political voice its citizens choose to raise.' Double that in spades for minority participation. The pro- proposed 1991 plan emasculates the minority vote. The 2 i i remarks of the Denton County Branch of the N.A.A.C.P., in urging Governor Richards to veto this oppressive and regressive legislation said: (We)...~Ninform you of our opposition to the proposed redistricting plan for the following reasonss 1.) It divides the ethnic population of the City of j Denton into three separate representative districts. 2.) It plr.ces the Universities into two separate representative districts. I 3.) It divides the City of Denton into three separate representative districts," f The League of United Latin American Citizens, Council # 4366 also registered its concerns and opposition, in a letter to the governor requesting her veto: (We)... $'ask your full and ardent support in spearheading an amendment to House Hill 15010... s. The growth of our minority population and the potential voting strength need to be consistently encouragedt it would be diluted by having three (3) 1 legislators. i 60 The educational opportunities for all public 1 school children in the Denton ISD would be minimized as j a result of having multiple individuals representing different parts of the educational oommunity.40 3) Note the particulars in Exhibit V; i Ii a, Precincts 213 and 114 in Lewisville (previously aligned and included in District 59) contain the heaviest concentrations of minority population in the Lewisville area, Tiu are drowned in A sea gf malority orientation. b. Precincts 109, 110, 111, 116, 406, and 419 contain the heaviest minority populations in Denton. (All were in District 594) Precinct 116, alone, carries a minority population of 78$ while 110 is 36% minority. C. As redrawn, the minority populations of 113 and 114 are severed from thr'Y largest numbers of compatriots in Precincts 110, 1110 and ,7,9. d. Within tha sina l gJjty of Denton, natural and 3 s I I traditional political and ethnic black alliances are sundered as 113, 114 in Lewisville, and log, 116, 406, and 410 in Denton are contained in the new District 64. e. The traditional Black American neighborhoods of 109 and 116 are completely severed from their neighbors and kin in 110 and 111, which now are contained in District 65, f. Precinct 419 is completely isolated in District 63. Note that District 65 inserts a finger one precinct wide--almost completely severing North from South Denton. C. There are additional reasons why Justice should reject the plan: twig natural affinity ,off to two State gniversities i thei el a constituencies, generally mutually supportive, now are located in sepAratg _qistricts. 1) Texas Woman's University (Pct. 111) is relocated to District 65, a region dominated by Carrollton/Dallas voters. 2) The University of North Texas (Pct. 410) now would be in District 64, a region dominated by Lewisville and Flower Mound voters, more oriented to the Dallas/Fort Worth Metroplex than the college-town interests of Denton. 3) The legitimate home-town interests of the city of ti Denton now are subjugated by being splintered into minority status considerations in each of the three newly proposed districts. 1 4) A chilling effect is placed upon rt,,3ident university students who see their potential civic influence fractured into three minor components. 5) The total percentage population of Denton in any of the new districts is only 27 percent in District 64, 22 percent in District 65, and 12 percent in District 63. Denton is fractionated to the point of political impotence, by design. Protecting white incumbency, out of legislator reciprocity, ruled in the final legislative vote. 6) In no case in HB 150 for Denton County is the natural minority allowed to count for much. The ethnic breakdowns are as follows in the current plan: Black Hispanic D13t. 63 2.27% 5019% 91.200% Dist. 64 8.57% 7.17% 84.55% Dist. 65 5.32% 7.50% 88618% This is belligerent, hostile, and punitive gerrymandering at its worst. It is intolerable. Voting rights of minorities and majority are diminished at every turn. 4 t ti Any number of acceptable alternative plans might be drawn that both maintain the integrity of the local community as a whole-entity and still enhance aad maximize minority voting rights. The plan submitted to Justice does neither in the case of Denton County, Texas. While this plaintiff is White, I am working in consort with the N.A.A.C.P. and LULAC in presenting this petition. What dilutes the rights of one or more minorities, or even one individual, diminishes the freedoms of us all. With regard to the 1992 elections, we request that HR 150 not be allowed implementation on an interim basis, and that redistricting be referred to the Texas k Legislative Redistricting Board as state law provides If for in the event that the Legislature cannot agree or produces an invalid plan, or back to the Texas I Legislature. i Furthermore, if the election process must go forward in 1992 as scheduled, before a new, acceptable, plan can be implemented, then we recommend proceeding on the basis of the f current, 1980 redistricting plan which has been in effect and utilized for the last decade. We are prepared to submit our suggestions for a proper plan f of redistricting for Denton County (in behalf of preservation 1 and maintenance of all citizens' constitutional rights) before any appropriate and responsible forum as you might j indicate, or as circumstances might require. On the basis of the above information We urge you under Section 5 of the Voting Rights Act to this to object redistricting plan (Texas HR 150). If you need additional information, please feel free to contact me. Please inform me of any action you take on this submission. Thank you for your consideration of this information. Sincerely, Curtis Paul Ramsey Gloria Bahamon Carl Williams, Jr. Plaintiff LULAC Council, Denton County Chapter, (817) 566-0206 # 4366 N.A.A.C.P. (817) 383-4043 (817) 382-7445 i COALITION FOR ALL D%NTON CITIZENS' RIGHTS 5 % V1, i t .I AaY \ ~ DENTON COUNTY BRANCH NATIONAL ASSOCIATION FOR THE ADVANCEMENT OF COLORED PEOPLE 7-- ! P.O. SOX 42 DENTON, TEXAS 76201 (817387.4794 November 8, 1991 ! Mr. John R. Dunne, f Assistant U.S. Attorney General Civil Rights Division United States Department of Justice Washington, D.C. 20530 re: Section 5 comment, Texas House of Representatives { Redistricting Plan, HR 150 i 4 Dear Mr. Assistant Attorney General: We, the members of the Denton County Branch of the National Association for the Advancement of Colored People, are writing to urge you to object to the Texas House of Represen- tatives Plan submitted to you for preclearance under Section 5 of the Voting Rights Act. The new redistricting plan has a racially discriminatory effect on the protected classes in the City of Denton, Texas: 1) Precinct 110, which consists of 4,090 Anglos, 487 African Americans, 1,040 Hispanics, 13 Native Americans, 40 Asians, and 3 others, has a total of 37$ of the protected class. Precinct 116 contains 407 Anglos, 1,085 African Americans, 400 Hispanics, 7 Native Americans, 4 Asians, and 9 j others. This precinct has a protected class of 79%, Precinct 110 will be placed in proposed State Repre- sentative District 65, while its companion, Precinct 116, will be located in proposed State Representative District 64, These two precincts comprise the heart and soul of the traditional East Denton African American neighborhood. 2) The social and civic cement of the African American community is its churches. Even these institutions are f divided among districts 64 and 65. Peaceful Rent Baptist church is located in the proposed State Representative District 65, American churches whereas will the other located inmthet c proposed State Representative District 54. 1 Clear evidence of the type of violations which the Department of Justice seeks to identify, based upon the above informa- tion, includes: 1. We believe that this was a conscious effort by the Texas Legislature to disenfranchise African American citizens in Denton, Texas. The plan is clear evidence that the texas legislature deliberately sp l minorities yho live near j~qh other in Den_ on aggi dispersed them among larger. dominant Population groups far removed from our city. 3. The Legislature MM4 An alternative plan wbioh would better haye served the minority carom n t The Texas Legislature rejected and amended its own House Redistricting Committee plan, which -11.4d maintained all of the critical f protected class Precincts within ong representative district z to favor the alternative which enhanced incumbent survival. 4. The legislature disregarded available natural or i artificial boundaries for no apparent reason other than the j discriminatory reason evident in the dilution of minority voting strength. East gKinnev Street as eco>ne An insur_ Mo:intable barrier, in this pl=, diyiding an otherwise cohesive African American community to tXQ separates { representative districts. r lo. In accordance with all the data available in this coalition protest submission, the Texas Legislature fx_" tQ create a s on minor. tag fnfluen 2 district, where it was ppssibls. Indeed, its own. Redistricting Committee had so re-- 1 commended and that raccrm,nena.',~,.t.rr was repudiated. 1 I We, the members of tlke Denton County Branch of the National j Association for thu Advancement of Colored People, urge you I to object and disal.,prove V110 To~tt~u Vouse of Representative k Redistricting Plan, If: you need additional information, please feel free to ccantact ma. hlc,,se inform me of any action you take on this submia„7:"on. 3 Thank you for your oonsidorntion of •tnis information. i Sincerely, Carl, Williams, Jr.' ocs M.R. Ranger President H.R. Hankins Mr. Burns (817) 382-7445 2