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Home My WebLink AboutMay 07, 2013 Agenda AGENDA CITY OF DENTON CITY COUNCIL May 7, 2013 After determining that a quorum is present, the City Council of the City of Denton, Texas will convene in a Work Session on Tuesday, May 7, 2013 at 4:30 p.m. in the Council Work Session Room at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: WORK SESSION 1. Citizen Comments on Consent Agenda Items This section of the agenda allows citizens to speak on Consent Agenda Items only. Each speaker will be given a total of three (3) minutes to address any items he/she wishes that are listed on the Consent Agenda. A Request to Speak Card should be completed and returned to the City Secretary before Council considers this item. 2. Requests for clarification of agenda items listed on the agenda for May 7, 2013. Following the completion of the Work Session, the City Council will convene in a Closed Meeting to consider specific items when these items are listed below under the Closed Meeting section of this agenda. The City Council reserves the right to adjourn into a Closed Meeting on any item on its Open Meeting agenda consistent with Chapter 551 of the Texas Government Code, as amended, or as otherwise allowed by law. CLOSED MEETING 1.Closed Meeting: A.Consultation with Attorneys – Under Texas Government Code Section 551.071. 1.Consult with City’s attorneys regarding status and possible disposition of litigation styled Zavo, et al. v. City of Denton, Cause No. 1010-40410-362, nd currently pending in the 362 District Court, Denton County, Texas. 2.Consult with, and provide direction to, the City’s attorneys regarding a proposed enforcement action related to sanitary sewer overflows, where a public discussion of such legal matters would conflict with the duty of the City’s attorneys to the City of Denton, Texas and the City Council of the City of Denton, Texas under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. 3.Consult with the City’s attorneys regarding legal issues associated with the exercise of eminent domain to acquire real property interests for public use, including without limitation, statutory procedural requirements related to the initiation of an eminent domain action, where a public discussion of these legal matters would conflict with the duty of the City’s attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City’s legal position in any administrative proceeding or potential litigation. City of Denton City Council Agenda May 7, 2013 Page 2 4.Consult with City’s attorneys with regard to Item # 5A May 7, 2013 Regular Meeting Agenda, as it concerns legal issues associated with that item where a public discussion of this legal matter would conflict with the duty of the City’s attorneys under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. ANY FINAL ACTION, DECISION, OR VOTE ON A MATTER DELIBERATED IN A CLOSED MEETING WILL ONLY BE TAKEN IN AN OPEN MEETING THAT IS HELD IN COMPLIANCE WITH TEXAS GOVERNMENT CODE, CHAPTER 551, EXCEPT TO THE EXTENT SUCH FINAL ACTION, DECISION, OR VOTE IS TAKEN IN THE CLOSED MEETING IN ACCORDANCE WITH THE PROVISIONS OF §551.086 OF THE TEXAS GOVERNMENT CODE (THE ‘PUBLIC POWER EXCEPTION’). THE CITY COUNCIL RESERVES THE RIGHT TO ADJOURN INTO A CLOSED MEETING OR EXECUTIVE SESSION AS AUTHORIZED BY TEX. GOV’T. CODE, §551.001, ET SEQ. (THE TEXAS OPEN MEETINGS ACT) ON ANY ITEM ON ITS OPEN MEETING AGENDA OR TO RECONVENE IN A CONTINUATION OF THE CLOSED MEETING ON THE CLOSED MEETING ITEMS NOTED ABOVE, IN ACCORDANCE WITH THE TEXAS OPEN MEETINGS ACT, INCLUDING, WITHOUT LIMITATION §551.071-551.086 OF THE TEXAS OPEN MEETINGS ACT. Regular Meeting of the City of Denton City Council at 6:30 p.m. in the Council Chambers at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: REGULAR MEETING 1. PLEDGE OF ALLEGIANCE A. U.S. Flag B. Texas Flag “Honor the Texas Flag – I pledge allegiance to thee, Texas, one state under God, one and indivisible.” 2. PROCLAMATIONS/PRESENTATIONS A.Proclamations/Awards 1. Motorcycle Safety & Awareness Month 2.Presentation of GFOA Certificate of Excellence in Financial Reporting 3.Drinking Water Week in Denton 4.Green Power Partner Proclamation 3. CITIZEN REPORTS A. Review of procedures for addressing the City Council. B. Receive citizen reports from the following: 1) Barbara Owens regarding a utility issue. City of Denton City Council Agenda May 7, 2013 Page 3 4. CONSENT AGENDA Each of these items is recommended by the Staff and approval thereof will be strictly on the basis of the Staff recommendations. Approval of the Consent Agenda authorizes the City Manager or his designee to implement each item in accordance with the Staff recommendations. The City Council has received background information and has had an opportunity to raise questions regarding these items prior to consideration. Listed below are bids, purchase orders, contracts, and other items to be approved under the Consent Agenda (Agenda Items A – S). This listing is provided on the Consent Agenda to allow Council Members to discuss or withdraw an item prior to approval of the Consent Agenda. If no items are pulled, Consent Agenda Items A – S below will be approved with one motion. If items are pulled for separate discussion, they may be considered as the first items following approval of the Consent Agenda. A. Consider. a request for an exception to the noise ordinance for the purpose of performing live music by the SuperEstrellas at the La Estrella Mini Market on the corners of McKinney Street and Railroad Avenue on the following Friday and Saturday nights: May 10, 11, 24, 25; June 14, 15, 28, 29; July 12, 13, 26, 27; August 2, 3, 16, 17, 30, 31; September 13, 14, 27, 28; and October 11,12, 25 and 26, from 9:00 p.m. until midnight. This request is for an extension of hours from 10 p.m. to midnight for amplified sound. The amplified sound will remain at the allowable 65 decibels. Staff recommends approving the noise exception for the dates listed. B. Consider approving the acceptance of public art entitled, “The Recital,” an etching by the late Susan Medler donated by her daughter, Stacy Medler, pursuant to the City of Denton Criteria to Accept Public Art policy. The Parks, Recreation and Beautification Board recommends approval (6-0). C. Consider adoption of an ordinance approving a sponsorship in an amount not to exceed $10,000.00 of in-kind services for the Third Annual Susan G. Komen for the Cure, North Texas, to be held in South Lakes Park and the surrounding neighborhoods on September 28, 2013. D. Consider a request for an exception to the noise ordinance for the purpose of playing music and operating a public address system during the Juneteenth Celebration. The event will be located in the Fred Moore Park on Friday, June 14, 2013, beginning at 4 p.m. and concluding at 11:30 p.m.; and on Saturday, June 15, 2013, beginning at 10 a.m. and concluding at midnight. This request is for an exception to the hours of operation and for an increase in sound decibels from 70 to 75 decibels for the amplified sound. Staff recommends approving the requests. E. Consider approval of a resolution by the City of Denton, Texas, authorizing the City Manager to sign and submit to the Department of Housing and Urban Development a 2013 Action Plan for Housing and Community Development with appropriate certifications, as authorized and required by the Housing and Community Development Act of 1974, as amended, and the National Affordable Housing Act of 1990, as amended; and providing for an effective date. City of Denton City Council Agenda May 7, 2013 Page 4 F. Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the Buy Board Cooperative Purchasing Network for the acquisition of fifteen (15) solar compacting trash and recycling units for the Solid Waste Division; and providing an effective date (File 5229–Purchase of Fifteen (15) Solar Compacting Trash and Recycling Units awarded to Adrite in the amount of $113,284.80 of which $60,014.90 will be paid by North Central Texas Council of Governments Regional Solid Waste Grant funds).The Public Utilities Board recommends approval (6-0). G. Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the expenditure of funds for the purchase of Schweitzer Engineering Laboratories, Inc. (SEL) ICON equipment, factory set up and testing, and on-site training from Schweitzer Engineering Laboratories, Inc., which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5224– Purchase of SEL ICON Equipment for Denton Municipal Electric in an amount not-to-exceed $261,902.75). The Public Utilities Board recommends approval (6-0). H. Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving a three (3) year expenditure of funds for the purchase of a Geographic Information/Facilities Management System (GIS) software products for core operations, enhanced web-based GIS, and a new Outage Management System from Telvent USA, LLC, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5225–Purchase of GIS Software Products, Enhanced Web-Based GIS, and Outage Management System in the not-to-exceed amount of $491,813.75). The Public Utilities Board recommends approval (6-0). I. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of electric utility underground and substation cable for Denton Municipal Electric in a five (5) year not-to-exceed amount of $24,000,000; providing for the expenditure of funds therefor; and providing an effective date (RFP 5062–awarded to Techline, Inc. in the not-to-exceed amount of $20,000,000 and Stuart C. Irby Company in the not-to-exceed amount of $4,000,000). J. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of substation control buildings for Denton Municipal Electric in a three (3) year not-to-exceed amount of $3,090,000; providing for the expenditure of funds therefor; and providing an effective date (RFP 5156– awarded to Stuart C. Irby Company). The Public Utilities Board recommends approval (7-0). K. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the rental of twelve (12) fifteen-passenger vans for the City of Denton Parks and Recreation Department Summer Camp Programs and four (4) City of Denton City Council Agenda May 7, 2013 Page 5 cargo vans for the Summer Food Service Program (City will be reimbursed through Texas Department of Agriculture grant funding) in a three (3) year not-to- exceed amount of $172,365; providing for the expenditure of funds therefor; and providing an effective date (RFP 5196–awarded to EAN Holdings, LLC dba Enterprise Rent-A-Car). L. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of three (3) John Deere 1600 Turbo Series II Commercial Wide Area Mowers for the City of Denton Parks and Recreation Department; providing for the expenditure of funds therefor; and providing an effective date (RFP 5213–awarded to Lawn-Land in the amount of $135,816). M. Consider adoption of an ordinance finding that a public use and necessity exists to acquire fee simple to a 0.418 acre tract situated in the Gideon Walker Survey, Abstract No. 1330, located in the City of Denton, Denton County, Texas, as more particularly described on Exhibit “A”, attached to the ordinance and made a part thereof, located generally at 781 and 801 South Mayhill Road (the “Property Interests”), for the public use of expanding and improving the City of Denton Landfill, a permitted municipal solid waste disposal facility; authorizing the City Manager or his designee to make an offer to (1) Shiron Investments, LLC, a Texas Limited Liability Company; Jorge Maldonado, Maricela Maldonado and Victor Maldonado; and Charles Bloodworth and Merideth Mitchell (collectively, the “Owner”); (2) successors in interest to the owner to the property interests; or (3) any other owners of the property interests, as may be applicable, to purchase the property interests for the purchase price of One Hundred Forty Two Thousand Dollars and No Cents ($142,000.00), and other consideration, as prescribed in the Contract of Sale (the “Agreement”), as attached to the ordinance and made a part thereof; authorizing the expenditure of funds therefor; authorizing relocation expenditures; and providing an effective date. N. Consider approval of the minutes of: April 1, 2013 April 2, 2013 April 9, 2013 April 16, 2013 O. Consider adoption of an ordinance authorizing the City Manager, or his designee, to execute an Easement Purchase and Abandonment Agreement, between the City of Denton, Texas (“City”) and Atmos Energy Corporation, a Texas and Virginia Corporation (“Atmos”), contemplating (i) the abandonment of a portion of a certain Public Utility Easement (the “Existing Easement”) dated on or about May 22, 1972, from Lone Star Gas Company to the City of Denton, Texas, recorded in Volume 648, Page 138, Deed Records, Denton County, Texas, abandoning the existing easement insofar as said existing easement covers and encumbers that certain 0.093 acre tract, located in the Hiram Sisco Survey, Abstract 1184, Denton County, Texas (the “Abandonment Tract”); and (ii) the grant of a Sanitary Sewer Easement and Temporary Construction, Grading and Access Easement (collectively, the “Separate Easement), from Atmos to the City, covering and encumbering 0.293 acre, located in the Hiram Sisco Survey, Abstract No. 1184, City of Denton City Council Agenda May 7, 2013 Page 6 all said tracts located generally at the 100 block of North Bradshaw Street; providing for the expenditure of funds; providing a severability provision; and providing an effective date. (Pecan Creek Sanitary Sewer Interceptor - Phase II) P. Consider adoption of an ordinance authorizing the City Manager of the City of Denton, Texas (“City”) to execute, for and on behalf of the City, an Easement Grant and Abandonment Agreement (“Agreement”), by and between the City and J & S WOOD, L.P., a Texas limited partnership (“Owner”), providing for (a) the granting to the City of an easement (herein so called) for public utility purposes, encumbering a 0.045 acre tract being more particularly described in the easement, being attached to and made a part of the agreement; and (b) the partial abandonment (“Abandonment”) by the City of (i) that certain Sanitary Sewer Easement, dated on or about December 20, 1960, from Henry C. Taliaferro and wife, Katheryn Taliaferro to the City, recorded in Volume 464, Page 194, Deed Records, Denton County, Texas; (ii) that certain Public Utility Easement, dated on or about August 7, 1980, from Calusa Development, Inc. to the City, recorded at Volume 1029, Page 480, Deed Records, Denton County, Texas; (iii) that certain All Purposes Public Utility Easement, dated on or about May 14, 1982, from RepublicBank Dallas, National Association to the City, recorded in Volume 1143, Page 125, Deed Records, Denton County, Texas; and (iv) that certain 16’ Public Utility Easement shown on Lot 1, Block A of the final plat of the James Wood AutoPark Addition, an addition to the City of Denton, Texas, as recorded in Cabinet R, Page 42, Plat Records, Denton County, Texas (collectively, the “Affected Easements”), insofar and only insofar as the affected easements encumber a 0.234 acre tract and a 0.064 acre tract, both tracts being more particularly described in the Abandonment and Release, attached to and made a part of the agreement, all tracts of real property being located in the M.E.P. & P.R.R. Company Survey, Abstract No. 950, Denton County, Texas and being generally located at the 3900 Block, South Interstate Highway 35 East; providing a savings clause; and providing an effective date. (State School Sanitary Sewer Interceptor – Phase II) Q. Consider adoption of an ordinance authorizing the City Manager of the City of Denton, Texas (“City”) to execute, for and on behalf of the City, an Easement Grant and Abandonment agreement (“Agreement”), by and between the City and 52241, L.P., a Texas limited partnership (“Owner”), providing for (a) the granting to the City of (i) a public utility easement (herein so called) for public utility purposes, encumbering a 0.786 Acre tract, being more particularly described in the public utility easement, being attached to and made a part of the Agreement; and (ii) a Temporary Construction, Grading and Access Easement (“Temporary Easement”), encumbering 0.488 Acre of land, being more particularly described in the Temporary Easement, being attached to and made a part of the Agreement; and (b) the partial abandonment and release (“Release”) by the City of (i) that certain Sanitary Sewer Easement, dated on or about January 1, 1961, from Walter M. Lea and wife, Jane C. Lea to the City, recorded in Volume 464, Page 188, Deed Records, Denton County, Texas; (ii) that certain Public Utility Easement, dated on or about August 7, 1980, from Calusa Development, Inc. to the City, recorded at Volume 1029, Page 480, Deed Records, Denton County, Texas; (iii) that certain All Purposes Public Utility Easement, dated on or about May 14, City of Denton City Council Agenda May 7, 2013 Page 7 1982, from RepublicBank Dallas, National Association to the City, recorded in Volume 1143, Page 125, Deed Records, Denton County, Texas; and (iv) that All Purpose Public Utility Easement, dated on or about October 6, 1981, from Leon McNatt Motor Co. to the City, recorded in Volume 1106, Page 73, Deed Records, Denton County, Texas (collectively, the “Affected Easements”), insofar and only insofar as the Affected Easements encumber a 0.095 Acre tract and a 0.489 acre tract, both tracts being more particularly described in the Release, attached to and made a part of the Agreement, all tracts of real property being located in the M.E.P. & P.R.R. Company Survey, Abstract No. 950, and the Gideon Walker Survey, Abstract No. 1330, Denton County, Texas and being generally located at the 4000 Block, South Interstate Highway 35 East; providing a savings clause; and providing an effective date. (State School Sanitary Sewer Interceptor – Phase II) R. Consider adoption of an ordinance of the City of Denton, Texas, authorizing the City Manager or his designee to execute a Contract of Sale (herein so called), as attached to the ordinance and made a part thereof as Exhibit “A”, by and between Denmiss, L.L.C., a Mississippi limited liability company (the “Owner”), and the City of Denton (the “City”), regarding the sale by Owner and purchase by the City of fee simple to a called 4.620 acre tract of land, being situated in the Gideon Walker Survey, Abstract No. 1330, and being all of Lot 1-R, Block A, Phase One of Ronjon Group Business Park, an addition to the City of Denton, Denton County, Texas, according to the plat thereof recorded in Cabinet Q, Page 350, Plat Records Denton County, Texas, located generally along the 1000 block of S. Mayhill Road, north of Gayla Drive, for the public use of expanding and improving the City of Denton Landfill, a permitted municipal solid waste disposal facility, for the purchase price on one million two hundred fifty thousand and no/100 dollars ($1,250,000.00), and certain costs, as prescribed in the Contract of Sale; authorizing the expenditure of funds therefor; authorizing relocation expenses, if applicable; and providing an effective date. S. Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager, or his designee, to execute a Purchase Agreement (herein so called), as attached hereto and made a part hereof as Exhibit “A”, by and between Milton B. Clearman and wife, Anita A. Clearman (collectively, the “Owner”), and the City of Denton (the “City”), regarding the sale by Owner and purchase by the City of fee simple to a called 1.52 acre tract of land and certain easements encumbering .80 acre, more or less, all lands being situated in the A.N.B. Tomkins Survey, Abstract No. 1246, City of Denton, Denton County, Texas, as more particularly described in the Purchase Agreement, located generally in the 2100 block of South Bonnie Brae Street, for the public use of expanding and improving Bonnie Brae Street, a municipal street and roadway, for the purchase price of Three Hundred Thirty Thousand and No/100 Dollars ($330,000.00), and certain costs, as prescribed in the Purchase Agreement; authorizing the expenditure of funds therefore; and providing an effective date. (Bonnie Brae Widening and Improvements project – Parcel 21) 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. Consider adoption of an ordinance of the City of Denton, Texas, providing for a zoning change from a Rural Residential (RD-5) zoning district classification and City of Denton City Council Agenda May 7, 2013 Page 8 use designation to an Employment Center Industrial (EC-I) zoning district classification and use designation for approximately 27.76 acres of land, generally located north of University Drive and west of Masch Branch Road and legally described as Lot 2, Block 1 of the Marriott Gardens Addition, in the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof; and providing a severability clause and an effective date. The Planning and Zoning Commission recommends approval The City Council postponed this (7-0).(Z12-0014, Masch Branch Rezoning) item to the May 7, 2013 Council meeting (5-1). B.Consider nominations/appointments to the City’s Boards & Commissions. 1)Public Art Committee 6. ITEMS FOR INDIVIDUAL CONSIDERATION – CONSIDERATION OF THE USE OF EMINENT DOMAIN TO CONDEMN REAL PROPERTY INTERESTS A.Consider adoption of an ordinance finding that a public use and necessity exists to acquire through the exercise of the right of eminent domain (i) a Sanitary Sewer Easement encumbering 0.376 acre of real property, and (ii) a Temporary Construction, Grading and Access Easement encumbering 0.360 acre of real property, for the public use of expanding and improving the municipal sanitary sewer system; generally located in the 300 Block of Frame Street, and both tracts being situated in the Buffalo Bayou, Brazos & Colorado Railroad Company Survey, Abstract Number 185, City of Denton, Denton County, Texas, as more particularly described in Exhibit “A” and Exhibit “B”, respectively, each attached thereto and made a part thereof (collectively, the “Property Interests”); authorizing the filing and prosecution of eminent domain proceedings to acquire the Property Interests; authorizing the expenditure of funds therefor; making findings; providing a savings clause; and providing an effective date. (Pecan Creek Sanitary Sewer Interceptor – Phase II) 7.PUBLIC HEARINGS A. Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, adopting Standards of Care for Youth/Teen Programs administered by Denton’s Parks and Recreation Department pursuant to Texas Human Resources Code Section 42.041 (b)(14); and providing an effective date. The Parks, Recreation and Beautification Board recommends approval (6-0.) B. Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for approval of a detailed plan for 6.199 acres located within Planned Development 120 (PD-120) zoning district; generally located on the south side of Loop 288, west of the intersection of F.M. 2164/Locust Street and Loop 288, in the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof; providing a severability clause and an effective date. The Planning and Zoning Commission recommends approval (5-1). (PDA12-0006, Gardens of Denton Phase 2) City of Denton City Council Agenda May 7, 2013 Page 9 C. Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, amending Subchapter 3 (“Procedures”) of the Denton Development Code by adding new Section 35.3.13 (“Development Criteria Manual Procedure”) establishing criteria for the amendment of Development Criteria Manuals; and by amending Section 35.3.4.A adding a new action item that is required to follow the Zoning Amendment Procedure; and providing for the ratification of existing criteria manuals; and providing for severability and an effective date. 8. CITIZEN REPORTS 9. CONCLUDING ITEMS A. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. B. Possible Continuation of Closed Meeting under Sections 551.071-551.086 of the Texas Open Meetings Act. CERTIFICATE 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 ___________________, 2013 at ________o'clock (a.m.) (p.m.) __________________________________________ CITYSECRETARY NOTE: THECITYOFDENTONCITYCOUNCILCHAMBERSISACCESSIBLEIN ACCORDANCEWITHTHEAMERICANSWITHDISABILITIESACT.THECITYWILL PROVIDESIGNLANGUAGEINTERPRETERSFORTHEHEARINGIMPAIREDIF REQUESTEDATLEAST48HOURSINADVANCEOFTHESCHEDULEDMEETING. PLEASECALLTHECITYSECRETARY'SOFFICEAT349-8309ORUSE TELECOMMUNICATIONSDEVICESFORTHEDEAF(TDD)BYCALLING1-800-RELAY- TXSOTHATASIGNLANGUAGEINTERPRETERCANBESCHEDULEDTHROUGHTHE CITYSECRETARY’SOFFICE. ConsentAgendaA AGENDA INFORMATION SHEET AGENDA DATE: May 7,2013 DEPARTMENT: Parks and Recreation ACM: John Cabrales ________________________________________________________________________ SUBJECT Consider a request for an exception to the noise ordinance for the purpose of performing live music by the SuperEstrellas at the La Estrella Mini Market on the corners of McKinney Street and Railroad Avenue on the following Friday and Saturday nights: May 10, 11, 24, 25; June 14, 15, 28, 29; July 12, 13, 26, 27; August 2, 3, 16, 17, 30, 31; September 13, 14, 27, 28; and October 11,12, 25 and 26, from 9 p.m. until midnight This request is for an extension of hours from 10 p.m. to midnight for amplified sound. The amplified sound will remain at the allowable 65 decibels. Staff recommends approving the noise exception for the dates listed. BACKGROUND Event organizer, Grace Samano, is requesting a noise exception for having youth bands (ages 7- 12) play each Friday night for the communitys entertainment. The event will be held at the La Estrella Mini Market located on the corner of 602 E. McKinney and the car wash at 202 Railroad Avenue. The event organizer anticipates about 20-30 people in attendance. The bands will be located in the car wash parking lot area and guests will park in the surrounding parking lots. PRIOR ACTION/REVIEW (Council, Boards or Commission) On December 4, 2012, Council approved a request for an exception to the Noise Ordinance six Friday nights beginning December 7, 2012, through January 11, 2013, from 8 p.m. until midnight. Due to weather conditions only four concerts were held. RECOMMENDATION Staff recommends approving the noise exception for the dates listed. EXHIBITS Request for noise exception Respectfully submitted: Emerson Vorel, Director Parks and Recreation Department Prepared by: Community Events Coordinator April 24, 2013 Hi, John per our conversation Iwould like to give you the dates for the variance of the noise ordinance. Here they are Friday and Saturday of the following we May 10th, and May 24th June 14th and May28th July 12th, and July 26th August 2nd, 16th, and 30th? September 13th and 27th October 11th and 25th August being the only 3 weekend since It's a summer month, and I enjoy, if it's not ok. I understand. Thank you, John for your help and cooperation to this matter; and for being an advocate to promote and share the Hispanic culture to the Community. Kind regards, Grace Samano La Estrella Mini Market 602 E Mckinney St Denton, Texas 76209 ConsentAgendaB AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Parks and Recreation ACM: John Cabrales SUBJECT Consider approving the acceptance of Recital,by the late Susan Medler donated by her daughter, Stacy Medler, pursuant to the City of Denton Criteria to Accept Public Art policy. The Parks, Recreation and Beautification Board recommend approval with a vote of 6-0. BACKGROUND Ms. Medler was a local artist who focused primarily on printmaking. Her work has been exhibited at many art shows and galleries. She earned her Master of Fine Arts in printmaking from the University of North Texas (UNT) and later taught art creativity classes at the UNT Emeritus College. She also taught at Tarrant County Junior College, Rochester School of Arts and for the Plano public schools. The original artwork is number three of nine and is made from a metal plate etching. RECOMMENDATION Staff recommends that City Council approve the recommendation to accept the art donation. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Public Art Committee made recommendation to accept the donation on February 7, 2013; Parks, Recreation and Beautification Board made recommendation to accept the donation on April 1, 2013. EXHIBITS 1.Public Art Committee Meeting Minutes of February 7, 2013 2.Parks, Recreation and Beautification Board Meeting Minutes of April 1, 2013 Photograph of 3. Respectfully submitted, Emerson Vorel Director of Parks and Recreation Submitted by: Janie McLeod Community Events Coordinator EXHIBIT 1 PUBLIC ART COMMITTEEMINUTES February 7, 2013 Members present:Nancy Walkup, Robyn Lee, Jim Clement, Carol Phillips, Kathey Hannah, Billie Mohair, Mike Barrow, Janet MulroyandVictoria DeCuir Ex Officio present: Margaret Chalfant Staff present: Janie McLeod and Emerson Vorel CALL TO ORDER . Chair Phillips called the meeting to order at 4:05 p.m. WELCOME AND INTRODUCE NEW MEMBER: ChairPhillips introduced and welcomed Mike Barrow to the Public Art Committee (PAC). CONSIDER APPROVAL OF THE PUBLIC ART COMMITTEE MINUTES FOR: January 3, 2013. Walkup made a motion to approve the January 3 minutes and the motion was seconded by Lee. The motion was approved by aunanimous vote. ACTION ITEMS Donation of Art by Susan Medler . McLeodsaid that the daughter of the late Susan Medler had offered to donate the original signed piece of art to the City of Denton. The etching was shown to, and reviewed by, the Committee. Lee made a motion to accept the art donation and Walkup seconded the motion. The motion was approved by a 9-0 vote. The PAC recommendation will be presented to the Parks, Recreation and Beautification Board for their recommendation to City Council for final approval. The North Branch Library was suggested as a possible location for the donated art. DISCUSSION ITEMS: Possibility of UNT Linking to the City’s Public Art Website. Walkup commented that the possibility of the City’s public artwebsiteand UNT being linked would need to wait for the next budget year. Article Regarding Historical Art Purchased by the City. Walkup has been in contact with the newspaper and will continue to follow up. Walking Tour Artists Creating Art. The subcommittee has not metyet andwill report at next meeting. Clement spoke with some of the artists associated with First Friday art tour and they suggested having the touronthe Saturday after the First Fridayevent. Clement suggested that the Arts Council be consulted to see if the GDAC artists would be interested in participating,too. He will send a proposal to Chalfant to be on the GDAC meeting agenda. UNT Art Student’s Assignment. DeCuir said that she spoke with the College of Visual Arts and Design professor about the project that had been assigned to students regardingpublic art. The information from the class assignmentwas distributed to the PAC. DeCuir said she is not able to get the results of the class projectdue to students submitting the assignment on-line. She added that the students will be given the same assignment this upcoming semester. Status of Grant for Public Art Master Plan . McLeod reported that the grant had been submitted on time and the announcement of the award will be made in July. Public Art Funding .Vorel said that the Assistant City Manager, Bryan Langley, would be attending the March meeting and discuss possible future funding for public art. Vorel added that Langley will be making a presentation to City Council regarding the funding at theMarch 19 Council meeting.McLeod was askedto send the council back up materials to the PAC prior to the March 19 meeting.(NOTE: Langley will not be at the March meeting). Lee had announced that she was leaving the PAC due to personal commitments. In appreciation for Lee’sservice on the Public Art Committee,she was presented a framed collage of art works that had been acquired during her term on the PAC. There being no further business, the meeting was adjourned at 5 p.m. EXHIBIT2 : Russ Stukel, Vicki Byrd, Maria Renner, Paul Leslie, Alex Lieban and Janet Shelton. Members absent: David Rowley. Staff present: Emerson Vorel, Julie Leal, Jim Mays, Janie McLeod, and John Schubert. – Chairman Stukel called the meeting to order at 6:06 p.m. February 4, 2013:No questions or comments were offered on the minutes; Leibanmade a motion to accept the minutes, as written, and Renner seconded. March 17, 2013: No questions or comments were offered on the minutes; Renner made a motion to accept the minutes, as written, and Leiban seconded. Stukel recognized and thanked Vicki Byrd who generously volunteered to serve on the Denton Parks Foundation as a representative of the Parks, Recreation and Beautification Board. .Vorel explained that standard protocol dictates that the Parks Board, as well as City Council, approves all requests to sell alcohol in city parks. Shelton made a motion to approve the request for Metzler’s to sell alcoholic beverages at the Cinco de Mayo held in Quakertown Park. Lieban seconded the motion and it was approved with a vote of 6-0. Vorel said the Public Art policy is being revised. One of the revisions proposed is for thePublic Art Committee toreport directly to the City Council and not be a subcommittee of the Parks Board. McLeod said that the estate of the late Susan Medler has offered to donate an original numbered etching by Medler. She shared someof the history of Ms. Medler and that she had taught at the University of North Texas. McLeod said the Public Art Committee had approved the recommendation and that the Park Board’s recommendation is needed before being presented to City Councilfor final approval. Sheltonmade a motion to accept the public art donation by the estate of Susan Medler and Lieban seconded the motion. The motion was passed by a vote of 6-0. None – Mays reviewed the Project Status Report and responded to questions from the Board. – March 7, March 12, and March 18, 2013. Three sets of minutes were included in the meeting packet and staff respondedto questions. There being no further business, the meeting was adjourned at 6:52 p.m. EXHIBIT3 ConsentAgendaC AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Parks and Recreation Department ACM: John Cabrales SUBJECT Consider adoption of an ordinance approving a sponsorship in an amount not to exceed $10,000.00 of in-kind services for the Third Annual Susan G. Komen for the Cure, North Texas, to be held in South Lakes Park and the surrounding neighborhoods on September 28, 2013. BACKGROUND The Susan G. Komen for the Cure, North Texas, is requesting the City to participate as a sponsor at the same level as last year. The City sponsored up to $10,000 of in-kind services for the 2011 and 2012 events which included Police and Fire/EMS support, rental of the park, and barricades for street closures. In return, the City is recognized as a Diamond level sponsor, consistent with the value of in-kind services. In addition to $10,000 from the General Fund, Komen receives $10,000 in Hotel/Motel Occupancy Tax (HOT) funds. PRIOR ACTION/REVIEW At the March 5, 2013, Work Session meeting, Council gave staff direction to bring the item to a future meeting for approval. EXHIBIT 1.Letter of Request 2.Ordinance Respectfully submitted: Emerson Vorel Director of Parks and Recreation Prepared by: Janie McLeod Community Events Coordinator EXHIBIT1 North Texas Affiliate P.O. Box 261730, Plano, Texas 75026-1730 972-378-4808, Helpline 1-877 GO KOMEN www.komennorthtexas.org April 10, 2013 Janie McLeod Community Events Director City of Denton 601 E. Hickory, Suite B Denton, TX 76205 Dear Janie, On behalf of the North Texas Affiliate of Susan G. Komen, I resp regarding sponsorship support from the City of Denton for the up September 28, 2013. rd This will be our 3 annual Race for the Cure event in Denton. Held at South Lakes P event will draw approximately 5,000 race participants, breast ca this number of participants we are requesting support from the City of Denton for the following items: Support from the police and fire departments along with barricade services; Fire and EMS personnel estimated 8 personnel at 2 stations; Street barricades to cover 5k and 1M course; With the remaining funds available to cover tables/chairs/linens expense. We are grateful to the City of Denton for their continued suppor At this level of sponsorship the City of Denton will be recognized as a Diamond level sponsorship at a mi sponsorship benefits include: Use of Komen Race for the Cure® Logo with prior affiliate approval of artwork Stage area signage on Race Day with company logo Sponsor Recognition Award Sponsor tent on Race Day (10 foot x 20 foot) Inclusion of your logo on 4,000 Race t-shirts, event agenda, Race advertising Corporate Banners Displayed on Race Course (8 foot x 3 foot)* - 6 banners Complimentary Race Entries** - 15 PA announcements throughout Race Identification on Race for the Cure website - Logo Breast Health Education Workshop for employees I want to thank you again for your continued support of our organization and mission. The North Texas Affiliate was founded in 1991 and has invested more than $9 million to local organizations providing breast health education treatment. We have contributed more than $2 million to the global research and grants programs. This year we provided $750,000 to four local organizations serving Collin, Cooke, Denton, Fannin, Grayson, Hunt, Montague, and Wise counties. Please let me know if you would like additional information to s look forward to partnering with your office and the City of Denton to make this another successful Denton Race for the Cure. With best regards, Jim Rainbolt Business Development Director EXHIBIT2 ConsentAgendaD AGENDA INFORMATION SHEET AGENDA DATE: May 7,2013 DEPARTMENT: Parks and Recreation ACM: John Cabrales ______________________________________________________________________________ SUBJECT Consider a request for an exception to the Noise Ordinance for the purpose of playing music and operating a public address system during the Juneteenth Celebration. The event will be located in the Fred Moore Park on Friday, June 14, 2013, beginning at 4p.m. and concluding at 11:30 p.m.; and on Saturday, June 15,2013, beginning at 10 a.m. and concluding at midnight. This request is for an exception to the hours of operation and for an increase in sound decibels from 70 to 75 decibels for the amplified sound. Staff recommends approving the requests. BACKGROUND This event commemorates the date, June 19, 1865, when General Gordon Granger informed the slaves of Texas that the Emancipation Proclamation was signed and madeall slaves free. The Juneteenth Committee’s mission is to actively preserve and promote the broad spectrum of African American heritage through educational and cultural activities that benefit the City of Denton’s community. The event, held for the 43rd time, will feature a Gospel Extravaganza on Friday evening; Saturday,the Annual Celebration willinclude a parade,live bands, food vendors, choirs, entertainment, games,and a variety ofchildren’s activities. PRIOR ACTION/REVIEW City Councilhasapproved the exception to the noise ordinance forthe Juneteenth Celebrationin prior years. EXHIBITS Letter of Request Respectfully submitted: Emerson Vorel, Director Parks and Recreation Department Prepared by: Janie McLeod Community Events Coordinator March 19, 2013 Janie McLeod, Community Event Coordinator City of Denton Parks & Recreation Department 601 E. Hickory, Suite Denton, Texas 76205 Dear Mrs. McLeod, The City of Denton will be celebrating its 43rd Annual Juneteenth Celebration this year! The Denton Juneteenth Celebration Committee serves as a non-profit volunteer group whose mission is to actively preserve and promote the broad spectrum of African American heritage through educational and cultural activities that benefits the City of Denton community. The Committee is planning various events and activities for the entire family May 4 at the thth University of North Texas and June 14 & 15 at Fred Moore Park. The Denton Juneteenth Celebration Committee requesting an exception to the noise ordinance. The exception to the ordinance is for 75 decibels for the following events and times. Juneteenth Gospel Extravaganza Juneteenth Annual Celebration Friday, June 14, 2012 Saturday, June 15, 2012 - 11:30 p.m. 0:00 a.m. - 12:00 Midnight Thank you in advance for your assistance. We hope that you will be able to participate in some of the celebration activities. If you have any questions, contact Cheylon Brown at 469-735-1912. Again, thank you for your efforts to create community unity! Sincerely, Rwt{~} Q~} Cheylon Brown Vice-Chair ConsentAgendaE AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Planning and Development/Community Development ACM: John Cabrales SUBJECT Consider approval of a resolution by the City of Denton, Texas, authorizing the City Manager to sign and submit to the Department of Housing and Urban Development a 2013 Action Plan for Housing and Community Development with appropriate certifications, as authorized and required by the Housing and Community Development Act of 1974, as amended, and the National Affordable Housing Act of 1990, as amended; and providing for an effective date. BACKGROUND On an annual basis, the City of Denton prepares an Action Plan for submission to the US Department of Housing and Urban Development (HUD). The Action Plan application for Community Development Block Grant (CDBG) and Home Investment Partnerships (HOME) program funding. The 2013 Action Plan represents the fourth year in the five-year Consolidated Plan which states the priorities for use of Federal CDBG and HOME funding. Public hearings requesting citizen input regarding the use of these funds were held in November and December 2012. Application availability was advertised from November through December. Application training was provided by Community Development staff. The Community Development Advisory Committee (CDAC) and the Human Services Advisory Committee (HSAC) reviewed applications and held funding hearings in February and March. Each committee developed a set of funding recommendations. Staff has developed the 2013 Action Plan based on these recommendations. Administration activities are also included in the Action Plan. A public hearing on the proposed 2013 Action Plan was held on April 16, 2013. Residents were also invited to submit comments to the Community Development Division for a 30-day period. Comments received during the 30-day period are included in the Action Plan. ESTIMATED PROJECT SCHEDULE Action Plan approval May 7, 2013 Submission of Action Plan to HUD June 15, 2013 HUD release of funds & program/project initiation August 1, 2013 PRIOR ACTION/REVIEW (Councils, Boards, Commissions) The CDAC reviewed requests for housing programs, non-profit facilities and infrastructure projects. CDAC recommended $981,560 in funding for various projects and programs. Agenda Information Sheet May 7, 2013 Page 2 The HSAC reviewed requests for social services program funding. HSAC developed recommendations for use of both CDBG funds and City general fund dollars. The list of general fund recommendations is included in the 2013 Action Plan. However, the approval of the Plan does not include approval of the general fund allocations. These recommendations will be considered during the normal budgeting cycle. HSAC recommended allocation of $127,119 in CDBG funding to various social service programs. Committee chairs Gerard Hudspeth (CDAC) and Mary Ann McDuff (HSAC) presented these recommendations to City Council at the work session on April 17, 2013. FISCAL INFORMATION All projects and programs approved under the 2013 Action Plan are funded through the CDBG or HOME programs. General fund dollars currently used for salary expenses are included in the program administration budget. EXHIBITS 1.2013 Action Plan for Housing and Community Development 2.Resolution Respectfully submitted: Brian Lockley Director of Planning and Development Prepared by: Barbara Ross Community Development Administrator Exhibit 1 2013 Action Plan for Housing and Community Development Community Development Division 601 E. Hickory, Suite B Denton, Texas 76205 DRAFT DRAFT ActionPlanforHousingand ActionPlanforHousingand CommunityDevelopment CommunityDevelopment 2013ProgramYear 2013ProgramYear (August1,2013–July31,2014) (August1,2013–July31,2014) Housing Park Facilities Public Improvements Human Services Prepared for the U.S. Department of Housing and Urban Development. Presented to Denton City Council on April 16, 2013. City Council proposed approved on May 7, 2013. www.cityofdenton.com ADA/EOE/ADEA TABLE OF CONTENTS A.Executive Summary of Action Plan 1. Introduction ......................................................... 1 2. Funding Summary ............................................... 2 3. Proposed Resource Table .................................... 3 4. Local Match ........................................................ 4 5. Citizen Participation ............................................ 4 6. Amendments ....................................................... 5 7. Evaluation of Past Performance ............................. B.Projects/Activities 1. Summary ............................................................. 7 2. CDBG and HOME Proposed Projects ............................ 3. Other Resources Available .................................. C.CP Strategies and Proposed Projects 1. Housing Strategies ............................................ 16 2. Continuum of Care Strategies ............................... 3. Lead-Based Paint Strategies ................................ 4. Human Services Strategies .................................. 5. Infrastructure & Public Facilities Strategies .......................................... 6. Demolition Strategies........................................ 21 7. Anti-Poverty & Economic Development Strategies ............. 8. Barriers to Affordable Housing ............................. D.Proposed Project Map ........................................... 23 E.Other Program Requirements 1.HOME Î Recapture Policy ........................................ 2.Monitoring Standards and Procedures ........................... 3.Public Housing Improvements .................................... 4.Public Housing Resident Initiatives ............................ 5.Institutional Structure.........................................27 6.Chronic Homelessness ........................................... 7.HOME Î Minority Outreach Program ............................... 8.HOME Î Affirmatively Marketing ................................. F.Community Development Minutes 1.Minutes from Public Hearings ................................... 2.30-day Comment Period .......................................... G.Appendix 1.SF 424 Application for CDBG Grant .............................. 2.SF 424 Application for HOME Grant .............................. 3.Certifications for CDBG and HOME ............................... 4.Table: Annual Housing Completion Goals ............................................ 1 Page EXECUTIVE SUMMARY INTRODUCTION This document serves as the City of Denton's 2013 Action Plan for the Community Development Block Grant (CDBG) and HOME Investment Partnership (HOME) Programs. In accordance with 24 CFR Part 91.220 of Title I of the Housing and Community amended, the City of Denton is required to submit a One-Year Act Department of Housing and Urban Development. The plan outlines the specific projects and services that will be funded during the 2011 program year to address Denton's strategies stated 2010-2014 Consolidated Plan for Housing and Community Development the . The following five-year strategies were identified in 2010 year and are reaffirmed this year: Housing Strategies: Assistance to Renters, Owners, and Homebuyers and the Production of Affordable Units; Continuum of Care Strategies: Prevention Homelessness, Outreach and Assessment, Emergency Shelter, Transitional Housing and Transition to Perman Independent Living; Lead-Based Paint Strategies: Education and Reduction of Lead-Based Paint Hazardous to Owners and Homebuyers; Human Services Strategies: Improve availability and accessibility of basic food, emergency shelter, transitional housing, services promoting strong, supportive relationships for families, and basic health care and mental health services. Infrastructure Improvement Strategies: Improvements to Streets, Sidewalks and Water/Sewer lines, Drainage Improvements, Rehabilitation and Expansion of Public Facilities, Park Improvements and Demolition of Substandard Stru Anti-Poverty & Economic Development Strategy: Support Training and Employment Activities, Expand Education Opportunities, Support of Section 3 goals, and Support of Start-up and expansion industry. 1 Page FUNDING SUMMARY The City of Denton is currently an entitlement city for the Community Development Block Grant (CDBG) and a participating jurisdiction for the HOME Investment Partnership (HOME) Programs. SF-424 applications for CDBG and HOME are available in the appendix page 39 and 40. The table below shows the final federal funding available from the U.S. Department of HUD for the 2013/14program year. The table below also indicates the amount of CDBG and HOME funds that will benefit low and moderate income persons. 2013/14 FUNDING SUMMARY CDBG HOME TOTAL HUD GRANTS FundsFundsFunds ANNUAL ESTIMATED HUD GRANT ALLOCATION $847,464 $327,218 $1,174,682 ESTIMATED PROGRAM INCOME $10,000 $65,000 $75,000 CDBG REALLOCATED FUNDS 2011 Clifton Sewer Replacement Project $46,634 2010 Mack Park Shelter Project $6,504 $65,362$4,348 $69,710 2010 Ruth St. Sewer Replacement Project $12,224 HOME REALLOCATED FUNDS 2012 Tenant Based Rental Assistance $4,348 TOTAL FUNDS AVAILABLE $922,826 $396,566 $1,319,392 The City of Denton and subrecipients also receives many other federal, state, local and private funds during the 2013/14 Program Year to address priority needs and specific objectives identified in the City of Denton Consolidated Plan. A total of $25,393,871 in additional resources are proposed for the 2013/14 program year. A list of resources available to the City of Denton can be found on the next page and includes local, state and federal resources. 2 Page LOCAL MATCH The HOME program requires a participating jurisdiction to provide a 25% match of the federal HOME funds. The City of Denton's local match for the HOME program is $69,534.25 for the 2013/14 program year. The 25% match of federal HOME grant excludes administrative allowances of 10%, program income and CHDO operating expenses. The City of Denton will provide the match from a variety of sources including the following: 1.Residual balance of Match from 2012/13 program year. 2.FHLB funds provide to Denton Affordable Housing Corporation for eligible HOME projects. 3.Denton County Housing Finance Corporation funds provides to Denton Affordable Housing Corporation for eligible HOME projects. CITIZEN PARTICIPATION To ensure citizen participation in the 2013 Action Plan process including the substantial amendment to the 2010-14 Consolidated Plan and 2013 Action Plan for Housing and Community Development, the city followed its Citizen Participation Plan at all stages of the plan and amendment. Public hearings were held November 29 and December 3, 2012. Spanish translations were provided at both public hearings. The public hearings updated citizens on the status of current programs and activities and asked the citizens how they felt the 2013 funds should be spent. Both of the public hearings were held within a low and moderate-income neighborhood. See page 33 for minutes of both public hearings. Information on the public hearings was included in the Community Development Quarterly Newsletter. The Community Development Quarterly Newsletter is was mailed or e-mailed to neighborhood associations; recreation centers and libraries; service agencies and beneficiaries; city council, Human Services Committee (HSC) and Community Development Advisory Committee (CDAC) members; churches; applicants; contractors; participating lenders; Realtors; employees; citizens who attended previous public hearings; and interested citizens. The newsletter which is in Spanish and English is available for pickup or viewing at all recreation centers, libraries, and the City of DentonÓs website. A notice was also placed in the Denton Record-Chronicle. After the Action Plan was drafted, advertisements were placed in the Denton Record-Chronicle summarizing the plan and announcing to the public where the Action Plan would be available for review, and the process for submitting comments to the City of Denton. The draft Action Plan was available at the Community Development Department and on the City of DentonÓs web page. The advertisements also included information on the upcoming public hearing. All comments received from the public were addressed before submitting the plan to the U.S. Department of Housing and Urban Development. Comments received during the 30-day comment period will be included in the Action Plan on page 34. To ensure citizen participation at all stages of the 2013 Action Plan process, a public hearing will be scheduled on April 16, 2013 during a City Council Meeting to give citizens the opportunity to comment on the 2013 proposed projects and activities. See page 33 for minutes of the public hearing. 4 Page AMENDMENTS The City of Denton is amending the 2010 and 2011 Action Plan to reallocate $65,362 in CDBG funds and $4,348 in HOME funds to a new activity in 2013/14 program year. The City of Denton is amending the following Action Plans: The 2012 Action Plan is being amended to reallocate $4,348 in HOME residual funds that become available from the close-out of the 2012 Tenant Based Rental Assistance Program. The residual funds will be allocated to a new 2013 activity. The 2010 Action Plan is being amended to reallocate $6,504 in CDBG residual funds that become available from the completion of the 2010 Mack Park Shelter Project. The residual funds will be allocated to a new 2013 activity. The 2010 Action Plan is being amended to reallocate $12,224 in CDBG residual funds that became available from the completion of the 2010 Ruth St. Sewer The residual funds will be allocated to a new 2013 activity. The 2011 Action Plan is being amended to reallocate $46,634 in CDBG residual funds that became available from the completion of the 2011 Clifton Sewer R residual funds will be allocated to a new 2013 activity. The City of Denton is also amending the 2010-14 Consolidated Plan and the 2012 Action Plan for Housing and Community Development. The City of Denton and Denton Affordable Housing CorporationÓs Recapture Policies will be revised to ensure that the policies meet the HOME regulations. EVALUATION OF PAST PERFORMANCE DentonÓs Community Development Division has completed the second year of the CityÓs 2010- 2014 Consolidated Plan. Below is a discussion of program year achievements as related to the goals and objectives stated in the Consolidated Plan. Also included, are some comments regarding potential changes in program/project delivery that could improve services to the low and moderate-income community. As in the past, housing is the primary focus of the CityÓs Community Development programs. Major housing programs include the City-managed Home Improvement Program (HIP), Homebuyer Assistance Program (HAP) and Minor Repair Program (MRP). The Denton Affordable Housing Corporation, a certified Community Housing Development Organization, also manages a rental housing program. Again this year, the Homebuyer Assistance Program has seen an increase in the number of households seeking homebuyer assistance. This program serves renters that currently live in Denton. Also, it is important to note that those participating in the CityÓs HAP have not lost their homes due to foreclosure. Staff has developed an approval system designed to ensure that, except in the cases where a job may be lost, that the homebuyer(s) can continue to afford the unit. The Home Improvement Program (HIP) assisted five households (three rehabilitations and two reconstructions) and currently has two reconstructions and one rehabilitation project underway. This puts the City on track to meet the five year goal of serving 20 to 35 households. If funding continues to be available, this goal should be met. There is currently a waiting list of 21 homeowners requesting assistance under the HIP. Educational support on homeownership, including home maintenance and Ðsaving for repairsÑ continues to be an integral part of the CityÓs housing programs. 5 Page The Denton County Homeless Coalition (DCHC) continues to be a very active county-wide organization supporting collaborative efforts between the various government and non-profit organizations to prevent homelessness and assist those individuals and families that are currently homeless. The cities of Denton, Lewisville and Flower Mound provide staff support for the DCHC. This year the DCHC has made a decision to become a participant in the ÐBalance of StateÑ organization supported by the Texas Homeless Network. It is expected that this change will provide additional funds for the Denton County Homeless Management Information System (DCHMIS) and the various agencies providing homeless and homeless prevention services. During the 2011-12 program year, local service organizations used Emergency Solutions Grant (ESG), Supportive Housing Program (SHP) and Homeless Prevention and Rapid Re-Housing (HPRP) funding to provide much needed services. Public (social) service activities continue to receive strong support from the City through awards of both Community Development Block Grant (CDBG) and general fund dollars. The 2012-13 budget will include an additional $70,000 in City of Denton general funds to support local service agencies, including those providing homeless and homeless prevention assistance. DAHCÓs rental housing program is set up to renovate existing rental housing that is then made available to low and moderate-income households at a low rental rate. Over the past year, with HOME funding, DAHC has rehabilitated 11 rental units. Renovation of the Singing Oaks Apartments, a State of Texas tax credit project, has begun and should be completed by January 2013. No local funds are included in the Singing Oaks project. Progress has been made on public facility improvement projects. Denton has completed three parks and recreation projects, and a major sewer project. Two additional sewer projects are well underway and should be completed within a month. Facility improvements to a day care serving low-income families should also be complete within a month. Com help the City continue to meet the timeliness test for the CDBG program. The Section 3 strategy continues to focus on certification of contractors as ÐSection 3 Compliant.Ñ During the past year, six contractors working on CDBG and HOME-funded projects were certified as Section 3 contractors. These contractors completed work on housing, public facilities and non-profit projects. These contractors continue to maintain a staff of low/mod residents from the local area. Though contracting firms do not generally hire new employees for these projects, they are able to continue to maintain their workforce due to the projects funded through CDBG-supported programs. Staff will attempt to continue certifying contractors as ÐSection 3 Compliant.Ñ 6 Page 2013 PROJECTS/ACTIVITIES SUMMARY The City of Denton's estimated total federal and program income funding for 2013 is $1,319,392 (includes $69,710 of Reprogrammed Funds). Program funds have been allocated to an array of projects and activities to benefit low and moderate-income households. A total of 82.8% of all CDBG and HOME funds has been allocated to low and moderate income activities not including administration and CHDO operating activities. Each project is described in detail from pages 8 to 14 and is arranged by alphabetically order. See the following list of CDBG and HOME proposed projects and activities for their assigned page number: CDBG Funds HOME Funds National Reallocated 2013 Reallocated 2013 Index Project Name ObjectiveFunds Funds Funds Funds 8 City of Denton Kids Camp LMC $20,000 8 Community Development Administration N/A $171,492 $39,221 9 Denton Affordable Housing Corp. LMH $100,000 9 Denton City County Day School LMC $32,000 10 Denton County Friends of the Family LMC $25,000 10 Fairoaks Facility Improvements LMC $17,250 11 Family Health Care, Inc. LMC $17,000 11 Fred Moore Day Nursery Improvements LMC $268,400 12 Health Services of North Texas LMC $27,000 12 Home Improvement Program LMH $77,436 $4,348 $252,997 13 Homebuyer Assistance Program LMH $65,362 $84,638 13 Minor Repair Program LMH $86,129 14 Serve Denton/Wheeler Center Playground LMC $25,000 14 Special Programs for Aging Needs LMC $6,119 Total Funding Allocated to Projects $65,362 $857,464 $4,348 $392 Funding Available $65,362 $857,464 $4,348 $392,218 Balance of Funds $0 $0 $0 $0 Total for Low and Moderate Activities $65,362 $837,464 4,348375,858 Percentage of Low/Moderate Income Activities 100%80%100%86% 7 Page PROJECT DESCRIPTIONS The following are descriptions of projects and activities that will be funded during the 2013 program year with CDBG and HOME funds: CITY OF DENTON KIDS SUMMER CAMP Provision of full time summer camp to low and moderate income ch camp will take place at the Denia Recreation Center. Funds will be used for personnel salaries and camp related costs. Program will be carried out by the CityÓs Parks HUD Matrix Code: Objectives: 05L Child Care Services 570.201(e) Suitable Living Environment Eligibility: 570.208(a)(2) Î Low/Mod Limited Clientele Decent Housing Priority Need: Public Services Creating Economic Opportunities Improve the services for low/moderate income Specific Objective: persons. Outcomes: Specific Outcomes Number of persons assisted with improved access to Availability/Accessibility Indicators: a service 56 children Affordability Sustainability Project Goals: 56 children Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Local Government CDBG $20,000 Location: 1001 Parvin, Denton Texas HOME Start Date 06/01/14 Other Sources Completion Date 08/31/14 Total $15,000 COMMUNITY DEVELOPMENT ADMINSTRATION CDBG and HOME funds will be used for program management, coordination, monitoring and evaluation associated with carrying out eligible activities. Funds will also be utilized to continue CityÓs efforts in fair housing. The program will be carried out by the CityÓs Community Development Department.Funding includes $2,000 in proposed CDBG program income and $4,500 in HO 21A General Program Administration 570.206 Objectives: HUD Matrix Code: 21H HOME Admin/Planning Costs of PJ (subject to Suitable Living Environment 10%) 92.207 (a) Decent Housing Eligibility: 570.208(a)(2) Low/Mod Limited Clientele Creating Economic Opportunities Priority Need: Planning & Administration Specific Objective: N/A Outcomes: Availability/Accessibility Specific Outcomes: N/A Affordability Project Goals: N/A Sustainability Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Local Government CDBG $171,492 Location: Community Wide HOME $39,221 Start Date 08/01/13 Other Sources $235,000 Completion Date 07/31/14 Total $445,713 8 Page DENTON AFFORDABLE HOUSING CORP – AHOP PROGRAM Acquisition, renovation and resale of single-family homes to income qualified first time homebuyer. Up to $10,000 available for down payment and closing costs assistance. Funds will be utilized for the actual cost of acquisition, rehabilitation costs, costs to sale and down payment assistance. This project also consists of $16,360 for operating expenses (maximum 5% of HOME grant) and $83,640 in CHDO Set-aside (minimum15% of HOME Grant). Program will be carried out by the Denton Affordable Housing Corporation a certified Community Housing Development Organization (CHDO). HUD Matrix Objectives: 14G Acquisition for Rehabilitation 92.205 (a) Code: Suitable Living Environment Eligibility: N/A Decent Housing Creating Economic Priority Need: Housing Opportunities Specific Objective: Increase the availability of affordable owner housing. Outcomes: Specific Outcomes Number of affordable units - 3 Availability/Accessibility Indicators: Numbers brought to standard condition - 3 Affordability Sustainability Project Goals: 3 housing units Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: CHDO 92.2 CDBG 0 Location: Community Wide HOME $100,000 Start Date 10/01/2013 Other Sources $220,000 Completion Date 09/30/2014 Total $320,000 DENTON CITY COUNTY DAY SCHOOL Provision of childcare services for low income children between the ages of 2 years and 5 years. Funds will be utilized to pay for teacherÓs salaries. The school provides affordable day care on a sliding scale. Project will be carried out by the CityÓs Community Development Department and Denton City County Day School. HUD Matrix Code: Objectives: 05L Child Care Services 570.201(e) Suitable Living Environment Eligibility: 570.208(a)(2) Î Low/Mod Limited Clientele Decent Housing Priority Need: Public Services Creating Economic Opportunities Improve the services for low/moderate income Specific Objective: persons. Outcomes: Specific Outcomes Number of persons assisted with improved access to Availability/Accessibility Indicators: a service - 122 children Affordability Sustainability Project Goals: 122 children Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Private 570.500(c) CDBG $32,000 Location: 1603 Paisley Street, Denton Texas 76209 HOME Start Date 10/01/13 Other Sources $547,816 Completion Date 09/30/14 Total $579,816 9 Page DENTON COUNTY FRIENDS OF THE FAMILY Provision of counseling services, crisis assistance and emergenc domestic violence and/or sexual assault. Funds will be utilized to pay a percentage of the salary for shelter staff. Program will be carried out by the Denton County Friends HUD Matrix Code: 05G Battered and Abused Spouses 570.201(e) Objectives: Suitable Living Environment Eligibility: 570.208(a)(2) Î Low/Mod Limited Clientele Decent Housing Priority Need: Homeless Creating Economic Opportunities Specific Objective: Provide emergency services for homeless persons. Outcomes: Specific Outcomes Number of persons assisted with improved access to Availability/Accessibility Indicators: a service Î5440 persons Affordability Sustainability Project Goals: 5440 persons Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Private 570.500(c) CDBG $25,000 Location: Confidential HOME Start Date 10/01/2013 Other Sources $1,803,600 Completion Date 09/30/2014 Total $1,828,600 FAIROAKS FACILITY IMPROVEMENTS Project consists of making need improvements at the senior facility. The improvements include replacing the water heater and electrical improvements. The senior facility, Fairoaks of Denton, Inc., provides affordable housing to low income seniors. The project will be carried out by Fairoaks of Denton, Inc. and the Community Development Division. Objectives: HUD Matrix Code: 03A Senior Centers 570.201 (c) Suitable Living Eligibility: 570.208(a)(2) Î Low/Mod Limited Clientele Environment Priority Need: Public Facilities Decent Housing Creating Economic Opportunities Specific Objective: Improve the quality of affordable rental housing. Outcomes: Specific Outcomes Number of persons assisted with new access to a Availability/Accessibility Indicators: facility - 32 persons Affordability Sustainability Project Goals: 32 persons Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Private 570.500(c) CDBG $17,250 Location: 1950 Lattimore Street, Denton Texas HOME 0 Start Date 08/01/2013 Other Sources 0 Completion Date 07/31/2014 Total $17,250 10 Page FAMILY HEALTH CARE Provision of a prenatal clinic aiding women who are without private insurance or Medicaid. Funds will be used to procure services for non-Medicaid eligible, low-income pregnant women. Program will be carried out by Family Health Care, Inc. Objectives: HUD Matrix Code: 05M Health Services 570.201 (e) Suitable Living Eligibility: 570.208(a)(2) Î Low/Mod Limited Clientele Environment Priority Need: Public Services Decent Housing Creating Economic Improve the services for low/moderate income Opportunities Specific Objective: persons. Outcomes: Specific Outcomes Number of persons assisted with improved access to Availability/Accessibility Indicators: a service Î 65 persons Affordability Sustainability Project Goals: 65 People Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Private 570.500(c) CDBG $17,000 Location: 3537 South I-35E, Suite 210, Denton 76210 HOME Start Date 10/01/2013 Other Sources $454,057 Completion Date 09/30/2014 Total $471,057 FRED MOORE DAY NURSERY PROJECT Project consists of construction of a 2,800 square foot building addition that will provide an indoor play area, restroom and storage area. The project also will include purcha equipment. The day care provides services to low and moderate-income families. The project will be carried out by Fred Moore Day Nursery School and the Community Developme Objectives: HUD Matrix Code: 03M Child Care Centers 570.201 (C) Suitable Living Eligibility: 570.208(a)(2) Î Low/Mod Limited Clientele Environment Priority Need: Public Facilities Decent Housing Creating Economic Improve services for low and moderate-income Opportunities Specific Objective: persons. Outcomes: Specific Outcomes Number of persons assisted with access to improved Availability/Accessibility Indicators: facility Î 100 children Affordability Sustainability Project Goals: 100 children Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Private 570.500(c) CDBG $268,400 Location: 821 Cross Timber Street, Denton, 76205 HOME 0 Start Date 09/01/12 Other Sources 0 Completion Date 05/31/13 Total $286,759 11 Page HEALTH SERVICES OF NORTH TEXAS Provision of food and medical care to individuals and families impacted by AIDS/HIV and medical assistance to underserved, low-income, and uninsured residents of the city of Denton through the Denton Medical Center. Funds will be used to expand the Pharmaceutical Assistance Program and to buy food, and hygiene products for non-HIV related infections and chronic diseases. Program will be carried out by Health Services of North Texas. Objectives: HUD Matrix Code: 05 Public Services (General) 570.201(e) Suitable Living Environment Eligibility: 570.208(a)(2) Low/Mod Limited Clientele Decent Housing Priority Need: Non-Homeless Special Needs Creating Economic Opportunities Improve the services for low/moderate income Specific Objective: persons. Outcomes: Number of persons assisted with improved access to Availability/Accessibility Specific Outcomes: a service Î 1142 persons Affordability Sustainability Project Goals: 1142 People Primary Purpose: Funding: Homeless HIV/AIDS Disabled Subrecipient: Private 570.500(c) CDBG $27,000 Location: 4210 Mesa Drive, Denton Texas 76207 HOME Start Date 10/1/2013 Other Sources $1,426,700 Completion Date 9/30/2014 Total $1,453,700 HOME IMPROVEMENT PROGRAM Rehabilitation of owner-occupied structures in targeted neighborhoods. Funds are available in low interest loan and grant combinations. Homes that are not suitable for rehabilitation are demolished and reconstructed. Funding also includes estimated program income for HOME ($58,500) and CDBG ($8,000). Program will be carried out by the CityÓs Community Development Division. HUD Matrix Code: 14A Rehab; Single-Unit Residential 570.202 Objectives: Suitable Living Environment Eligibility: 570.208(a)(3) Î Low/Mod Housing Decent Housing Creating Economic Priority Need: Owner-occupied Housing Opportunities Specific Objective: Improve the quality of owner-occupied housing. Outcomes: Specific Outcomes Number of units brought from substandard to Availability/Accessibility Indicators: standard condition Î 6 housing units Affordability Sustainability Project Goals: 6 housing units Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Local Government CDBG $77,436 Location: Community Wide HOME $257,345 Start Date 08/01/2013 Other Sources Completion Date 07/31/2014 Total $334,781 12 Page HOMEBUYER ASSISTANCE PROGRAM The Homebuyer Assistance Program is designed to provide homeownership opportunities for low and moderate-income families who live in Denton. A maximum of $14,900 is available in the form of a forgivable loan to provide down payment, closing costs and gap assistance in the form of a forgivable loan for five years. Funds will be used for down payment, closing costs, prepaids, program related costs and program required repairs. Up to $5,000 is available per first-time homebuyers for repairs and is in the form of a grant. It is anticipated that 12 of the first time homebuyers will be minority households. Program carried out by the CityÓs Community Development Division. HUD Matrix Code: 13 Direct Homeownership Assistance 570.202 Objectives: Suitable Living Environment Eligibility: 570.208(a)(3) Î Low/Mod Housing Decent Housing Creating Economic Priority Need: Owner-occupied Housing Opportunities Specific Objective: Increase availability of affordable owner housing. Outcomes: Number of first-time homebuyers - 15 households Specific Outcomes Availability/Accessibility Number receiving down-payment assistance/closing Indicators: Affordability costs - 15 households Sustainability Project Goals: 15 households Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Local Government CDBG $150,000 Location: Community Wide HOME $ Start Date 8/1/10 Other Sources 0 Completion Date 7/31/11 Total $150,000 MINOR REPAIR PROGRAM Program serves low-income homeowners by providing a grant of up to $5,000 for repairs. Repair cannot be covered by homeownerÓs insurance. Program carried out by the CityÓs Community Development Division. HUD Matrix Code: 14A Rehab; Single-Unit Residential 570.202 Objectives: Suitable Living Environment Eligibility: 570.208(a)(3) Î Low/Mod Housing Decent Housing Creating Economic Priority Need: Owner-occupied Housing Opportunities Specific Objective: Improve the quality of owner housing. Outcomes: Specific Outcomes Number of units occupied by elderly - 28 Availability/Accessibility Indicators: Number of units made accessible - 5 Affordability Sustainability Project Goals: 28 housing units Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Local Government CDBG $86,129 Location: Community Wide HOME Start Date 08/01/2013 Other Sources Completion Date 7/31/2014 Total $148,000 13 Page SERVE DENTON / WHEELER CENTER PLAYGROUND Project consists of installing a safe and durable outdoor center for previously homeless children to play, exercise. The facility provides short-term transitional housing for homeless families to transition out of homelessness. The project will be carried out by Serve Denton and the Community Development Division. Objectives: HUD Matrix Code: 03C Homeless Facilities Suitable Living Eligibility: 570.208(a)(2) Î Low/Mod Limited Clientele Environment Priority Need: Public Facilities Decent Housing Creating Economic Opportunities Specific Objective: Provide transitional housing Outcomes: Specific Outcomes Number of persons assisted with new access to a Availability/Accessibility Indicators: facility - 240 persons Affordability Sustainability Project Goals: 240 persons Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subrecipient: Private 570.500(c) CDBG $25,000 Location: 821 N. Elm Street, Denton Texas HOME 0 Start Date 08/01/2013 Other Sources 0 Completion Date 07/31/2014 Total $25,000 SPAN, INC. (SERVICES PROGRAMS FOR AGING NEEDS) Provision of congregate and home-delivered meals to the elderly. Funds will be used to buy meals. SPAN provides meals, primarily to elderly Denton residents or to persons sixty years or older. Home meals are specifically provided to home-bound persons. Congregate meals are provided at two local senior centers. Of the meals provided by SPAN, Inc., 16% are congregate meals and 84% are home-delivered meals. Program will be carried out by SPAN. Objectives: HUD Matrix Code: 05A Senior Services 570.201(e) Suitable Living Eligibility: 570.208(a)(2) Î Low/Mod Limited Clientele Environment Priority Need: Non-housing special needs Decent Housing Creating Economic Opportunities Specific Objective: Improve the services for low/moderate income persons. Outcomes: Specific Outcomes Number of persons assisted with improved access to a Availability/Accessibility Indicators: service Î 343 persons Affordability Sustainability Project Goals: 343 people Primary Purpose: Homeless HIV/AIDS Disabled Funding: Subreciient: p Private 570.500(c)CDBG $6,119 Location: 1800 Malone Street, Denton, Texas 76201HOME Start Date 10/01/2013 Other Sources $657,164 Comletion Date p 09/30/2014 Total $663,283 14 Page OTHER RESOURCES AVAILABLE GENERAL FUNDS Also, during the 2013 program year, the City of Denton plans to undertake additional activities/programs to address local objectives and strategies using City of Denton General Fund dollars. The Human Services Advisory Committee has recommended funding the following human services programs. It is recommended that these activities be funded through Denton's general fund budget. City Council will consider approval of the following recommendations in September 2013. General Other Total Category / Agency Funds Funds Funds Aging Services RSVP Î 490 people $10,500 $193,420 $203,920 Special Programs for Aging Needs (SPAN) Î 343 people $13,881 $648,283 $668,283 Emergency Services Giving Hope - HMIS Î N/A $18,000 $68,533 $86,533 Giving Hope Î Transitional Housing Î 140 people $25,500 $150,415 Salvation Army of Denton Î 1675 people $20,000 $244,916 $264,916 Day Care /After School Care Denton Christian Preschool Î 96 children $25,000 $415,526 $440,5 Fred Moore Day Nursery Î 100 children $40,000 $778,625 $818,625 Child/Family Services CASA of Denton County, Inc. Î 210 people $15,000 $745,182 $760,1 Communities in School Î 340 people $10,000 $167,369 $177,369 Other Services Camp Summit Î 40 people $2,000 $1,550,782 $1,552,782 Denton Community Health Clinic Î 1000 people $7,500 $428,000 $43 PediPlace Î 330 people $2,500 $2,154,468 $2,156,968 Total 15 Page STRATEGIES & PROPOSED PROJECTS The City of Denton's 2013 funding has been allocated to programs and activities that meet objectives stated in Denton's five-year strategic plan. Following is the list of the five-year strategies and proposed outcomes stated in the 2010-14 Consolidated Plan and proposed projects and activities that will be undertaken to meet those strategies. Outcome/ 5-yr Objective Consolidated5-yr Consolidated Plan 1-yr Action Plan PlanOutcome Measures Proposed Activities Strategy RENTAL HOUSING STRATEGIES DH-3.1 Encourage and support An addition of 150 Provide support for developments meeting this Sustainability of the development of affordable units in mixed strategy. Decent Housing small mixed-income income developments with rental developments in 50 units or less would assist accessible areas. in meeting this outcome measure. DH-2.1 Encourage self-Self sufficiency programs Work with and provide funding when appropriate Affordability of sufficiency among will target households to support transitional housing and self- Decent Housing households that receiving rental assistance sufficiency programs administered by Denton currently receive rental and other forms of public Housing Authority and HOPE, Inc. and other subsidies and other assistance. Create housing local organizations. forms of public affordability for 3 to 5 support. households per year. DH-1.1 Encourage and support Work with Code Enforcement Division and local Support repairs or Availability/ the rehabilitation of rehabilitation of 5 to 10 rental property owners to identify and support Accessibility of substandard units. units per year. rehabilitation of substandard units. Decent Housing DH-2.2 Encourage and assist Approximately 150 renters Continue supporting the CityÓs Homebuyer Affordability of low-income renters to will be assisted. Assistance Program, DAHCÓs Affordable Decent Housing become homeowners. Housing Opportunity Program, Denton Housing AuthorityÓs Family Self Sufficiency Program and Habitat for Humanity. DH-1.2 Target programs and Four newsletters per year Disseminate program information in Spanish and Availability/ information to will be sent out. Additional English to organizations serving these groups. Accessibility of minorities and the information will appear on Decent Housing elderly. cable channel. OWNER-OCCUPIED HOUSING STRATEGIES DH-2.3 Educate homeowners Information will be provided 6households will be provided successful Affordability of regarding home to 8-10 households per year. homeowner education through the Home Decent Housing maintenance and Improvement Program. budgeting for major and minor repairs and safe cleaning practices. DH-2.4 Assist low and Provide minor repairs to Funding of the Minor Repair Program for a Affordability of moderate-income approximately 100 very low minimum of 28 households. Decent Housing households with to moderate-income minor housing repairs homeowners. and weatherization. 16 Page Outcome/ 5-yr Objective Consolidated5-yr Consolidated Plan 1-yr Action Plan PlanOutcome Measures Proposed Activities Strategy DH-3.2 Encourage and assist Assistance to 20to 35 Funding of the Home Improvement Program for 6 Sustainability of low and moderate-households. It is anticipated households. Decent Housing income homeowners that 25%-35% of the annual to maintain their units allocation will be dedicated to up to current City of this targeted area. Denton code standards in targeted areas. HOMEOWNERSHIP & PRODUCTION OF AFFORDABLE UNITS DH-2.5 Educate homebuyers r-ship Information will be provided Support of HUD approved homeowne Affordability of regarding home to 100 prospective workshops by local agencies and lenders. Decent Housing buying process and homebuyers. Provide class information to at least 15 household budgeting. homebuyers to the Homebuyer Assistance Program. DH-2.6 Encourage and assist Approximately 100 renters Support the City of DentonÓs Homebuyer Affordability of low and moderate will be assisted. Assistance Program and DAHCÓs Affordable Decent Housing income renters to Housing Opportunity Program with residual become homeowners. funds. It is anticipated that 35% to 50% will be minority households. DH-2.7 Support production of Construction of an estimated Habitat for HumanityÓs New Construction Affordability of affordable units. 50 new units. Program. Decent Housing CONTINUUM OF CARE – PREVENTING HOMELESSNESS DH-2.8 Provide assistance for 1) Support a minimum of 1a) Support and refer persons to local business Affordability of low-income 100 units of individual and agencyÓsÓ First Time Homebuyer classes Decent Housing households to secure and group counseling and and Credit Counseling Classes and sustain safe, 1b) Provide funding to HOPE, Inc in support of educational opportunities decent affordable concerning securing and programs housing maintaining a home. 2a) Provide administrative support 2b) Continue to support the HUD Counseling 2) Support 750 individual/ Agencies, Giving Hope, Inc. that assists in family units of services to foreclosure prevention. secure and maintain housing including prevention of foreclosure and eviction a year. CONTINUUM OF CARE – OUTREACH AND ASSESSMENT SL-1.1 Improve community 1)Continue implementation 1)Provide funds to the Denton County Availability/ assessment of needs of HMIS. Increase data Homeless Management Information System Accessibility of to enroll and support homeless service and services available sharing and number of Suitable Living participants. At least 3 Î agencies. Environment5 agencies should 2) Assist the Denton County Homeless participate in data sharing. Coalition to organize a taskforce to create 2)Support development of a and implement a plan to in Chronic county-wide, coordinated Homelessness including a coordinated Discharge Policy and Plan discharge policy. to End Chronic Homelessness in two years. 17 Page Outcome/ 5-yr Objective Consolidated5-yr Consolidated Plan 1-yr Action Plan PlanOutcome Measures Proposed Activities Strategy CONTINUUM OF CARE – EMERGENCY SHELTER DH-1.3 Meet the emergency 1)Support at least 1,000 1) Provide funds to the Denton County Friends Availability/ shelter and basic emergency shelter nights of the Family Safe Shelter and Salvation Accessibility of health, food, clothing, of stay a year. Army of Denton. Decent Housing and personal hygiene 2)Assist local agencies to 2a) Support local agency with application to needs of the homeless apply for at least three Emergency Solutions Grant, Supportive and victims of grants to provide Housing Program. domestic violence. supportive services to all homeless, victims of domestic violence, homeless families or homeless youth. CONTINUUM OF CARE – TRANSITIONAL HOUSING DH-1.4 Meet the transitional 1)Support at least 50 1a) Provide funds to HOPEÓs transitional shelter Availability/ housing and individuals/ families program to assist 140 people. Accessibility of supportive service provided with transitional 2a) Provide local agencies with information on Decent Housing needs of the homeless housing a yeargrant opportunities for funds to support and victims of 2)Assist local agencies to transitional housing and supportive services. domestic violence in apply for at least two 2b) Provide support for the applications to preparation for a grants to provide request Emergency Solutions Grant Funds move to permanent or additional transitional and Supportive Housing Program funds for permanent supportive housing and supportive transitional housing and supportive services housing. services3) Attend Ten Year Plan to End Homelessness 3)Support the increase use meetings and provide information on the of transitional housing importance and need for transitional housing and/or supportive services and/or supportive services. to prepare individuals for permanent housing in the Ten Year Plan to End Homelessness. CONTINUUM OF CARE – TRANSITION TO PERMANENT HOUSING AND INDEPENDENT LIVING DH-3.3 1)Assist agencies to apply 1a) Support local Health Services of North Texas Provide homeless Sustainability of for at least two grants to and Denton County MHMR apply for and victims of Decent Housing provide permanent Supportive Housing Program funds for domestic violence supportive housing with permanent supportive housing program with permanent or an emphasis on chronic projects. permanent homeless and persons 1b) Provide local agencies with information on supportive housing. with a severe mental grant opportunities for funds to support illness and/ or HIV transitional housing and supportive services. positive status. 2a) Participate in the Denton County Homeless 2)Assist at least two Coalition. community partnerships/ 2b) Provide funding to support programs of collaborative efforts to Giving HOPE, Inc, Denton County Friends continue to provide of the Family, and Denton Affordable additional permanent Housing Corporation who have a housing opportunities to collaborative effort to move victims of the homeless, potentially domestic violence from emergency shelter to homeless and victims of Transitional housing in preparation for domestic violencestable, sustainable permanent housing. 18 Page Outcome/ 5-yr Objective Consolidated5-yr Consolidated Plan 1-yr Action Plan PlanOutcome Measures Proposed Activities Strategy LEAD-BASED PAINT STRATEGIES DH-1.5 Educate homeowners, 30households and 50-75 12homeowners will receive both the HUD Availability/ rental property contractors and property pamphletÏProtect Your Family from Lead in Accessibility of owners/managers & managers received field Your Home and the EPA pamphletÏRenovate Decent Housing contractors regarding guides for painting, home Right. Fifteen realtors will be educated on both disclosure, the history maintenance and renovation the HUD Lead Rule and the EPA RRP Rule. All of lead-based paint, work instructions. 20 contractors contacted will be encouraged to its hazards to children owners, managers or receive EPA certification. and how to use safe contractors receive individual work practices when safe work practice video disturbing paint in training for the five-year older housing. period DH-1.6 Reduce Lead-Based Average of 40 units will In properties built before 1978, fiveminor repairs, Availability/ Paint Hazards in receive lead-based paint three owner occupied rehabilitations and five Accessibility of owner and renter-inspection, hazard control homebuyer assistance projects will be completed Decent Housing occupied residential reduction work or abatement, and receive lead-based paint reduction work, pass units as needed. pass inspections and, when inspections and meet final clearance in required, meet final clearance compliance with 24 CFR 35 regarding lead-based over the five-year period. paint during 2011. For the Homebuyer Assistance Program, only a visual inspection will be conducted and property must pass inspection. HUMAN SERVICES STRATEGIES SL-1.2 Meet the basic food 1) Support at least 300 2a) Provide funds to support the Nutrition Availability/ needs of the homeless emergency meals and food Center of Health Services of North Texas Accessibility of and low-income bags a yearand the Salvation Army of Denton KARE Suitable Living Kitchen to provide an estimated 1675 Environment 2) Support at least 150 meals persons with emergency meals.. and nutritional food 2b) Provide funds to support SPAN who will bags/shops a year provide meals to 343 to persons over 60 or disabled persons. SL-1.3 Meet the basic shelter 1)Support at least 250 1) Provide funds to the Denton County Friends Availability/ needs of homeless of the Family Safe Shelter to assist 5440 emergency shelter nights Accessibility of and low-income of stay a year people. Suitable Living persons 2)Support at least 25 2) Provide funds to Giving HOPE, Inc to Environmentindividuals/ families support a transitional housing program for an provided with transitional estimated 140 persons. housing a year 3a) Provide 10 staff hours to support the Denton 3)Provide at least 60 hours County Homeless Count conducted by the of staff time in support of Denton County Homeless Coalition (DCHC). at least 3 projects for the 3b) Provide staff time as necessary to support the Denton County Homeless DCHC application for Continuum of Care Coalition a year funds. 4)Support 75 individual/ family units of case management and other services to maintain housing including prevention of foreclosure and eviction a year 19 Page Outcome/ 5-yr Objective Consolidated5-yr Consolidated Plan 1-yr Action Plan PlanOutcome Measures Proposed Activities Strategy SL-1.4 Foster and maintain 1)Participate in at least 3 1a) Participate in the Denton County Homeless Availability/ an environment coalitions and/or Coalition in the effort to prevent and end Accessibility of where families, collaborative efforts for homelessness. Suitable Living neighborhoods, and community initiatives to 2a) Provide funds to three daycares to support the Environmentcommunities enjoy foster and maintain an provision of childcare to an estimated 318 strong, supportive environment to promote children. relationships strong, supportive 2b) Provide funds to after school/summer care relationships. programs and the provision of childcare for 2)Support at least 150 56 children. individuals/ family units 3a) Provide funds to Denton County Friends of of childcare, after-school the Family for the provision of domestic and summer care, violence and sexual assault victim services parenting skills, and adult including counseling. education assistance a 3b) Provide support to ChildrenÓs Advocacy year. Center for Denton County to provide sexual 3)Support at least 75 units abuse/assault services to children and non- of domestic violence and offending families members. sexual assault prevention 4) Provide funds to Denton County Friends of education and training a the Family for the provision of community year education and offender classes to prevent domestic violence and sexual assault. SL-1.5 City residents have 1)Support at least 50 units 1) Provide support the Family Health Care, Availability/ access to health care of health care services a PediPlace, Denton Community Health Clinic Accessibility of to be as physically year. and Health Services of North Texas for Suitable Living and mentally fit as 2)Participate in any primary health care and pre-natal services to Environmentpossible coalitions/collaborative at least 2537 persons. efforts to improve availability of health care especially for low- income persons, elderly, and people with disabilities. 3)Support at least 20 units of mental health care services a year... INFRASTRUCTURE & PUBLIC SERVICE FACILITIES STRATEGIES SL-3.1 Promote livability & Not applicable this year. Street improvements. Sustainability of sustainability for residents of Suitable Living low/mod neighborhoods. EnvironmentProjects will support 200 hhs. SL-3.2 Promote livability and Not applicable this year. Installation of new Sustainability of sidewalks and sustainability for residents of Suitable Living replacement low/mod neighborhoods. Environmentsidewalks. Projects will support 200 hhs. SL-3.3 Installation of water Promote livability and Not applicable this year. Sustainability of and sewer lines. sustainability for residents of Suitable Living Connection of low/mod neighborhoods. Environmentresidential units to Projects will support 150 hhs. services. 20 Page Outcome/ 5-yr Objective Consolidated5-yr Consolidated Plan 1-yr Action Plan PlanOutcome Measures Proposed Activities Strategy SL-3.4 Installation of Promote livability and Not applicable this year. Sustainability of drainage sustainability for residents of Suitable Living low/mod neighborhoods. improvements Environmentincluding Project will support improvements that approximately 50 hhs. will remove residential properties from floodplain. SL-3.5 Rehabilitation and Improve availability & Funding the following public facilities: Fairoaks Sustainability of expansion of public accessibility of services of Denton, Fred Moore Day Nursery Suitable Living services facilities. through improvement to at Improvements and Serve Denton/Wheeler Center Environmentleast 2 public service Playground facilities. SL-3.6 Improve and/or Improve availability &Not applicable this year. Sustainability of expand park facilities accessibility of services to at Suitable Living including open space, least 2 park facilities. Environmentplayground and other recreational facilities. DEMOLITION STRATEGIES SL-3.7 Continue to demolish To demolish 20structures Continued support for the Demolition Program Sustainability of substandard buildings during the five-year period. through Code Enforcement. Suitable Living to improvement the Environmentappearance and safety of neighborhoods ANTI-POVERTY & ECONOMIC DEVELOPMENT STRATEGIES EO-3.1 Support training and Provide economic Provide non-federal incentives to organizations to Sustainability of employment activities opportunity by supporting create jobs. Work with job training organizations Economic targeted to poverty activities that create jobs. to promote training in specific areas of need. Opportunity and very low-income Observe an increase in the households. number of poverty and low- income hhs that achieve self- sufficiency*. EO-1.1 Expand educational Provide economic Provide funding to transitional housing providers. Availability/ opportunities for opportunity for transitional Request that information on educational Accessibility of those seeking housing clients. 25-35 hh opportunities be provided to clients. Economic transitional housing (over 5 years) receive Opportunity or other housing counseling/educational support services. services. EO-1.2 Encourage support of Over the five-year period 25+ Monitor federally funded projects and work with Availability/ Section 3 goals by individuals hired for projects contractors to ensure that Section 3 requirements Accessibility of local contractors. by private contractors. are fulfilled. Economic Opportunity BARRIERS TO AFFORDABLE HOUSING STRATEGIES DH-1.6 Educate the Improve accessibility and Quarterly newsletter will be sent out to clients, Availability/Accescommunity regarding availability of information on local lenders, realtors, agencies, churches, sibility of Decent the benefits of affordable units by providing neighborhood associations, libraries, recreation Housing affordable housing. homeownership and fair centers and many others. Two public hearing will housing information, be held during the preparation of the annual quarterly newsletters, at least action plan and one during the preparation of the 2 public hearings annually.performance report. 21 Page Outcome/ 5-yr Objective Consolidated5-yr Consolidated Plan 1-yr Action Plan PlanOutcome Measures Proposed Activities Strategy DH-2.9 On an annual basis, Create affordability in Continue to request impact fee grants from the Affordability of request approval and housing through provision of General Fund for housing non-profits for the Decent Housing funding for impact an average of three to five construction of affordable housing. fee grants for grants per year over the five- producers of year period. affordable housing. H-2.10 llocate funding to Create affordability in Support for Denton Affordable Housing DA Affordability of the non-profit and housing through construction Corporation and Habitat for Humanity, and Decent Housing for-profit of 25 Î 50 SF units and 50 -Private developers. organizations that are 100 rental units that are developing affordable affordable to low-income housing. Request that households over the five-year they attempt to period. maximize the leveraging of these dollars and provide documentation. 22 Page 2013 PROPOSED PROJECT MAP With Minority Concentrated areas by Census Tracts Minority 4 Concentration by Census Tracts 1 7 0 - 25% 2 +25% - 30% 3 +31% - 40% +41% - 50% +50% - 6 100% Source: U.S. 2000 Census 5 2013 Projects and Activities 1. Fairoaks Denton Project 5. City of Denton Kids Summer Camp* 2. Denton City County Day School* 6. Fred Moore Day Nursery Project 3. Family Health Care* 7. Serve Denton/Wheeler Center Playground 4. Health Services of North Texas* Community-Wide Activities Community Development Administration Homebuyer Assistance Program Denton Affordable Housing Corp. Minor Repair Program Home Improvement Program Services Program for Aging Needs, Inc Geographic distribution of projects is based on citizen, service provider and City staff input regarding significant needs in the low-income community, specifically in regard to public facility improvements. Home Improvement Program activities are limited t zoned residential. This is to ensure that substantial amounts of funding are not expended on housing in areas zoned commercial or industrial, where the zoning transition in the near future, would no longer allow residential development. *Public service activity locations are provided on the above map that indicates the location where the services are taking place, however, services provided by each of the organizations is available to low and moderate-income households throughout the Denton community. 23 Page OTHER PROGRAM SPECIFIC REQUIREMENTS HOME PROGRAM – RECAPTURE POLICY The City of Denton utilizes HOME funds to provide assistance to first-time homebuyers with closing costs, down payment, prepaids and principal reduction through th Assistance Program (HAP) and Denton Affordable Housing Corp.Ós A Program (AHOP). There are no other forms of investment that are City of Denton. The maximum HOME subsidy for both programs will be $14,900. This amount includes all investment that enables the family to purchase the unit. The HOME subsidy sets up a 5-year recapture period and provided as a deferred forgivable loan at a 0% interest rate. City of Denton utilizes recapture for both programs as required occurs when the recipient of HOME dollars either sells the property during the affordability/ compliance period, or when the recipient of HOME funds defaults maintain the property as a primary residence, the property is fo recipient violates the covenants contained in the Written Agreem recipient of HOME funds. The terms of recapture are contained i City of Denton and the recipient of HOME funds for the Homebuyer between the Denton Affordable Housing Corporation and the recipi Affordable Housing Opportunity Program. Recapture Policy [24 CFR 92.254(a)(5)(ii)(1)-(7)] The Participating JurisdictionÓs (PJ) homebuyers that receive direct downpayment, closing cost, principal buydown assistance and/or a reduction of the sales price to below the market value to make the unit(s) affordable, will meet the affordability period if they remain in the home for the full required period of affordability as determined by the amount of the assistance received (five to fifteen years). The actual required period of affordability will be based on the total amount of the direct HOME assistance provided as noted below. The effective date of the beginning of the required period of affordability is the date all completion data is entered into IDIS (See: §92.2, Definitions, ÐProject CompletionÑ) and as documented by a fully executed HUD-1, a copy of which has been placed in each individual homebuyerÓs and/or home HOME Program Assistance Amount Minimum Required Affordability Period in Years $1,000 - $14,999.99 5 $15,000 Î $40,000 10 Over $40,000 15 New Construction for Rental 20 (regardless of amount invested) The federal assistance will be provided in the form of a 0% inte (DPL) and will be secured by a HOME Written Agreement, fully exe applicable parties and a Promissory Note and Deed of Trust which will be recorded in the land records of Denton County. Under ÐRecaptureÑ, if the home is SOLD prior to the end of the required affordability period [the homebuyer or the property owner may sell to any willing buyer 24 Page at any price] a portion of the net sales proceeds from the sale, if any, will be returned to the PJ to be used for other HOME-eligible activities. The portion of the net sales proceeds that is returned to the PJ is equal to the amount of HOME funds invested in the property less the amount for each FULL month that the residence was occupied by the homebuyer or property owner as his/her/their principal residence. Any funds remaining after the distribution of the net sales proceeds to all lien holders, including the PJ, will be returned to the homebuyer or homeowner. In the event of a sale, short sale or foreclosure, the amount recaptured will be limited to the amount of Ò net sales proceeds’ available at the time of such occurrence. Additional information pertaining to the ÐRecapture ProvisionsÑ is detailed in the written policies and procedures of the PJ. If there are insufficient funds remaining from the sale of the property and the PJ recaptures less than or none of the recapture amount due, the PJ must maintain data in each individual file that provides the amount of the sale and the distribution of the funds. This will document that: i. There were no net sales proceeds; or ii. The amount of the net sales proceeds was insufficient to cover the full amount due; and that, iii. No proceeds were distributed to the homebuyer/homeowner. Other than the actual sale of the property, if the homebuyer breaches the terms and conditions for any other reason, e.g. no longer occupies the property as his/her/their principal residence, the full amount of the subsidy is immediately due and payable. The PJ must immediately repay its HOME Treasury Account, from non-federal funds, for the full amount of the assistance provided whether or not it can recoup any or all of the funds from the homebuyer. Resale Policy [24 CFR 92.254(a)(5)(i)] The resale deed restriction will be utilized for HOME-assisted units which: 1) the homebuyer does not receive direct down payment, closing cost, principal buydown assistance, or a reduction of the sales price to make the unit(s) affordable from the PJ or other entity or 2) the PJ has elected to use the ÐResale ProvisionsÑ instead of the ÐRecapture Provisions. The resale provisions ensure that a HOME-assisted property remains affordable during the entire affordability period. The affordability period is based on the amount of HOME funds invested as a development subsidy that is either left in the deal at closing or is repaid to the PJ, or to the CHDO, Subrecipient, State and/or State Recipient, as applicable, by the first mortgage lender at closing, or the PJ has elected to use ÐResaleÓ rather than ÒRecaptureÓ to assure the unit is affordable to a household at or below 80% of AMI for the Dallas metropolitan statistical area. The effective date of the beginning of the required period of af completion data is entered into IDIS and as documented by the fully executed HUD-1, a copy of which has been placed in each homebuyerÓs file. The homebuyer may sell the property after the expiration of the required affordability period without any restrictions. The Resale Provision goes into effect when the home is sold during the affordability period. At the time of sale, the following provisions will be in effect: 25 Page i. In instances where the home has been rented or leased, refinanced, or the initial homebuyer is no longer physically occupying the property as his/her/their principal residence, the entire amount of the HOME assistance provided shall be immediately due and payable to the PJ. ii. If the property does not meet the affordability requirements for the compliance period, the entire amount of the HOME Investment must be repaid to the PJÓs HOME Treasury Account. [24 CFR 92.504(b)(1); and HOMEfires Î Vol. 5 No. 2, June 2003; Section 219(b) of the HOME Statute; and §92.503(b)(1)] Resale Provisions requires the initial homebuyer (and/or subsequent homebuyers if home was previously sold during the required period of affordability), to sell the home to a low-income family at an affordable price as defined below: A) A low-income family is defined as a family whose total income time of purchase from the initial (or subsequent) homebuyer (or homeowner) does not exceed 80% of the area median income, adjusted for household size as defined by HUD, under the Part V income definition that is applicable for each program activity at the time of closing. 1. The contract for sale of the home must include a provision requiring the family acquiring the home to be income-eligible as qualified by the PJ prior to acquiring the property B) The initial homebuyer or a subsequent homebuyer or homeowner, if applicable, must list the property at or below the PJÓs determined affordable sales price as defined below. 1.The Realtor engaged by the seller shall provide the seller with a proposed sales price based on comparable units sold in the market; OR the PJ shall engage a Realtor to define the proposed price based on comparable units sold in the market. The PJ may complete this criterion in-house provided it has staff qualified to make this determination. If the sellerÓs Realtor provides a proposed sales price, a copy of the proposal and information relative to the comparables used must be provided to the PJ. The PJ must determine if the sellerÓs proposed sales price is acceptable 2.The PJ shall determine 80% of area median income (AMI) based on the current HUD guidelines for each family size. 3.The applicable AMI shall be multiplied by twenty-five percent (2 the annual housing expense (HE) and divided by twelve (12) to determine the monthly HE. 4.The mortgage interest rate shall be the average fixed rate for a thirty (30) year mortgage as published by the Federal Housing Administration (FHA) at the time the above determination is being made. 5.The term used for the above calculation shall be thirty (30) years. 26 Page 6.The present value of an affordable mortgage shall be calculated utilizing the monthly HE, the determined interest rate, and the term. 7.The present value shall be divided by 95 (value canÓt exceed 95% of the median purchase price for the area: [§92.254(a)(2)(ii) and (iii)] and then be multiplied by 100. The result shall be the affordable sales price. NOTE: The accompanying spreadsheet automates the calculation described above and may be utilized by the PJ to determine whether or not the Realtor proposed market price exceeds what is affordable to families of various sizes. The PJ is the sole determiner of the final offering price for the unit. C) The initial homebuyer and any subsequent homebuyer or homeowner [seller], as applicable, must list the property at or below the affordable sale price as determined by the PJ. D) Fair Return and Appreciated Value [24 CFR 92.254(a)(5)(i)]: 1. The determination of ÐFair ReturnÑ shall be the sum of: a. Down payment and closing costs paid from the initial homebuyerÓs cash at purchase. b. Initial homebuyerÓs (sellerÓs) closing costs at sale. c. Principal payments only made by the initial homebuyer(s) in excess of the amount required by the mortgage. d. Documented capital improvements in excess of $500. 2. Fair Return is paid to the initial homebuyer(s) at sale once the first mortgage debt is paid and all other conditions to the initial written agreement are met. 3. In the event there are no funds for Fair Return, then Fair Return does not exist. 4. In the event there are partial funds for Fair Return, then Fair Return shall remain in force. E) Appreciated Value is: a. The Affordable Sales Price b. Less the First Mortgage Debt c. Less Fair Return d. Equals Appreciated Value 1. If Appreciated Value is zero or less than zero, then no Appreciated Value exists. 2. Appreciated Value is shared with the initial homebuyer(s) based on the PJÓs initial investment of HOME funds as follows: a. The initial homebuyerÓs out of pocket investment of down payment and closing costs divided by PJÓs HOME investment the equals the percentage of appreciated Value that shall be paid to the initial homebuyer or homeowner; b. The balance of Appreciated Value remaining shall be paid to the PJ. 27 Page F) All of the above requirements will be included and described in the subordinate (or if applicable, the first) Deed of Trust and Written HOME Agreement, that will be filed in the land records of the Denton County Real Property Records by the housing developer, subrecipient, state recipient, contractor, consortium or the PJ as applicable. G) The PJ reserves the right to end the affordability period upon the occurrence of, but not limited to, any of the following events: foreclosure; deed or transfer in lieu of foreclosure; or assignment of an FHA-insured mortgage to the U. S. Department of Housing and Urban Development (HUD). NOTE: Ending the affordability period does not relieve the PJ from reimbursing its HOME Treasury Account, from non-federal funds, the entire amount of the HOME rd Investment, as provided in items i. and ii. in the 3 paragraph of the ÐResale PolicyÑ section. [HOMEfires Vol 5 No 2, June 2003 Î Affordability requirements; Repayment of HOME Investment; Rental Housing; and Homebuyer Housing with a ÒResaleÓ Agreement] H) The original housing developer, CHDO, subrecipient, contractor, state recipient, consortium or the PJ may use purchase options, rights of first refusal or other pre-emptive rights to purchase the housing before foreclosure to preserve affordability. If any of the aforementioned actions are taken, subsequent sale to a HOME income-eligible low- income homebuyer is required. All of the PJÓs original HOME terms and conditions must be reinstated, in writing, and the remaining term of the required period of affordability remains in effect. A new Written Agreement, Promi Trust or Mortgage must be executed by all applicable parties and recorded in the land records of Denton County. A copy of all documents, including evidence that they have been properly recorded must be maintained in the file. I) However, if the PJ provides additional HOME assistance to the new homebuyer (e.g., a direct subsidy [as defined above], the PJ must reinstate the remaining term of the initial required period of affordability AND, add to that term, the new required period of affordability based on the amount of the direct subsidy provided to the new homebuyer. The additional HOME investment must be treated as an amendment to the original project. Consequently, the additional HOME investment may result in an extension of the original period of affordability. [Notice CPD 12-003, January, 2012, page 17, f. Investment of Additional HOME Funds]. Example: a) Initial Resale required period of affordability = 10 years b) Property sold in year two (2) c) Based on the amount of direct assistance provided to the new homebuyer(s) the required period of affordability is five (5) years d) New required period of affordability = 13 years (8 years remaining on initial resale required affordability period plus 5 years for new period e) This project now becomes subject to the ÐRECAPTUREÑ provisions and the PJ would list the Recapture terms as noted above under the ÐRecapture PolicyÑ in its Written Agreement with the new homebuyer or homeowner, as applic 28 Page MONITORING STANDARDS AND PROCEDURES The City of Denton will complete an annual comparison of the obj Consolidated Plan with actual accomplishments. Based on the comparison the City of Denton will consider making changes or updates to the 5-year Consolidated Pl The City of Denton provides CDBG and General Funds to several no departments providing supportive services. The CityÓs Human Ser agencies on a daily basis. Each year agency staff is provided with training on financial procedures and data collection. Agency staff is provided with appropriate to ensure that they have access to pertinent information. Agenc beneficiary and financial reports. A year-end report is require beneficiary information, funding sources and major accomplishmen Services Coordinator completes a risk analysis based on establis are completed on all Ðhigh riskÑ organizations. The on-site mon files, financial and accounting records, and procurement procedu submitted and reviewed by the City staff. For the HOME program, a similar process is also followed to moni Housing Corporation, a certified CHDO. The CityÓs Community Dev help of the Community Development staff monitors the CHDO on a r non-profit is meeting HOME regulations. TBRA units and resident basis to ensure that all HOME requirements are met. Also, the o the local CHDO, is a project that provides transitional housing families. This organization is also monitored annually including a review of the client files for income information. Programs and projects carried out by the City are monitored dail individual projects to ensure that all required procedures have rehabilitation staff maintains records on all rehabilitation pro Coordinator maintains records for the Homebuyer Assistance Progr maintains records on public infrastructure projects. The Admini applications prior to provision of assistance. A year-end report that details expenditures, revenue, beneficiary information and major accomplishments is also requir projects. PUBLIC HOUSING IMPROVEMENTS The City of Denton has no public housing units. PUBLIC HOUSING RESIDENT INITIATIVES The City of Denton has no public housing units. However, City staff will continue to work with the Denton Housing Authority to promote the Homebuyers Assistance Program to those currently receiving Section 8 assistance. Information on the Homebuyer Assistance Program has been mailed to all Section 8 recipients with their utility bills. No resident initiatives strategies were included in the Consolidated Plan. 29 Page INSTITUTIONAL STRUCTURE The City of DentonÓs 2010-2014 Consolidated Plan notes six ÐgapsÑ in organizational structure that hinder effective housing and social services delivery. These gaps include the following with the CityÓs efforts to ameliorate these conditions during the coming year: 1.Need for more effective communication between housing organizations in the North Texas area, including those serving the City of Denton. Local housing organizations need to work together to expand resources and programs to ensure that a variety of housing choices are available to serve low and moderate-income households. Action to overcome gap: Continue to encourage participation in the Denton County Homeless Coalition, the Denton County Senior Services and other collaborative organizations. Work with agencies and continue to support partnership efforts and the sharing of information regarding funding opportunities. 2.Need for more effective coordination between emergency assistance agencies. Action to overcome gap: Continue to support efforts of the Denton County Homeless Coalition and HOPE, Inc. to expand the network of organizations participating in HMIS. 3.Lack of private contractors experienced in lead-based paint hazard reduction and abatement and lack of funding to complete projects. Contractor training along with additional funding targeted to lead abatement is critical to continue the City's owner-occupied rehabilitation program. Action to overcome gap: Request additional funding where available to train contractors and pay increased costs. Work with training organizations to promote training opportunities to local contractors and employees. 4.Lack of shelter facilities for families and youth. Action to overcome gap: Support work of Denton County Homeless Coalition in targeting priority services and facilities needed in the area. Assist in grant writing and other forms of fund raising. Administer homeless grant funds when appropriate and support is needed. 5.Lack of coordination of homebuyer/homeowner educational services needed to provide a higher level of information. Action to overcome gap: Investigate a partnership with the Denton Housing Coalition, Denton Affordable Housing Corporation and/or the State of Texas to develop a more comprehensive educational program. 6.Inability to assist low and moderate-income property owners to bring housing units up to standard condition. Action to overcome gap: Seek out additional funding to assist low income homeowners and work to develop program or policies to ensure that owners of rental property improve units as needed to maintain unit up to local code requirements. 30 Page ADDRESSING THE CHRONIC HOMELESS (UPDATE IN PROGRESS) The Denton County Homeless developed the following steps during the 2010-2014 Consolidated Plan process to address chronic homeless. These steps are reaffirmed during the 2013/14 program year. The Denton County Homeless Coalition believes a structured and seamless collaborative system of services and programs can move individuals experiencing chronic homelessness to sustainable permanent supportive housing. This transition to sustainable permanent housing is the key to ending chronic homelessness. The DCHC point-in-time homeless count taken in January 2013 and the Texas Homeless Network is currently working on results and analysis of the data collected. At this time DCHC is moving from a coalition philosophy to a community strategy to end chronic homelessness. A coalition subcommittee is in the process of developing a Ten-Year Plan to End Chronic Homelessness. Since the plan is in process, to take a three-step planning approach to building a community strategy to end chronic homelessness. 1.A small committee conducting research on strategies, stakeholders, goals, and activities to promote appropriate services for the community and chronic homelessness. In the fall of 2004, the small group completed their research and provided possible community directions for review by the steering committee. The Steering Committee us move to the Step Two of the three step planning approach. 2.Identified community stakeholders and possible actions necessary to end chronic homelessness. Upon review of other successful planning processes to end chronic homelessness, the steering committee decided to approach local elected officials to sponsor and convene the community planning process. The DCHC is in the process of completing this step of the three step planning approach. 3.Convene a large community meeting for all identified stakeholders to review, modify, and agree upon a plan for the community to end-chronic homelessness. community plan to end-chronic homelessness will build from current programs and services available. The Denton County Homeless Coalition has identified several obstacles to ending chronic homelessness including lack of major substance abuse services, healthcare services, and transportation. These items present significant barriers in moving the chronic homeless from experiencing homelessness to maintaining a stable environment. 31 Page HOME PROGRAM - MINORITY OUTREACH PROGRAM To ensure employment and business opportunities for minority businesses the City of Denton will continue to carry out and support the following activities during the program year. 1. The Denton Chamber of Commerce and the Black and Hispanic Chambers of Commerce refer building contractors to the Community Development office to apply to be added to the active contractors bid list. 2. Will request that general contractors on CDBG and HOME-funded capital projects give preference to hiring minority or women subcontractors and employees as well as include this wording in construction contracts. 3. City of DentonÓs legal advertisement for bids will include the equal employment statement and encourage minority participation 4. Notices are sent to both the Black Chamber and the Hispanic Chamber of Commerce in Denton informing them about the programs, the assistance and contracting opportunities that are available. 5. City of Denton will continue to attend the Small Business De monthly basis. 6. City of Denton will continue to comply with all State bidding requirements for Historically Underutilized Businesses (HUB) 7. City staff will also perform debarment reviews to ensure that no previously debarred contractors are allowed to participate in projects. 8. City will continue to advertise annually in the Denton Record Chronicle and daily in the local cable channel in search for contractors and will encourage participation by minority contractors. HOME PROGRAM - Affirmative Marketing Policy and Implementing Procedures Denton Affordable Housing Corporation In accordance with federal regulations, including but not limited to the HOME Investment Partnership Program, and in furtherance of DAHCÓs commitment to non-discrimination and equal opportunity in housing, they have established the following procedures to affirmatively market their programs. These procedures are intended to further the objectives of Title VII of the Civil Rights Act of 1968 known as the ÐFair Housing ActÑ and as amended in 1988, Executive Order 11063, as well as to satisfy the requirements of Section 2306.257 of the Texas Government Code. The stated policy of the Denton Affordable Housing Corporation is that individuals and families will not be discriminated against in their housing choices or in access to housing services on the basis of race, color, sex, religion, handicap, national origin, or familial status. Furthermore, DAHC is committed to the goals of affirmative marketing which will be implemented in the specific steps outlined as follows: 1. Ensuring that all potential applicants and the general public have access to Federal Fair Housing Laws and Affirmative Marketing Procedures through the following outreach methods: A. Informing the general public and potential applicants through news releases, print ads, PSAÓs or other means throughout the target area served by DAHC. (All program advertising as well as other advertising such as job postings should contain required fair housing or equal opportunity language when appropriate.) 32 Page B. Distributing and posting available information in a varie Affirmative Marketing Plan. These should be posted in advance of application periods and maintained throughout the period. (All publications or other materials should contain required fair housing or equal opportunity language when appropriate.) 2. Ensure that all persons, including persons covered by the Fair Housing Act and its amendments, have access to information about program services and available units. This includes special outreach to groups that are least likely to apply for assistance. This includes home bound disabled, non-English speaking persons, neighborhood based organizations in minority neighborhoods and/or any other group which not have access to information. When DAHC learns of vacancies, it will make information about them known by: A. Maintaining a list of units at the DAHC business office. This list should be available to the general public during regular business hours. B. Maintain a list of all available units on DAHCÓs website: dentonaffordablehousing.org Affirmative Marketing Plan C. Display a copy of the in the leasing office and make a copy of the Plan available to the public upon request. D. Bilingual Services: DAHC will attempt to maintain at least one staff person who is bilingual in English and Spanish and have this service available during the regular work day hours. DAHC will prepare program brochures and documents in both English and Spanish, to the extent possible. E. As part of the special outreach effort, the DAHC will work cooperatively with local organizations which serve the needs of persons protected by the Fair Housing Act. Such organizations might include minority churches, housing agencies, non-profits which serve disabled persons or displaced homemakers, eldercare organizations or any other specific organization which provides services in the target area of DAHC. These organizations include: HOPE, Inc. PO Box 50946, Denton, TX 76202-0946 Contact: Barbara Atkins Phone number: 940/382-0609 HOPE, Inc. is a non-profit organization administering programs geared to assist homeless families. REACH of Denton 405 S. Elm, Ste. 202, Denton, TX 76201-6068 Contact: Missy Dickinson Phone Number: 940/383-1062 REACH, Inc. is a non-profit corporation with the goal of advocating for and empowering people with disabilities to take charge of their life. REACH op Worth, Dallas, and Denton. The Centers are non-residential resource agencies which provide services including information and referral, Peer Counseling/Support Groups, Independent Living Skills, and Advocacy Assistance. Denton County Mental Health/Mental Retardation (MHMR) PO Box 2346, Denton, TX 76202-2346 Contact: Mary Gotcher Phone number: 940/482-9294 33 Page MHMR provides case management and support services to individuals with mental health and/or developmental disabilities. Health Services of North Texas 4210 Mesa Drive, Denton, TX 76207 Contact: Ron Aldridge Phone number: 940/381-1501 HSNT is a nonprofit organization that provides housing assistanc individuals who are HIV positive or have Aids and their families. This organization also serves as an advocacy group for this population. Friends of the Family 1400 Crescent, Ste. 5, Denton, TX 76201 Contact: Toni Johnson-Simpson Phone: (940) 387-5131 Friends of the Family provides shelter and emergency services to victims of domestic violence. 3. Recordkeeping - The Denton Affordable Housing Corporation will keep records of t A Demographic information of applicants for services. This information is included on HUD, FHLB and TDHCA set-up and close-out forms. B. Copies of advertisements, scripts of PSAÓs and schedules. (All program advertising as well as other advertising such as job postings should contain required fair housing or equal opportunity language when appropriate). C. Copies of brochures, flyers, and other program materials which reference their programs. (All publications or other materials should contain required fair housing or equal opportunity language when appropriate.) D. Dates, notices, and attendance records from public outreach meetings, if any. E. Copies of MOAÓs with any organization enlisted to provide outreach services. F. Identification of special outreach population(s) and procedures utilized to inform this (these) group(s). Unit Occupancy/Vacancy Report G. Complete TDHCAÓs online on a quarterly basis to be made available to the public. 4. Assessment and reporting requirements - The Denton Affordable Housing Corporation will regularly assess its outreach and affirmative marketing efforts interested parties, including the City of Denton and TDHCA, at the close of the contract period. This will include: A.A list of outreach methods used, particularly for special needs populations such as persons with disabilities. B.An assessment of success or failure of these methods. This can be made by comparing the demographic data of clients served and those who applied with the demographics of the target area. 34 Page C. Corrective action to improve affirmative marketing if unsuccessful. This might include additional steps to further market the program to those groups w particularly persons with disabilities. 5. Annual Plan to Outreach to Historically Underutilized Businesses (HUBs) In addition to the steps outlined above, on an annual basis, DAHC will prepare and implement a plan to outreach to and network with, local minority businesses and HUBs. The Plan will respond to the findings of the assessment of efforts and success described in p may include: DAHC will join the African American Chamber of Commerce in Dento DAHC will join the Hispanic Chamber of Commerce in Denton DAHC will attend neighborhood meetings to describe participation opportunities Notices soliciting contractors will be placed in the following locations: Martin Luther King Center, bulletin boards of grocery stores, Restaurants catering to minorities, and churches with large minority populations Whenever speaking at a public forum, DAHC representatives will mention that we are always looking for HUB participation and encourage individuals to apply Participate in local and civic activities, such as the Cinco de information about programs and encourage HUBs to apply. 35 Page Public Hearing Notes November 29, 2012 – MLK Recreation Center Barbara Ross reviewed the outreach efforts that were taken to get the word out regarding the public hearing. She also reviewed the eligible activities under both the HOME and CDBG programs. The following were comments made at the public hearing: 1.Tenant Based Rental Assistance - the Section 8 waiting list at the Denton Housing Authority is full and they are not taking additional names on the list; 2.Housing for single women with children; 3.Services and housing for the disabiled; 4.Housing for ex-offenders; 5.Homeless assistance including both a day shelter and a night shelter (use of Denton Bible Church property for this purpose was briefly discussed); 6.Shade cover over playground equipment at Quakertown Park; 7.Benches and covers at bus stops; 8.Housing for Veterans. Public Hearing Notes December 3, 2012 – Denia Recreation Center Barbara Ross reviewed the outreach efforts that were taken to get the word out regarding the public hearing. She also reviewed the eligible activities under both the HOME and CDBG programs. The following were comments made at the public hearing: 1.Housing for the homeless including shelters and Single Room Occupancy (SRO) units; 2.Housing for single women with children; 3. Housing rehabilitation. Community Meeting – Southeast Neighborhood Association November 19, 2012 The Community Development also attended the Southeast Denton Neighborhood Association (SEDNA) Meeting on November 19, 2012 and the following comments were provided by citizens: 1.Lakey/Bradshaw Street improvements over bridge; 2.Kerley Street by DCTA tracks, drainage paving; 3.Fence around cemetery; 4.Morse St. Î dip in street; 5.Morrison Milling Co. Î railroad track area black tar keeps coming out; 6.Maddox/Skinner Streets Î want difference color street signs. 36 Page Community Meeting – Denia Neighborhood Association December 3, 2012 The Community Development also attended the Denia Neighborhood Association Meeting on December 3, 2012 and the following comments were provided by citizens: 1.Emergency housing repairs. ACTION PLAN PUBLIC HEARING MINUTES April 16, 2013 City Council Meeting List of comments will be included in this section. 30-DAY COMMENT PERIOD April 1, 2013 through April 30, 2013 List of comments will be included in this section. 37 Page APPENDIX #1 CDBG #2 HOME SF424 Applications 38 Page SF 424 SF 424 Complete the fillable fields (blue cells) in the table below. The other items are pre-filled with values from the Grantee Information Worksheet. Date Submitted Applicant Identifier Type of Submission 756000514 Date Received by state State Identifier Application Pre-application Date Received by HUD Federal Identifier Construction Construction Non Construction Non Construction Applicant Information JurisdictionCITY OF DENTONUOG Code Street Address Line 1 601 E. HICKORY, SUITE B Organizational DUNS 07-138-0190 Street Address Line 2 Organizational Unit City DENTON State TEXAS Department PLANNING & DEVELOPMENT ZIP 76201 Country U.S.A. Division COMMUNITY DEVELOPMENT Employer Identification Number (EIN): County DENTON 75-6000514 Program Year Start Date (MM/DD) 08/01/13 Applicant Type: Specify Other Type if necessary: Local Government: Township Specify Other Type U.S. Department of Housing and Urban Development Program Funding Catalogue of Federal Domestic Assistance Numbers; Descriptive Title of Applicant Project(s); Areas Affected by Project(s) (cities, Counties, localities etc.); Estimated Funding Community Development Block Grant 14.218 Entitlement Grant CDBG Project Titles: Description of Areas Affected by CDBG Project(s) Housing rehabilitation, minor repair, public facility Denton, Texas improvements, provision of public services, homeownership assistance, and program administration. CDBG Grant Amount Additional HUD Grant(s) Leveraged Describe $847,464 $Additional Federal Funds Leveraged $Additional State Funds Leveraged $Locally Leveraged Funds $Grantee Funds Leveraged $Anticipated Program Income Other (Describe) $10,000 Total Funds Leveraged for CDBG-based Project(s) 39 Page Home Investment Partnerships Program 14.239 HOME HOME Project Titles: housing rehabilitation, assistance to Description of Areas Affected by HOME Project(s) CHDO for acquisition, rehab and homeownership Denton, Texas assistance, tenant based rental assistance and program administration $HOME Grant Amount $Additional HUD Grant(s) LeveragedDescribe $327,218 $Additional Federal Funds Leveraged $Additional State Funds Leveraged $Locally Leveraged Funds $Grantee Funds Leveraged $Anticipated Program Income Other (Describe) $65,000 Total Funds Leveraged for HOME-based Project(s) Housing Opportunities for People with AIDS 14.241 HOPWA HOPWA Project Titles Description of Areas Affected by HOPWA Project(s) $HOPWA Grant Amount $Additional HUD Grant(s) LeveragedDescribe $Additional Federal Funds Leveraged $Additional State Funds Leveraged $Locally Leveraged Funds $Grantee Funds Leveraged $Anticipated Program Income Other (Describe) Total Funds Leveraged for HOPWA-based Project(s) Emergency Shelter Grants Program 14.231 ESG ESG Project Titles Description of Areas Affected by ESG Project(s) $ESG Grant Amount $Additional HUD Grant(s) Leveraged Describe $Additional Federal Funds Leveraged $Additional State Funds Leveraged $Locally Leveraged Funds $Grantee Funds Leveraged $Anticipated Program Income Other (Describe) Total Funds Leveraged for ESG-based Project(s) Congressional Districts of: Is application subject to review by state Executive Order 12372 Process? Applicant Districts 26 Project Districts 26 Is the applicant delinquent on any federal debt? If Yes This application was made available to the “Yes” please include an additional document state EO 12372 process for review on DATE explaining the situation. No Program is not covered by EO 12372 Yes No N/A Program has not been selected by the state for review Person to be contacted regarding this application First Name Barbara Middle Initial L. Last Name Ross Title CD Administrator Phone (940) 349-7235 Fax (940) 349-7753 eMail bross@cityofdenton.com Grantee Website – www.cityofdenton.com Other Contact Signature of Authorized Representative – George C. Campbell, City Manager Date Signed 40 Page APPENDIX #3 CDBG and HOME Certifications 41 Page LOCAL GOVERNMENT CERTIFICATIONS FOR CDBG AND HOME PROGRAMS In accordance with the applicable statutes and the regulations governing the consolidated plan regulations, the jurisdiction certifies that: Affirmatively Further Fair Housing -- The jurisdiction will affirmatively further fair housing, wh means it will conduct an analysis of impediments to fair housing choice within the jurisdiction, take appropriate actions to overcome the effects of any impediments identified through that analysis, and maintain records reflecting that analysis and actions in this regard. Anti-displacement and Relocation Plan -- It will comply with the acquisition and relocation requirements of the Uniform Relocation Assistance and Real Prope as amended, and implementing regulations at 49 CFR 24; and it has in effect and is following a residential antidisplacement and relocation assistance plan required under section 104(d) of the Housing and Community Development Act of 1974, as amended, in connection with any activity assisted with funding under the CDBG or HOME programs. Drug Free Workplace -- It will or will continue to provide a drug-free workplace by 1.Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the grantee's workplace and specifying the actions that will be taken against employees for violation of such prohibition; 2.Establishing an ongoing drug-free awareness program to inform employees about Î a.The dangers of drug abuse in the workplace; b.The grantee's policy of maintaining a drug-free workplace; c.Any available drug counseling, rehabilitation, and employee assi d.The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; 3.Making it a requirement that each employee to be engaged in the performance of the grant be given a copy of the statement required by paragraph 1; 4.Notifying the employee in the statement required by paragraph 1 under the grant, the employee will Î a.Abide by the terms of the statement; and b.Notify the employer in writing of his or her conviction for a vi occurring in the workplace no later than five calendar days after such conviction; 5.Notifying the agency in writing, within ten calendar days after receiving notice under subparagraph 4(b) from an employee or otherwise receiving actual notice of such conviction. Employers of convicted employees must provide notice, including position titl designee on whose grant activity the convicted employee was working, unless the Federal agency has designated a central point for the receipt of such notices. Notice shall include the identification number(s) of each affected grant; 6.Taking one of the following actions, within 30 calendar days of receiving notice under subparagraph 4(b), with respect to any employee who is so convicted Î a.Taking appropriate personnel action against such an employee, up to and including termination, consistent with the requirements of the Rehabilitation Act of 1973, as amended; or b.Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; 7.Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs 1, 2, 3, 4, 5 and 6. 42 Page Anti-Lobbying -- To the best of the jurisdiction's knowledge and belief: No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or of Congress, an officer or employee of Congress, or an employee in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or of Congress, an officer or employee of Congress, or an employee connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; and It will require that the language of paragraph 1 and 2 of this anti-lobbying certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. Authority of Jurisdiction -- The consolidated plan is authorized under State and local law (as applicable) and the jurisdiction possesses the legal authority to carry out the programs for which it is seeking funding, in accordance with applicable HUD regulations. Consistency with plan -- The housing activities to be undertaken with CDBG, HOME, ESG HOPWA funds are consistent with the strategic plan. Section 3 -- It will comply with section 3 of the Housing and Urban Development Act of 1968, and implementing regulations at 24 CFR Part 135. Signature/Authorized Official Date George C. Campbell Name City Manager Title 215 E. McKinney Street Address Denton Texas 76201 City/State/Zip (940) 349-8307 Telephone Number 43 Page Specific CDBG Certifications The Entitlement Community certifies that: Citizen Participation -- It is in full compliance and following a detailed citizen parti satisfies the requirements of 24 CFR 91.105. Community Development Plan -- Its consolidated housing and community development plan identifi community development and housing needs and specifies both short-term and long-term community development objectives that provide decent housing, expand economic opportunities primarily for persons of low and moderate income. (See CFR 24 570.2 and CFR 24 part 57 Following a Plan -- It is following a current consolidated plan (or Comprehensive Housing Affordability Strategy) that has been approved by HUD. Use of Funds -- It has complied with the following criteria: Maximum Feasible Priority - With respect to activities expected to be assisted with CDBG funds, it certifies that it has developed its Action Plan so as to give maximum feasible priority to activities which benefit low and moderate income families or aid in the prevention or elimination of slums or blight. The Action Plan may also include activities which the grantee certifies are designed to meet other community development needs having a particular urgency because existing conditions pose a serious and immediate threat to the health or welfare of the community, and other financial resources are not available); Overall Benefit - The aggregate use of CDBG funds including section 108 guaranteed loans during program year(s) 2013 , (a period specified by the grantee consisting of one, two, or three specific consecutive program years), shall principally benefit persons of low and moderate income in a manner that ensures that at least 70 percent of the amount is expended for activities that benefit such persons during the designated period; Special Assessments - It will not attempt to recover any capital with CDBG funds including Section 108 loan guaranteed funds by assessing any amount against properties owned and occupied by persons of low and moderate income, including any fee charged or assessment made as a condition of obtaining access to such public improvements. However, if CDBG funds are used to pay the proportion of a fee or assessment that relates to the capital costs of public improvements (assisted in part with CDBG funds) financed from other revenue sources, an assessment or charge may be made against the property with respect to the public improvements financed by a source other than CDBG funds. The jurisdiction will not attempt to recover any capital costs of public improvements assisted with CDBG funds, including Section 108, unless CDBG funds are used to pay the proportion of fee or assessment attributable to the capital costs of public improvements financed from other revenue sources. In this case, an assessment or charge may be made against the property with respect to the public improvements financed by a source other than CDBG fun properties owned and occupied by moderate-income (not low-income) families, an assessment or charge may be made against the property for public improvements financed by a source other than CDBG funds if the jurisdiction certifies that it lacks CDBG funds to cover the assessment. 44 Page Excessive Force -- It has adopted and is enforcing: A policy prohibiting the use of excessive force by law enforcement agencies within its jurisdiction against any individuals engaged in non-violent civil rights demonstrations; and A policy of enforcing applicable State and local laws against physically barring entrance to or exit from a facility or location which is the subject of such non-violent civil rights demonstrations within its jurisdiction; Compliance With Anti-discrimination laws -- The grant will be conducted and administered in conformity with title VI of the Civil Rights Act of 1964 (42 USC 2000d), the Fair Housing Act (42 USC 3601-3619), and implementing regulations. Lead-Based Paint -- Its activities concerning lead-based paint will comply with the requirements of part 35, subparts A, B, J, K and R, of title 24; Compliance with Laws -- It will comply with applicable laws. Signature/Authorized Official Date George C. Campbell Name City Manager Title 215 E. McKinney Street Address Denton Texas 76201 City/State/Zip (940) 349-8307 Telephone Number 45 Page Specific HOME Certifications The HOME participating jurisdiction certifies that: Tenant Based Rental Assistance -- If the participating jurisdiction intends to provide tenant-based rental assistance: The use of HOME funds for tenant-based rental assistance is an essential element of the participating jurisdiction's consolidated plan for expanding the supply, affordability, and availability of decent, safe, sanitary, and affordable housing. Eligible Activities and Costs -- it is using and will use HOME funds for eligible activities and costs, as described in 24 CFR § 92.205 through 92.209 and that it is not using and will not use HOME funds for prohibited activities, as described in § 92.214. Appropriate Financial Assistance -- before committing any funds to a project, it will evaluate the project in accordance with the guidelines that it adopts for this purpose and will not invest any more HOME funds in combination with other Federal assistance than is necessary to provide affordable housing; Signature/Authorized Official Date George C. Campbell Name City Manager Title 215 E. McKinney Street Address Denton Texas 76201 City/State/Zip (940) 349-8307 Telephone Number 46 Page APPENDIX TO CERTIFICATIONS Instructions Concerning Lobbying and Drug-Free Workplace Requirements Lobbying Certification This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Drug-Free Workplace Certification By signing and/or submitting this application or grant agreement, the grantee is providing the certification. The certification is a material representation of fact upon which reliance is placed when the agency awards the grant. If it is later determined that the grantee knowingly rendered a false certification, or otherwise violates the requirements of the Dru addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. Workplaces under grants, for grantees other than individuals, ne certification. If known, they may be identified in the grant app identify the workplaces at the time of application, or upon award, if there is no application, the grantee must keep the identity of the workplace(s) on file in its office and make the information available for Federal inspection. Failure to identify all known workplaces constitutes a violation of the grantee's drug-free workplace requirements. Workplace identifications must include the actual address of buildings (or parts of buildings) or other sites where work under the grant takes place. Categorical descriptions may be used (e.g., all vehicles of a mass transit authority or State highway department while in operation, State employees in each local unemployment office, performers in concert halls or radio stations). If the workplace identified to the agency changes during the performance of the grant, the grantee shall inform the agency of the change(s), if it previously identified the workplaces in question (see paragraph three). 8.The grantee may insert in the space provided below the site(s) for the performance of work done in connection with the specific grant: Place of Performance (Street address, city, county, state, zip code) Check if there are workplaces on file that are not identified here. The certification with regard to the drug-free workplace is required by 24 CFR part 21. Place Name Street City County State Zip Community Development 601 E. Hickory, Denton Denton TX 76205 Department Suite B 47 Page Definitions of terms in the Nonprocurement Suspension and Debarment common rule and Drug-Free Workplace common rule apply to this certification. Grantees' attention is called, in particular, to the following definitions from these rules: "Controlled substance" means a controlled substance in Schedules I through V of the Controlled Substances Act (21 U.S.C. 812) and as further defined by regulation (21 CFR 1308.11 through 1308.15); "Conviction" means a finding of guilt nolo contendere (including a plea of ) or imposition of sentence, or both, by any judicial body charged with the responsibility to determine violations of the Federal or State criminal drug statutes; "Criminal drug statute" means a Federal or non-Federal criminal statute involving the manufacture, distribution, dispensing, use, or possession of any controlled substance; "Employee" means the employee of a grantee directly engaged in the performance of work under a grant, including: a.All "direct charge" employees; b.all "indirect charge" employees unless their impact or involveme performance of the grant; and c.temporary personnel and consultants who are directly engaged in the performance of work under the grant and who are on the grantee's payroll. This include workers not on the payroll of the grantee (e.g., volunteers, even if used to meet a matching requirement; consultants or independent contractors not on the grantee's payroll; or employees of subrecipients or subcontractors in cove Note that by signing these certifications, certain documents must be completed, in use, and on file for verification. These documents include: 1. Analysis of Impediments to Fair Housing 2. Citizen Participation Plan 3. Anti-displacement and Relocation Plan Signature/Authorized Official Date George C. Campbell Name City Manager Title 215 E. McKinney Street Address Denton, Texas 76201 City/State/Zip (349) 349-8307 Telephone Number 48 Page APPENDIX #4 Annual Housing Goals 49 Page Annual Housing Completion Goals (Table 3B) Expected Annual Actual Annual Resources used during the period Grantee Name: Number of Units Number of Units Program Year: To Be Completed Completed CDBG HOME ESGHOPWA BENEFICIARY GOALS (Sec. 215 Only) Homeless households Non-homeless households 52 Special needs households Total Sec. 215 Beneficiaries* 52 RENTAL GOALS (Sec. 215 Only) Acquisition of existing units Production of new units Rehabilitation of existing units Rental Assistance Total Sec. 215 Affordable Rental HOME OWNER GOALS (Sec. 215 Only) Acquisition of existing units Production of new units Rehabilitation of existing units 34 Homebuyer Assistance 18 Total Sec. 215 Affordable Owner 52 COMBINED RENTAL AND OWNER GOALS (Sec. 215 Only) Acquisition of existing units Production of new units Rehabilitation of existing units 34 Rental Assistance Homebuyer Assistance 18 Combined Total Sec. 215 Goals* 52 OVERALL HOUSING GOALS (Sec. 215 + Other Affordable Housing) Annual Rental Housing Goal Annual Owner Housing Goal 52 Total Overall Housing Goal 52 50 Page Exhibit 2 Resolution ConsentAgendaF AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Vance Kemler at 349-8044 ACM: Bryan Langley SUBJECT Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the Buy Board Cooperative Purchasing Network for the acquisition of fifteen (15) solar compacting trash and recycling units for the Solid Waste Division; and providing an effective date (File 5229-Purchase of Fifteen (15) Solar Compacting Trash and Recycling Units awarded to Adrite in the amount of $113,284.80 of which $60,014.90 will be paid by North Central Texas Council of Governments Regional Solid Waste Grant funds). The Public Utilities Board recommends approval (6-0). FILE INFORMATION This item is for the purchase of fifteen (15) solar-powered recycling and trash compactor unit sets that will replace conventional trash containers. The units will be placed in high use public areas such as the Downtown Square District, Hickory Street Corridor, Denton County Transit Authority (DCTA) Light Rail Transit Center, and the Fry Street District. The containers compact at a ratio of 4:1, and have an on-board communication system that notifies staff when they are full. This reduces the need for collections, with an estimated reduction from three (3) days per week, to one (1) day per week, saving time and money. The City of Denton was awarded a North Central Texas Council of Governments (NCTCOG) Regional Solid Waste Grant for Fiscal Year 2012-2013 in the amount of $66,014.90. The grant funds will be used to purchase fifteen (15) solar compacting recycling containers in the amount of $60,014.90. The Solid Waste and Recycling Department and the Parks and Recreation Department will provide the funds for fifteen (15) solar compacting trash containers to make a unit set at each location. The remaining $6,000.10 of grant money will be used for outreach/marketing costs not associated with the purchase from Adrite. This grant project supports the goals of the City of Denton Downtown Implementation Project. The pedestrian containers will increase recycling and reduce litter in the City of Denton Downtown Square District and the outdoor public spaces located in the downtown target area as referenced above. Agenda Information Sheet May 7, 2013 Page 2 PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On April 8, 2013, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. On June 5, 2012, the City Council passed Resolution 2012-016, authorizing the filing of the application for a NCTCOG Regional Solid Waste Program-Local Implementation Project, Recycling Project. RECOMMENDATION Approve the purchase of fifteen (15) solar compacting trash and recycling units through the Buy Board Cooperative Purchasing Network Contract 346-10 from Adrite in the amount of $113,284.80. PRINCIPAL PLACE OF BUSINESS Adrite Fort Worth, TX ESTIMATED SCHEDULE OF PROJECT The containers are estimated to be delivered and operational by August 2013. FISCAL INFORMATION This expenditure will be funded from operating account 6600985.1355.30100 in the amount of $60,014.90 and 660098594.1355.30100 in the amount of $53,269.90. Requisition# 112525 has been entered in the Purchasing software system. $60,014.90 will be reimbursed by a NCTCOG Residential Solid Waste Grant. EXHIBITS Exhibit 1: Buy Board Pricing from Adrite Exhibit 2: Draft Public Utilities Board Minutes Respectfully submitted: Chuck Springer, 349-8260 Director of Finance 1-AIS-RFP 5229 Adrite - Distributor of BigBelly 5920 Meredith Lane, Fort Worth, TX 76134 817-946-3107 kathy@solartc.com QUOTE CustomerMisc NameCity of Denton (Grant)Date3/29/2013 AddressQuote No.121085 CityStateTXZIPRepKathy PhoneFOBdestination QtyDescriptionUnit PriceTOTAL 15BB 4 Compacting Recycle Unit$ 2,995.00$ 44,925.00 10Lifetime wireless communication$ 1,349.00$ 13,490.00 15shipping; each individual unit shipped on 1 pallet$ 106.66$ 1,599.90 BB4 Pricing includes: 1. BB4 Solar Powered Recycling Compactor, and all hardware need Installation, including service manual 2. CLEAN wireless communication hardware and lifetime software BuyBoard Contract 346-10 Pricing stated on BuyBoard includes discount SubTotal 60,014.90$ Select OneTax Rate(s)0.00%$ - Payment Comments$ 60,014.90 TOTAL Name Office Use Only Adrite - Distributor of BigBelly 5920 Meredith Lane, Fort Worth, TX 76134 817-946-3107 kathy@solartc.com QUOTE CustomerMisc NameCity of DentonDate2/27/2013 AddressQuote No.121085 CityStateTXZIPRepKathy PhoneNicholas VincentFOBdestination QtyDescriptionUnit PriceTOTAL 15BigBelly 4 (match)$ 2,995.00$ 44,925.00 5lifetime wireless for BB4 & BB4 compacting recycle kiosk$ 1,349.00$ 6,745.00 15shipping; each individual unit shipped on 1 pallet$ 106.66$ 1,599.90 BB4 Pricing includes: 1. BB4 Solar Powered Trash Compactor, and all hardware needed f Installation, including service manual 2. CLEAN wireless communication hardware and lifetime software Price quoted from BuyBoard contract 346-10 Pricing stated on BuyBoard includes discount SubTotal 53,269.90$ Select OneTax Rate(s)0.00%$ - Payment Comments$ 53,269.90 TOTAL Name Office Use Only Exhibit 2 DRAFT MINUTES 1 PUBLIC UTILITIES BOARD 2 3 April 8, 2013 4 5 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is 6 present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on 7 Monday, April 8, 2013 at 9:01 a.m. in the Service Center Training Room, City of Denton Service 8 Center, 901A Texas Street, Denton, Texas. 9 10 Present: Chairman Dick Smith, Vice Chair Billy Cheek, Secretary Randy 11 Robinson, Phil Gallivan, Leonard Herring and Lilia Bynum 12 13 Absent: Barbara Russell 14 15 Ex Officio Members: Howard Martin, ACM Utilities; George Campbell, CM 16 OPEN MEETING: 17 18 CONSENT: 19 20 21 4)Consider recommending the purchase of (15) Big Belly solar compacting trash and recycling 22 units according to the awarded grant project from The North Central Texas Council of 23 Governments in the amount of $119,284.80. 24 25 Chair Smith stated that there has been some discussion on solar units but is curious about the 26 history and how long will they be in service. Vance Kemler, General Manager Solid Waste, 27 answered the back ground includes the City Council putting together a resolution in 2008 that 28 expanded the reduction and increase in recycling. All special events would have recycling 29 offered. In 2011 staff applied for a solid waste grant through NCTCOG to get the waste units. 30 One side is a compactor for trash the other side is non-compaction for recycling. Solid Waste 31 received 12 of these units. They are in the downtown area. Those units have a cell phone 32 communication unit that lets the parks department know then they are full; this communication is 33 only on the compactor side. They work successfully the only problem is the side that is non- 34 compaction recycling units overflows without any way to know when they are full. 35 Communication devices for the recycling sides were not offered at the original purchase. 36 37 This new grant is for 15 recycling compactors. With that $66,000 grant solid waste has agreed to 38 purchase more trash compactors to further support the Downtown Implementation Plan. Solid 39 Waste was worked with Parks department to make sure the program has been successful, and it 40 has been. In addition Keep Denton Beautiful has received a grant to place these units on Fry 41 Street. This also reduces the operating cost and collection costs as well. This grant includes free 42 lifetime wireless communication. 43 44 45 boxes with a solar panel on the top. They are dark green without wrapping. The units on the 46 square are wrapped with blue bonnets. Smith asked about vandalizing on the solar cell. Kemler 47 answered that has not been a problem. Draft Minutes of the Public Utilities Board Meeting April 8, 2013 Page 2 of 2 1 Board Member Cheek motioned to approve item 4 with a second from Board Member 2 Bynum. The vote was 6-0 approved 3 . 4 5 Adjournment 9:30 a.m. ORDINANCE NO. ___________ AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A CONTRACT THROUGH THE BUY BOARD COOPERATIVE PURCHASING NETWORK FOR THE ACQUISITION OF FIFTEEN (15) SOLAR COMPACTING TRASH AND RECYCLING UNITS FOR THE SOLID WASTE DIVISION; AND PROVIDING AN EFFECTIVE DATE (FILE 5229-PURCHASE OF FIFTEEN (15) SOLAR COMPACTING TRASH AND RECYCLING UNITS AWARDED TO ADRITE IN THE AMOUNT OF $113,284.80 OF WHICH $60,014.90 WILL BE PAID BY NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS REGIONAL SOLID WASTE GRANT FUNDS). WHEREAS, pursuant to Ordinance 2005-034, the Buy Board Cooperative Purchasing Network has solicited, received, and tabulated competitive bids for the purchase of necessary materials, equipment, supplies, or services in accordance with the procedures of state law on behalf of the City of Denton; and WHEREAS, the City Manager or a designated employee has reviewed and recommended that the herein described materials, equipment, supplies, or services can be purchased by the City through the Buy Board Cooperative Purchasing Network programs at less cost than the City would expend if bidding these items individually; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies, or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. e in office of the Purchasing Agent, are hereby accepted and approved as being the lowest responsible bids for such items: FILE NUMBER VENDOR AMOUNT 5229 Adrite $113,284.80 SECTION 2. By the acceptance and approval of the items set forth in the referenced file number, the City accepts the offer of the persons submitting the bids to the Buy Board Cooperative Purchasing Network for such items and agrees to purchase the materials, equipment, supplies, or services in accordance with the terms, conditions, specifications, standards, quantities and for the specified sums contained in the bid documents and related documents filed with the Buy Board Cooperative Purchasing Network and the purchase orders issued by the City. SECTION 3. Should the City and persons submitting approved and accepted items set forth in the referenced file number wish to enter into a formal written agreement as a result of the g Network, 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 and standards contained in the Proposal submitted to the Buy Board Cooperative Purchasing Network, and related documents herein approved and accepted. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5229 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the items set forth in the referenced file number, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approval purchase orders or pursuant to a written contract made pursuant thereto as authorized herein SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this ________ day of ______________, 2013. ______________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: ________________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ________________ BY: _________________ 4-ORD-File 5229 ConsentAgendaG AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Phil Williams at 349-8487 ACM: Bryan Langley SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the expenditure of funds for the purchase of Schweitzer Engineering Laboratories, Inc. (SEL) ICON equipment, factory set up and testing, and on-site training from Schweitzer Engineering Laboratories, Inc., which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5224-Purchase of SEL ICON Equipment for Denton Municipal Electric in an amount not-to-exceed $261,902.75). The Public Utilities Board recommends approval by a vote of (6-0). FILE INFORMATION This item is for Schweitzer Engineering Laboratories, Inc. (SEL) ICON equipment, factory set up, testing, and on- network terminal hardware in existing substations and to provide equipment for four (4) additional sites in the near future. A complete description of this highly specialized procurement is included in the attached Public Utilities Board Agenda Information Sheet (Exhibit 1). Chapter 252 of the Texas Local Government Code exempts from the competitive bid process, those supplies and resources protected by copyright or patent and available from only one source. Schweitzer Engineering Laboratories, Inc. is the sole manufacturer and distributer of the SEL ICON Multiplexer which is proprietary in nature. A sole source letter is attached as Exhibit 2. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On April 8, 2013, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. RECOMMENDATION Approve a one (1) year contract with Schweitzer Engineering Laboratories, Inc. with the option to renew for two (2) additional one (1) year periods, in an amount not to exceed $261,902.75. Agenda Information Sheet May 7, 2013 Page 2 PRINCIPAL PLACE OF BUSINESS Schweitzer Engineering Laboratories, Inc. Pullman, WA ESTIMATED SCHEDULE OF PROJECT This is a one (1) year contract effective from date of award with the option to renew for two (2) additional one (1) year periods. Delivery time for the SEL Hardware is approximately twelve (12) weeks. FISCAL INFORMATION This item will be funded from 2012-2013 Capital Improvements Program accounts 602792497.13553970 in the amount of $138,606.75 and 602792499.1355 in the amount of $123,296. EXHIBITS Exhibit 1: Public Utilities Board Agenda Information Sheet Without Exhibits Exhibit 2: Sole Source Letter from Schweitzer Engineering Laboratories, Inc. Exhibit 3: SEL Pricing Exhibit 4: Public Utilities Board Draft Minutes Respectfully submitted: Chuck Springer, 349-8260 Director of Finance 1-AIS-RFP 5224 Exhibit 1 PUBLIC UTILITIES BOARD AGENDA ITEM #3 AGENDA INFORMATION SHEET AGENDA DATE: April 8, 2013 DEPARTMENT: Electric Engineering UTILITIES ACM: Howard Martin, Utilities, 349-8232 ______________________________________________________________________________ SUBJECT Consider recommending approval for the purchase of Schweitzer Engineering Laboratories, Inc. © (SEL) ICON equipment, factory set up and testing, and on-site training to replace the Denton Municipal Electric fiber optic transport network terminal hardware in the substations. This equipment is available from only one vendor and/or manufacturer. Section 252.022(a)(7) of the Texas Local Government Code exempts such purchases from the requirements of competitive procurement (File No. 5224 - awarded to SEL in an amount not-to-exceed $261,902.75). BACKGROUND The speed and amount of data transmitted over a communication network can be described by bandwidth - the wider the bandwidth, the more information that can be transmitted. Decades ago, the standard for network systems was copper; however, new products were introduced to the market and starting in the mid- lines with fiber optics at OC1 data rate. This action took the capability of the DME communication network to 52 Mbps. In 2006, the initial fiber system was once again upgraded to increase the bandwidth to 622 Mbps. The action taken in 2006 was done to improve the data rom OC1 to OC12 data rate. SCADA is used to monitor the 69 and 138 kV transmission systems, and the 13.2 kV distribution system. As years passed, more data-generating components have been added to the fiber optic network. Today these components include: SCADA Security Cameras Card readers for building access Substation metering T1 Communications The AMI mesh network Phone circuits to the substation and its metering All of these components are essential to the safe and secure operation and monitoring of the Denton County data traffic is carried on this system it is used only for DME. DME utilizes a AIS PUB Agenda Item #3 April 8, 2013 Page 2 of 4 Figure 1 ring network design which is graphically shown in below. Please note the Figure includes only a representative number of substations on the DME system. The advantage of the rerouting its path to re-establish communication. With all of the components on the system today, the existence of system performance degradation has been identified. The existing fiber network is at 90-95% utilization. In order for more critical data to be transmitted over the network, this high level of utilization occasionally requires taking the security cameras at the substations off-line. More components are expected to be added to the fiber network - even today, discussion has started to consider the implementation of a third path for the substation protective relaying which will increase the data on the current bandwidth. RDWELLSSUB SELICON SONETMUX LOCUSTSUB DENTONSUB Figure 1 DME currently has twenty-four (24) site locations; which includes offices, transmission switch stations, and distribution substations; planned for equipment upgrade or replacement associated with this project. This project also includes four additional sites for the near future Cooper Creek, Kings Row, McKinney Substation, and the DME Communication Office. These four other sites will bring the total sites to twenty-eight (28). Technology associated with the transmission of data on a fiber network is constantly improving and becoming less expensive. On average, the cost to upgrade the system is expected to average $25,000 per site location; whereas, the new installation of the ICON system will average around $8,960 per node location. To understand the cost/benefit for DME, simple financial methodologies were used to calculate a cost comparison of upgrading the current fiber network to the new SEL ICON fiber network. Upgrading the current equipment (GE JMux) system is estimated to cost approximately $600,000 (24 existing site locations X $25,000 per location); whereas, installation of the ICON system for existing and planned is estimated to cost $215,040 (24 existing site locations X AIS PUB Agenda Item #3 April 8, 2013 Page 3 of 4 $8,960 per location). Based on this analysis, DME is recommending replacement of the components to the SEL ICON system which will provide an OC48 data rate. The bid from Schweitzer Electric Labs for the twenty-eight (28) sites associated with this project GigE SFP components will allow the Ethernet to increase from 100 Mb to 2 Gb. The quote also includes a two-day, on-site training for the equipment provided by an SEL instructor for a maximum of 8 participants for $6,000.00. The total quote for the SEL ICON equipment is $261,902.75 ($250,852.75 (SEL ICON) + $6,000.00 (on-site training) + $5,040 (GigESFPs)). OPTIONS 1.Recommend the approval of the purchase of equipment and on-site training from Schweitzer Engineering Laboratories, Inc. with the proposed amount of $261,903. 2.Not Recommend the approval of the purchase of equipment and on-site training from Schweitzer Engineering Laboratories, Inc. with the proposed amount of $261,903 and provide directions on what other actions to take. RECOMMENDATION DME recommends approving the purchase of equipment and on-site training from Schweitzer Engineering Laboratories, Inc. with the proposed amount of $261,903. ESTIMATED SCHEDULE OF PROJECT DME seeks to gain approvals from the Public Utility Board on April 8, 2013. Delivery time for the SEL ICON hardware, as described above, is approximately 12 weeks. An order will be placed when approval is granted and installation will begin once the equipment has been received. PRIOR ACTION/REVIEW (Council, Boards, Commissions) There has been no prior action related to this purchase; however, the proposed purchases are consistent with project information detailed in CIP and Budget documentation. DATE SCHEDULED FOR COUNCIL APPROVAL This project is scheduled to be before the Denton City Council on April 16, 2013. FISCAL INFORMATION Funded from 2012/2013 CIP Budget # 602792497.1355.3970 and 602792499.1355.3970. AIS PUB Agenda Item #3 April 8, 2013 Page 4 of 4 BID INFORMATION Not Applicable EXHIBITS 1.Exhibit A Sole source letter from Schweitzer Engineering Laboratories 2.Exhibit B SEL Price quote Respectfully submitted: Phil Williams General Manager of Electric Utilities Denton Municipal Electric Prepared by: Jerry Fielder, P.E. Division Engineering Manager - Distribution Denton Municipal Electric 9IL.L THIS PAGE INTENTIONALLY LEFT BLANK 3 To: Denton Municipal Electric Proposal: 901 C Texas Street ICN1066f Denton Texas 76209 Attn: Coy Werner 12-Feb-2013 Payment Terms:Delivery:FOB: Net 30 Days60 DaysShipping Point ItemDescriptionTotal Price 1SEL-ICON network consisting of attached equipment lists and netw$250,862.75 2SELU on site training per the attached addendum$ 6,000.00 3Quantity 28 singlemode GigE SFPs (10 Km) $ 5,040.00 ICON nodes and circuits will be pre-provisioned and tested at SE Delivery Center in Pullman WA prior to delivery, and labeled for installation unless specifically stated otherwise. SEL-5051 NMS software is a one time fee. The software may be co distributed as required in order to provide necessary engineerin operational support of the optical network. There is no annual fee. Software upgrades with new features will be available from nominal upgrade fee. TOTAL: $ 261,902.75 SELPurchaser's Acceptance By: Ken Fodero By: Title: R&D ManagerTitle: Date: 12-Feb-2013Date: Signature: Signature: 9IL.L 3 SEL ICON Equipment List Site 1Site 2 Spencer SwitchSpencer Office Part #Option #Unit Price Description 19" shelf 8001-0101$690.00 21 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 22 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 2 Control Modules Line Module. Must add SFPs 8020-0101$1,522.5021 Server Module 8030-0101$450.0021 Access Module (Full Height) Access Module Cover 8049-0101$11.2564 Quattro Module + Sub Modules Quattro Module 8050-0101$156.0083 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.0017 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 2 Port FXO (single sub-module slot) 8067-0101$240.0030 Sub-Module Cover 8099-0101$11.2515 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.002 OC-48, 1310 nm LC Connector 8121$1,206.0022 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.5021 Services Manufacturing System Engineering 8190MSE$500.00 21 Manufacturing Assembly Wire and Test 9191MAWT$750.00 21 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $23,101.75$9,202.25 Sheet 1 of 13 3 SEL ICON Equipment List Site 3Site 4 WoodrowPockrus Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 66 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 11 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 1 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 23 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 20 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $8,288.00$8,658.50 Sheet 2 of 13 3 SEL ICON Equipment List Site 5Site 6 TeasleyLocust Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 56 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 21 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 1 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 41 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 33 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $9,077.00$8,059.25 Sheet 3 of 13 3 SEL ICON Equipment List Site 7Site 8 City Hall EastRay Wells Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 21 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 1 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 74 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 3 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 1 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 9 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 02 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $7,640.75$10,410.50 Sheet 4 of 13 3 SEL ICON Equipment List Site 9Site 10 Jim CrystalFT Worth Drive Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 55 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 22 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 11 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 44 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 33 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $9,077.00$9,077.00 Sheet 5 of 13 3 SEL ICON Equipment List Site 11Site 12 Denton WestHickory Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 66 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 11 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 12 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 32 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $8,059.25$8,288.00 Sheet 6 of 13 3 SEL ICON Equipment List Site 13Site 14 Bonnie BraeNorth Lake Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 66 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 11 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 32 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 12 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $8,516.75$8,288.00 Sheet 7 of 13 3 SEL ICON Equipment List Site 15Site 16 Denton NorthKings Row Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 56 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 21 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 1 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 61 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 13 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $9,534.50$8,059.25 Sheet 8 of 13 3 SEL ICON Equipment List Site 17Site 19 Industrial (no site ARCO 18) Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 65 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 12 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 11 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 15 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 22 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $8,201.00$9,305.75 Sheet 9 of 13 3 SEL ICON Equipment List Site 20Site 21 Spencer Spencer Dispatch Interchange Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 66 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 11 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 1 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 13 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 22 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $8,201.00$8,528.00 Sheet 10 of 13 3 SEL ICON Equipment List Site 22Site 23 Audra LaneMcKinney 69 Part #Option #Unit Price Description 19" shelf 8001-0101$690.0011 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 11 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 11 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 11 Server Module 8030-0101$450.00 11 Access Module (Full Height) Access Module Cover 8049-0101$11.25 66 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 11 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 33 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 11 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 22 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 11 Services Manufacturing System Engineering 8190MSE$500.00 11 Manufacturing Assembly Wire and Test 9191MAWT$750.00 11 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $8,516.75$8,516.75 Sheet 11 of 13 3 SEL ICON Equipment List Site 24Spares UNTSpare Modules Part #Option #Unit Price Description 19" shelf 8001-0101$690.0014 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block 14 MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block 14 Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 14 Server Module 8030-0101$450.00 14 Access Module (Full Height) Access Module Cover 8049-0101$11.25 620 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 15 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 2 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 310 2 Port FXO (single sub-module slot) 8067-0101$240.00 10 Sub-Module Cover 8099-0101$11.25 110 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 24 OC-48, 1310 nm LC Connector 8122$1,496.25 4 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 SEL-5051 node license 505120XX4$637.50 14 Services Manufacturing System Engineering 8190MSE$500.00 1 Manufacturing Assembly Wire and Test 9191MAWT$750.00 1 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 2 Bullet GPS Antenna Mounting Kit 915900043$93.75 2 Gas Tube Coaxial Surge Protector 200-2005$75.00 2 Surge Protector Mounting Bracket 200-2006$4.50 2 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 2 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 2 TOTAL $ $8,516.75$33,489.00 Sheet 12 of 13 3 SEL ICON Equipment List Software SEL-5051 Part #Option #Unit Price Description 19" shelf 8001-0101$690.00 Power Modules HV AC/DC 110-240V 80W Power Module for 19" shelf. 8011-0202$300.00 Terminal Block MV DC 24/48 80W Power Module for 19" shelf. Terminal 8011-0303$300.00 Block Control Modules Line Module. Must add SFPs 8020-0101$1,522.50 Server Module 8030-0101$450.00 Access Module (Full Height) Access Module Cover 8049-0101$11.25 Quattro Module + Sub Modules Quattro Module 8050-0101$156.00 Data Sub Modules Nx64F C37.94 MM (single sub-module slot) 8051-0101$162.00 Async Data (single sub-module slot) 8053-0101$153.00 8057-0101$450.00 DS-1 (dual sub-module slot, quad DS-1 interfaces) 2 Port 4W VF (single sub-module slot) 8065-0101$240.00 Single Port FXS (single sub-module slot) 8066-0101$240.00 2 Port FXO (single sub-module slot) 8067-0101$240.00 Sub-Module Cover 8099-0101$11.25 Small Form Factor Pluggables (SFPs) OC-48 SFPs 8120$855.00 OC-48, 1310 nm LC Connector 8121$1,206.00 OC-48, 1310 nm LC Connector 8122$1,496.25 OC-48, 1550 nm LC Connector 8123$1,948.50 8124$2,805.75 Software SEL-5051 system software (one time fee) 505113WX4$4,250.00 1 SEL-5051 node license 505120XX4$637.50 Services Manufacturing System Engineering 8190MSE$500.00 Manufacturing Assembly Wire and Test 9191MAWT$750.00 TBD 8192$0.00 OC-48 Encryption OC-48 Encryption Module w/ FO patchcords 802901$2,250.00 Accessories GPS Antenna GPS Antenna, 5V 35dB Gain 235-0103$187.50 Bullet GPS Antenna Mounting Kit 915900043$93.75 Gas Tube Coaxial Surge Protector 200-2005$75.00 Surge Protector Mounting Bracket 200-2006$4.50 8' RG-6 Cable, TNC Connectors on Both Ends C960-8$27.75 75' RG-6 Cable, TNC Connectors on Both Ends C960-75$39.75 TOTAL $ $4,250.00 Sheet 13 of 13 3 SEL UNIVERSITY TRAINING SERVICES ADDENDUM DescriptionSEL University will provide the following training on the APP ICON, Communication Multiplexer Application training.Training will occur on mutually agreeable dates in 2012-2013. Arrangements SEL University will ship all training manuals and other materials for the course to a designatedCity of Denton location approximately one week prior to the training course. 1.The SEL University instructor will arrive one day prior to the start of training to set up. City of Denton will provide facility access to the SEL University instructor to accommodate set up. 2.City of Denton: Training room with flip charts and white boards A. B.Each student should have a scientific calculator capable of performing computations involving complex numbers. A laptop computer per student with the following software and requirements. See below. C.Projector for connection to the instructor’s laptop computer D.Lunch/breaks at customer’s discretion 3.SEL University will provide: A.Training manuals or reference materialsfor 8 students maximum. B.Certificate of attendance C.CD-ROM with lab exercises, application guides, and technical papers. D.Equipment, test sets and cables as needed. PersonnelOne instructor inthe West regionwilllead the course. Instructors may be substituted or added at any time.Depending on course. The cost for the 2dayAPP ICON courseis $5,000USDplus the reimbursement material/equipment shipping expenses not to exceed a total Feesand Terms of $1000 USD. and Conditions A purchase order or alternative payment arrangement is required twoweeks prior to the training date sent to the attention of Jolynn Kress at 2350 NE Hopkins Court, Pullman, WA 99163. Any training provided by SEL University is subject to the standard SEL University Terms and Conditions, attached. SEL will invoice upon completion of the training, as long as credit has been already been established with SEL. Agenda Day 1 Integrated Communications Optical Network SEL ICON Overview SEL-5051 Network Management System Software Introduction Network Topology Provisioning Day 2 Serial Channel Provisioning Page 1 of 2 Date Code 2010 3 SEL UNIVERSITY TRAINING SERVICES ADDENDUM Provisioning an Ethernet Channel ICON Testing and Maintenance Additional requirements: Alaptop computer with a working CD-ROM drive, USB and/or serial ports. Please check with your IT department and verify you have administrator rights to the laptop you are bringing to the course! You will also need to install SEL-5051 Network Management System (NMS)Software. This software installation will be completed during the course; please ensure that you have administrator rights for your computer. Page 2 of 2 Date Code 2010 SALES TERMS FOR SCHWEITZER ENGINEERING LABORATORIES, INC. incurred in collection of amounts due from Buyer, including with 1. General Terms. Unless otherwise agreed by SEL in writing, thlimitation legal fees and other costs (including without limitat terms (Terms) shall govern all sales of Products and Services disbursements and the allocated cost of in-house counsel). Buyer by Schweitzer Engineering Laboratories, Inc. (SEL, Inc.), 3. Delivery, Documentation and Disclosure of Information. Delivery dates are approximate, based upon prompt receipt of all necessar and/or by E. O. Schweitzer Manufacturing, a Division of Schweitz Engineering Laboratories, Inc. (EOS), (collectively, SEL). Finformation from Buyer and do not constitute a contractual purposes of these Terms and unless stated otherwise, Products obligation. If drawing approval is required, drawings must be shall mean the products manufactured by SEL, including SEL systereturned on schedule to maintain estimated shipping dates. SEL s specified on the SEL sales order acknowledgment, including withopack and ship Products according to its standard procedure, and limitation any accessories, enclosed documentation and embedded shipments shall be sent to Buyer using the SEL standard freight software, and Services shall mean any SEL training, consultingforwarder or carrier. Buyer shall pay for any increased costs du technical support and any other services specified on the SEL sales special packing, shipment (including special carriers) or insuran order acknowledgment, except for projects governed by an SEL requests, as well as any detention charges. For Products sold to Engineering Services Proposal and related terms. By accepting Buyers within the United States, title and risk of loss or damag delivery of Products or Services, Buyer agrees to be bound by thpass to Buyer upon delivery to Buyers place of business. Buyer must Terms. No order shall be deemed accepted until the SEL sales ordunpack and examine Products immediately and, if damage is acknowledgment has been sent to Buyer. SEL shall have the right discovered, (i) maintain Products at place of examination, (ii) cancel any order at any time for failure of Buyer to agree to thshipping container and packing material, (iii) notify carrier of Terms or for any material breach by Buyer of these Terms, includapparent damage in writing on carriers delivery receipt and req without limitation failure to pay any amounts due, violation of the carrier to make an inspection, (iv) notify SEL within three (3) then-current SEL Software License Agreement or noncompliance delivery and (v) send SEL a copy of carriers inspection report. with the then-current SEL credit requirements. Products sold to Buyers outside the United States, title and ris 2. Prices, Taxes and Payment Terms. Prices shall be the prices loss or damage shall pass to Buyer at SEL factory upon delivery to the effect on the date of the SEL sales order acknowledgment. Prices are freight forwarder or carrier. Buyer shall have a reasonable time subject to change without notice. Each quotation or proposal is receipt of Products to inspect and reject or accept Products. In for sixty (60) days from its date. For sales to Buyers within thevent, acceptance shall be deemed to have occurred no later than States, prices include freight prepaid to Buyers place of businthirty (30) days after shipment. Buyer may not return any Produc sales to Buyers outside the United States, prices are exclusive of awithout prior written consent of SEL. When applicable, SEL shall freight, packing or insurance charges and any customs, sales, usprovide Buyer with one (1) copy of instructions for each Product value-added, property or similar taxes, tariffs or duties. For ServiceBuyer may not reproduce such instructions. Buyer may order performed on a time and expense basis, charges shall include actual additional copies from SEL. All instructions and related time and expenses incurred in the previous calendar month. For documentation shall be in English. Although SEL or its Services performed on a fixed-price basis, charges shall include the representatives may from time to time provide translations of su price of major deliverables substantially completed in the previinstructions and documentation as a courtesy, the English versio calendar month. For Services, additional charges may result fromshall govern in the event of, and SEL shall not be liable for, any additional or changed Services due to changes in budget or scheddiscrepancies. Any information, suggestions or ideas transmitted unusual conditions or any other reasons not evident in the propoBuyer to SEL in connection with performance hereunder shall not Payment terms are net thirty (30) days from date of invoice. Allregarded as proprietary or confidential, unless identified in wr payments shall be made in the currency specified on the SEL saleBuyer and acknowledged in writing by SEL. order acknowledgment. Buyer must meet the then-current SEL credit 4. Intellectual Property. Buyer shall not challenge the validit requirements. If, in the judgment of SEL, the financial conditioSEL intellectual property, including without limitation any Buyer at any time prior to delivery does not justify the paymenttrademarks, service marks, trade dress, patents, copyrights, tra terms, SEL may require payment in advance or postpone or cancel secrets or licenses. Buyer acknowledges that SEL intellectual any outstanding order, whereupon SEL shall be entitled to receivproperty is the sole property of SEL. By sale of Products or Ser reasonable cancellation charges. Delays in delivery or non-Buyer, SEL does not transfer any SEL intellectual property right conformities in any installments shall not relieve Buyer of its (including without limitation rights to designs or other work obligation to pay any remaining installments. SEL may, at its soproduct). Buyer shall not remove or alter any trademarks, servic discretion, impose a late charge equal to the lesser of 1.5% permarks or trade dress that identify SEL, nor use any trademarks, month or the highest applicable rate allowed by law on all amounservice marks, trade dress or any other intellectual property th not paid when due. Any payment made by Buyer shall be applied tothe sole discretion of SEL, is confusingly similar to those of SEL. Any amounts due before being applied to current orders. software (including firmware) included with Products is owned by Notwithstanding the foregoing, Buyers failure to pay amounts duSEL (or its licensors) and is licensed, not sold, to Buyer. Soft shall be deemed a material breach of these Terms, and any be provided subject to the then-current SEL Software License acceptance by SEL of late payments shall not be deemed a waiver Agreement. Buyer may use the software only with Products and onl such breach. To the extent allowed by law, SEL shall recover all costs as intended by SEL. 5. Product Warranty and Services Commitment. SEL warrants to downtime costs or claims of Buyers customers for such damages. Buyer that Products are free from defects in material and SEL or its subcontractors or suppliers provide Buyer with advice workmanship for five (5) years after shipment for EOS Products, other assistance, including input of customer-provided or customer- (2) years for panels, and for ten (10) years after shipment for all requested settings and advice related thereto, concerning any Product or any system or equipment in which any such Product may other SEL Products. This warranty is conditioned upon proper storage, installation, connection, operation and maintenance of be installed, the provision of such advice or assistance shall n Products, prompt written notice to SEL of any defects and, if subject SEL to any liability, whether as a result of breach of cact, required, prompt availability of Products to SEL for correction. This indemnity, warranty, tort (including negligence), strict liabili warranty shall be void in its entirety if Buyer fails to implemeotherwise. SEL shall not be liable for any claims or losses resu required Product upgrades, modifies Products without prior writtfrom any unauthorized access to Products. Buyer confirms that it consent to and subsequent approval of any such modifications by read and understood the manuals and instructions for use of or uses Products for any applications that require product listing Products and declares its capacity to operate Products according qualification not specifically included in the SEL written quotaBuyer shall indemnify, defend and hold harmless SEL and all rela proposal. If any Product fails to conform to this warranty, Buyeparties from and against any claims, demands, causes of action, properly notifies SEL of such failure and Buyer returns the Prodlosses, costs and expenses, including without limitation legal fees SEL factory for diagnosis (and pays all expenses for such returnand other costs, arising directly or indirectly from, as a resul shall correct any such failure by, at its sole discretion, eitheconnection with the acts or omissions of Buyer, its officers, any defective or damaged Product part(s) or making available, fremployees, agents or representatives, including without limitati prepaid, any necessary replacement part(s). Any Product repair oBuyers modification or integration of any Product, (ii) Buyers upgrade shall be covered by this warranty for the longer of one specifications, (iii) Buyers relay settings, which may or may n year from date of repair or the remainder of the original warranbased on relay setting examples or guides from SEL, (iv) any cha period. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THIS made by Buyer or others related to design documents produced by WARRANTY SHALL BE EXCLUSIVE AND IN LIEU OF ALL OTHER SEL, (v) any unauthorized use or reuse of the designs, drawings, plans WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED and specifications furnished by SEL, (vi) Buyers failure to ful (INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR the password protection available in any Product (including with PARTICULAR PURPOSE AND WARRANTIES ARISING FROM COURSE OF limitation Buyers failure to use passwords or to change default PERFORMANCE OR DEALING OR USAGE OF TRADE), EXCEPT TITLE passwords to unique Buyer passwords) or (vii) any breach of thes AND PATENT INFRINGEMENT. SEL shall, whenever possible, pass the Terms by Buyer. Buyer shall maintain commercially reasonable original manufacturer warranty to Buyer for non-SEL products. SEL insurance (including waiver of subrogation) against liability an does not warrant non-SEL products, including SEL control enclosure property damage, including without limitation all standard structures, and non-SEL products within SEL panels, control commercial, environmental and, for any Products used in connecti enclosure structures and systems, and products or prototypes with any nuclear facility or activity, nuclear incident insuranc provided by SEL for testing or marketing purposes. SEL shall per7. Patent Indemnity. SEL shall defend any action brought agains Services in a manner consistent with the degree of care and skilBuyer based on a claim that any Product infringes any United Sta ordinarily exercised by members of the same profession currently patent, and SEL shall pay any award or settlement recovered agai practicing under similar circumstances. SEL shall reperform (or,Buyer in any such action and shall reimburse Buyer for reasonabl SELs option, pay a third party to reperform) any defective Servcosts incurred by Buyer in the defense of any such action, provi (including Services performed in conjunction with SEL systems) athat Buyer gives SEL prompt notice of such action, reasonable cost upon receipt of notice detailing the defect(s) within one (1) year assistance in the defense thereof and full opportunity to contro of performance of the original Services. aspects thereof, including settlement, and does not take any pos 6. Limitation of Liability, Indemnity and Insurance. In no evenadverse to SEL in connection with such action. In the event such whether as a result of breach of contract, indemnity, warranty, Product is held to constitute infringement and use of the Product is (including negligence), strict liability or otherwise, shall SEL liability to enjoined (or SEL foresees a risk of such event), SEL shall, at i Buyer or its insurers for any loss or damage exceed the price ofdiscretion, exchange the Product with a non-infringing Product, specific Product or Service that gave rise to the claim, and anyacquire the right for Buyer to continue using it, modify it so tt liability shall terminate upon the expiration of the warranty pebecomes non-infringing or repurchase it from Buyer for a fair portion No claim, regardless of form, arising from these Terms may be of the original price. SEL shall not be liable for damages that brought by Buyer more than one (1) year from the date such claimafter SEL offers one of the foregoing remedies in good faith. SE accrues. In no event, whether as a result of breach of contract,not be liable for patent infringement claims arising from custom indemnity, warranty, tort (including negligence), strict liabiliProducts, modifications of Products or integrations of Products otherwise, shall SEL be liable for any special, consequential, any non-SEL product, and Buyer shall fully indemnify, defend and incidental or punitive damages, including without limitation anyhold harmless SEL and all related parties from and against any s of profit or revenues, loss of use of Products or associated patent infringement claim. equipment, damage to associated equipment, cost of capital, cost8. Transfer to End-User Other Than Buyer. Prior to resale of any substitute products, facilities, services or replacement power, Product, Buyer shall obtain written authorization from SEL for a such resale. To obtain such authorization, Buyer shall provide Sparties, including without limitation any terms on any purchase initially and on an ongoing basis, with complete and accurate end-form. SEL rejects any representation, express or implied warrant user data for each Product. Buyer shall provide the end-user of each course of performance or dealing, trade usage or any different o Product with all product notices, warnings, instructions, additional terms not set forth herein. SEL reserves the right to modify or revoke any quote or order to comply with applicable laws recommendations, bulletins and similar materials provided direct or indirectly by SEL. In the event Buyer transfers to a third party any and market conditions. Any notice pursuant to these Terms shall Product or any right or interest therein, Buyer shall indemnify,deemed given when sent by registered or certified mail (return defend and hold harmless SEL and all related parties from and receipt requested), overnight delivery or fax (receipt confirmed against any claims against SEL in excess of any SEL obligations an authorized officer at the address or fax number provided on t these Terms by such transferee or any other party. Any assignmenSEL sales order acknowledgment or, if no such address or fax num or transfer of any Product without prior written authorization fis provided, at the registered headquarters of the other party. SEL shall void the SEL warranty. Buyer may not assign or transferights and duties hereunder shall be for the sole and exclusive Product where such assignment or transfer would violate any benefit of Buyer and SEL, and not for the benefit of any other p applicable export laws, regulations or orders. The attempted No failure or delay by either party in exercising any right or r assignment or transfer by Buyer of these Terms or any rights or or insisting upon strict compliance by the other party with any duties hereunder without prior written consent of SEL shall not obligation in these Terms, shall constitute a waiver of any right relieve Buyer of any obligations to SEL. thereafter to demand exact compliance with these Terms. The 9. Contract Variations. If Buyer requires approval of drawings, such invalidity, in whole or part, of any provision in these Terms sh approval must be received by SEL no later than ten (10) working affect the remainder of such provision or any other provision an after submittal of drawings by SEL to Buyer. Buyers failure to where possible, shall be replaced by a valid provision that effe with this requirement may result in additional costs and delays,close as possible the intent of the invalid provision. Neither p which shall be Buyers sole responsibility. Where Buyers shall be liable for failure to perform or delay in performance o specifications lack sufficient detail, SEL reserves the right toobligation under these Terms (except payment of amounts already Products in accordance with good commercial practice, as due and owing) where such failure or delay results from any even determined at the sole discretion of SEL. If at any time Buyer mbeyond its reasonable control. Any modification of these Terms m changes to its design specifications, the SEL sales order be in a writing signed by an authorized officer of SEL. acknowledgment shall be subject to renegotiation of price terms delivery to reasonably cover any resulting costs or delays. Any may be terminated by Buyer only upon written notice and payment of reasonable termination charges, including without limitation a reasonable restocking fee plus all costs incurred up to the date termination. Any order delayed at Buyers request shall be subje the prices and Terms in effect at the time of release of such de Any such order delayed beyond a reasonable period shall be treat as a Buyer termination, and Buyer shall be responsible for reaso delay and termination costs. 10. Governing Law and Dispute Resolution. The laws of the State Washington, USA, excluding conflict of laws principles, shall go these Terms. The parties reject any applicability of the United Nations Convention on Contracts for the International Sale of Go Any controversy or claim arising out of or relating to these Ter the breach thereof, shall be settled by binding arbitration administered by the American Arbitration Association in accordan with its Commercial Arbitration Rules, and judgment on the arbitration award may be entered in any court of competent jurisdiction. Arbitration shall be held in Seattle, Washington, or another location agreed upon by the parties, and shall be conduc in English. The prevailing party to any dispute shall be entitle recover legal fees and other costs (including without limitation arbitration fees, disbursements, collection costs and the alloca cost of in-house counsel). 11. Miscellaneous. These Terms constitute the entire agreement between SEL and Buyer, and supersede any prior or contemporaneous, verbal or written, agreements, negotiations, commitments, representations or correspondence between the Exhibit 4 DRAFT MINUTES 1 PUBLIC UTILITIES BOARD 2 3 April 8, 2013 4 5 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is 6 present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on 7 Monday, April 8, 2013 at 9:01 a.m. in the Service Center Training Room, City of Denton Service 8 Center, 901A Texas Street, Denton, Texas. 9 10 Present: Chairman Dick Smith, Vice Chair Billy Cheek, Secretary Randy 11 Robinson, Phil Gallivan, Leonard Herring and Lilia Bynum 12 13 Absent: Barbara Russell 14 15 Ex Officio Members: Howard Martin, ACM Utilities; George Campbell, CM 16 OPEN MEETING: 17 18 CONSENT: 19 20 21 3)Consider recommending approval for the purchase of Schweitzer Engineering Laboratories, © 22 Inc. (SEL) ICON equipment, factory set up and testing, and on-site training to replace the 23 Denton Municipal Electric fiber optic transport network terminal hardware in the 24 substations. This equipment is available from only one vendor and/or manufacturer. Section 25 252.022(a)(7) of the Texas Local Government Code exempts such purchases from the 26 requirements of competitive procurement (File No. 5224 - awarded to SEL in an amount not- 27 to-exceed $261,903). 28 Items 2 and 3 were pulled by Board Member Herring asking about the Sole Provider and 29 why DME is committing to this type of provider and if the pricing is good 30 . Phil Williams, 31 General Manager DME, answered in the Electric industry there are vendors that specialize in a 32 certain type of equipment. Once you purchase their equipment for one part of the business they 33 build the other parts that tie in to them. Some of the equipment or software they have priority 34 rights to. The way we protect ourselves from pricing is the vendors are aware if the pricing 35 becomes out of line that DME can chose to switch to a whole new product. Items two and three 36 are good on pricing. The service from the vendor has been very good for any problems. 37 38 Sears stated that especially on item #3 pricing is about half of the next vendor and has been the 39 same or down for the last 10 years. Field service and warranty are unparalleled. 40 Board Member Herring motioned to approve items 2 and 3 with a second from Board 41 Member Robinson. The vote was 6-0 approved 42 . 43 44 Adjournment 9:30 a.m. ORDINANCE NO. ____________ AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING THE EXPENDITURE OF FUNDS FOR THE PURCHASE OF SCHWEITZER ENGINEERING LABORATORIES, INC. (SEL) ICON EQUIPMENT, FACTORY SET UP AND TESTING, AND ON-SITE TRAINING FROM SCHWEITZER ENGINEERING LABORATORIES, INC., WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 5224-PURCHASE OF SEL ICON EQUIPMENT FOR DENTON MUNICIPAL ELECTRIC IN AN AMOUNT NOT TO EXCEED $261,902.75). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as file in the office of the Purchasing Agent, and the license terms attached are hereby approved: FILE NUMBER VENDOR AMOUNT 5224 Schweitzer Engineering Laboratories, Inc. $261,902.75 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5224 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the _________ day of ____________, 2013. ______________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: ______________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ________________ BY: _________________ 6-ORD-File 5224 Exhibit A Special Terms and Conditions Quantities The quantities indicated on Exhibit D are estimates based upon the best available information. The City reserves the right to increase or decrease the quantities to meet its actual needs without any adjustments in the bid price. Individual purchase orders will be issued on an as needed basis. Product Changes During Contract Term The supplier shall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to dentonpurchasing@cityofdenton.com, with the above file number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be Contract Terms The contract shall be for a one (1) year period from award date. The City and the Contractor shall have the option to renew this contract for an additional two (2) one-year periods. The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date in accordance with the provision of the City of Denton, the Contract may be further extended as needed, not to exceed a total of six (6) months. Total Contract Amount The contact total for services shall not exceed $261,902.75. Pricing shall be per Exhibit D attached. FILE 5224 ConsentAgendaH AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Phil Williams at 349-8487 ACM: Bryan Langley SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving a three (3) year expenditure of funds for the purchase of a Geographic Information/Facilities Management System (GIS) software products for core operations, enhanced web-based GIS, and a new Outage Management System from Telvent USA, LLC, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5225-Purchase of GIS Software Products, Enhanced Web-Based GIS, and Outage Management System in the not-to-exceed amount of $491,813.75). The Public Utilities Board recommends approval by a vote of (6-0). FILE INFORMATION Denton Municipal Electric (DME) maintains a master repository of records and maps for the installed electric system equipment. This item is for the purchase of Geographic Information/Facilities Management System (GIS) software products to upgrade the current GIS system; which is used to run queries on the electric system infrastructure, create engineering and operational maps, provide data for financial fixed asset accounting, budget preparation, distribution engineering analysis, and outage management tracking and reporting. A complete description of this highly specialized procurement is included in the attached Public Utilities Board Agenda Information Sheet (Exhibit 1). Chapter 252 of the Texas Local Government Code exempts from the competitive bid process, those supplies and resources protected by copyright or patent and available from only one source. Telvent USA, LLC is the sole owner and producer of ArcFM Solution software products which are proprietary in nature and a sole source letter is attached as Exhibit 2. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On April 8, 2013, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. Agenda Information Sheet May 7, 2013 Page 2 RECOMMENDATION Approve a contract with Telvent USA, LLC in the not to exceed $491,813.75. PRINCIPAL PLACE OF BUSINESS Telvent USA, LLC Fort Collins, CO ESTIMATED SCHEDULE OF PROJECT This contract will become effective from date of award with an estimated project completion timeline of five (5) months. FISCAL INFORMATION This project will be funded from operating account 600500.7854.5880. Requisition#119202 has been entered in the Purchasing software system. EXHIBITS Exhibit 1: Public Utilities Board Agenda Information Sheet Without Exhibits Exhibit 2: Sole Source Letter from Telvent USA, LLC Exhibit 3: Public Utilities Board Draft Minutes Respectfully submitted: Chuck Springer, 349-8260 Director of Finance 1-AIS-RFP 5225 Exhibit 1 PUBLIC UTILITIES BOARD AGENDA ITEM #2 AGENDA INFORMATION SHEET AGENDA DATE: April 8, 2013 DEPARTMENT : Electrical Engineering UTILITIES ACM: Howard Martin, Utilities, 349-8232 ______________________________________________________________________________ SUBJECT Consider recommending approval for the purchase of GIS software products for GIS core operations, enhanced web-based GIS, and a new Outage Management System from Telvent, LLC, Fort Collins, Colorado, which are available from only one supplier. Section 252.022(a)(7) of the Texas Local Government Code exempts such purchases from the requirements of competitive procurement (File No. 5225 - awarded to Telvent, LLC in an amount not-to-exceed $491,813.75). BACKGROUND Denton Municipal Electric (DME) maintains a master repository of records and maps for the installed electric system equipment. A geographic information/facilities management system rly twenty years ago. GIS hardware and software assists electric utilities in increasing productivity, and improving services by effectively managing spatial data. ESRI was selected as the base system, and the companion Telvent Miner & Miner electrical specialty line was selected for the electric system data application. The electric GIS tool presently allows DME the capability to run database queries on the electric system infrastructure, and create engineering and operational maps. The electric GIS system has become a core product for DME and is now used to provide GIS data that assists with financial fixed asset accounting, budget preparations, and presentations requiring governing board approvals, distribution engineering analysis, and outage management tracking and reporting. If these applications are allowed to continue without staying on currently supported versions, DME could experience serious impacts related to operational, design, and GIS system knowledge capabilities. As with any data-centered application, both the hardware and software matures over time. In preparation for this upgrade, the majority of hardware has already been purchased as a part of a prior submittal package dated August 31, 2012. DME is facing a number of issues associated with the current versions of software, data storage applications, and processes associated with the ith COD software and the current GIS © for facilities infrastructure, asset management and equipment location. The City of Denton uses ArcGIS Version 10.0. Because D utilized by the COD, cross-functional use of the data maintained in the COD database such as the AIS PUB Agenda Item #2 April 8, 2013 Page 2 of 7 land base information and water utilities is not accessible to the GIS and Engineering staff of DME in real time. Due to version incompatibilities, the unavailability of the COD data puts DME at a disadvantage because DME is not able to access what the other COD departments have on a real time basis. This Scope of Work addresses several areas of deficiency which are dependent on proper and reliable operation of the core GIS system. Once ArcGIS and ArcFM are upgraded to the current supported versions, DME will be adding three additional products which will provide enhanced capabilities for DME customers and ©,© ©. employees. These products include Fiber Manager Responder,and ArcFM Server © As a part of this upgrade, a new software product, Fiber Manager will be acquired. Fiber © Manager will allow the critical information associated with the fiber optic system to be entered into a database which is accessible by any authorized DME staff. This software provides the ability to view the fiber optic information in a geographic format and allow for a more accurate tic communication assets with our electric assets. More importantly, it allows for the transfer of the intellectual information to a formal record system which will enhance present record keeping and troubleshooting capabilities for DME. The DME Communications Department maintains over 112 miles of multi-strand fiber optic cable (typically from 12 to 144 single fibers per cable, 72 fiber count is the most common). This communication as well as service to all COD departments and Denton County facilities. Currently, the locations and switch positions for this extensive system is maintained in an Excel spreadsheet with periodically updated printed copies kept in a large field notebook. A significant amount of facility and connectivity knowledge is in the individual memories of the Communication Department staff. A loss of the spreadsheet, or any of the Communications staff, could negatively impact DME and our readily accessible working knowledge related to specifics associated with the fiber optic communication system. © Fiber Manager provides, several key tools for the maintenance and storage of records associated with the fiber optic system through included applications such as Connection Manager, Circuit Manager, Optical Time Domain Reflectometer Outage Trace, Location Editor, © and a number of canned reports. A copy of the Telvent Fiber Manager brochure has been Exhibit B attached to this document as . Another critical system for DME is the Outage Management System (OMS). DME currently © for the OMS. The OMS system enables DME to oversee electrical connectivity so when outages occur, our System Operators in dispatch can quickly send © crews to respond to an outage. The Milsoft PORCHE Interactive Voice Response (IVR) system allows customers to call in outage information from their home phone. This project ©© includes the replacement of the Milsoft DisSpatch product with the Telvent Responder © product. The OMS Responder when they have to deal with outages and switching of the distribution system. A copy of the © Exhibit C brochure has been attached to this document as . There are a number of known unidirectional data retrieval integrations that will be needed to © fully utilize the Telvent Responder. These integrations include: AIS PUB Agenda Item #2 April 8, 2013 Page 3of 7 © IVR Northstar/Harris Customer Information System SCADA AMI/MDMS DME Engineering recognizes the criticality of these integrations and has begun the process to inform and obtain feedback from other organizations within the COD that could directly benefit by the GIS upgrade and the inclusion of additional software applications. DME and City Of Denton Technology Services have a stand-alone agreement for the servers, and maintenance of the software packages and systems referenced within this document. DME recognizes the need for a collaborative and informative workshop process for the integration of this software. Collaboration will be achieved through workshops with COD and DME representatives that have processes or applications affected by the Telvent products. During this workshop phase of implementation, if interfaces with COD enterprise systems are identified, then assistance and accounting will be provided by DME. ©© ArcFM Server will also be implemented. ArcFM Server is a browser-based application that utilizes powerful mapping, geocoding, and geoprocessing capabilities that extend the viewing functionality of the GIS data. This application will allow DME to plan for implementation and rollout of new services to our customers, one of which will be an interactive outage map that is accessible by our customers through the Internet. Many electric utilities already provide their customers with outage information through an Internet portal related to outages in their service territories. Organizations such as J.D. Power & Associates consider the provision of real-time outage information to electric customers as a key performance indicator during thunderstorms or © other outage events. A copy of the ArcFM Server brochure has been attached to this document Exhibit D as . If you are interested in seeing examples of outage maps currently available, please use the links below. http://electric_outage.lpandl.com Lubbock Power & Light http://my.austinenergy.com/outages Austin Energy http://stormcenter.oncor.com Oncor Electric with little integration necessary for implementation. With the electric consumer becoming more sophisticated in their desire to know and use © information, ArcFM Server may provide a vital link for other customer interfacing applications. A summary listing taken from the Scope of Work of the specific tasks and Telvent costs Table 1Table 2 associated with this upgrade is provided in . provides the total cost of the project including maintenance and support costs for a three-year period. AIS PUB Agenda Item #2 April 8, 2013 Page 4 of 7 Table 1 The total three year licensing, maintenance and support costs consisting of the Small Utility Enterprise License Agreement (SUELA) fees of $25,000 for year 2 and $25,000 for year 3; and © annual maintenance for the Responder software of $10,670 for year 2 and $10,670 for year 3 Table 2 are identified in . AIS PUB Agenda Item #2 April 8, 2013 Page 5 of 7 Year1 Year 2 Year 3 3 Yr Total Cost Software Purchase and $420,473.75 N/A N/A $420,473.75 Implementation Services SU ELA Included $25,000 $25,000 $50,000 Responder Annual Included $10,670 $10,670 $21,340 Maintenance TOTAL $420,473.75 $35,670 $35,670 $491,813.75 Table 2 OPTIONS © 1. Recommend awarding the purchase of the GIS software products (Responder, ArcFM ©© Server, and Fiber Manager to Telvent, LLC in the total estimated 3 year expenditure of $491,813.75 © 2. Not recommend awarding the purchase of the new GIS software products (Responder, ©© ArcFM, and Fiber Manager) to Telvent, LLC in the total estimated 3 year expenditure of $491,813.75 and provide directions on what other actions to take. RECOMMENDATION ©© DME recommends purchasing the GIS software products (Responder, ArcFM Server, and © Fiber Manager) to Telvent, LLC in the total estimated 3 year expenditure of $491,813.75. ESTIMATED SCHEDULE OF PROJECT Upon approvals from the Public Utility Board on April 8, 2013 and then from Denton City Council on May 7, 2013, DME estimates that work on this project will begin in May 2013. Figure 1 below provides the proposed timeline of implementation, conversion, and training once the project commences. This schedule is dependent upon the availability of the Telvent Project Manager and technical staff. AIS PUB Agenda Item #2 April 8, 2013 Page 6of 7 Figure 1 PRIOR ACTION/REVIEW (Council, Boards, Commissions) No prior action. DATE SCHEDULED FOR COUNCIL APPROVAL This item will be brought before the Denton City Council on April 16, 2013. FISCAL INFORMATION The GIS upgrade project will be funded from account number 600500.7854.5880. BID INFORMATION Not applicable EXHIBITS 1.Exhibit A - Telvent Scope of Work © 2.Exhibit B - Telvent Fiber Manager brochure © 3.Exhibit C - Telvent Responder brochure © 4.Exhibit D -Telvent ArcFM Server brochure 5.Exhibit E - Single Vendor Justification 6.Exhibit F Professional Services Agreement with Telvent 7.Exhibit G Enterprise License Agreement Respectfully submitted: Phil Williams AIS PUB Agenda Item #2 April 8, 2013 Page 7 of 7 General Manager of Electric Utilities Denton Municipal Electric Prepared by: Jerry Fielder, P.E. Division Engineering Manager Distribution Denton Municipal Electric Exhibit 2 Exhibit 3 DRAFT MINUTES 1 PUBLIC UTILITIES BOARD 2 3 April 8, 2013 4 5 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is 6 present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on 7 Monday, April 8, 2013 at 9:01 a.m. in the Service Center Training Room, City of Denton Service 8 Center, 901A Texas Street, Denton, Texas. 9 10 Present: Chairman Dick Smith, Vice Chair Billy Cheek, Secretary Randy 11 Robinson, Phil Gallivan, Leonard Herring and Lilia Bynum 12 13 Absent: Barbara Russell 14 15 Ex Officio Members: Howard Martin, ACM Utilities; George Campbell, CM 16 OPEN MEETING: 17 18 CONSENT: 19 20 Board Member Gallivan motioned to approve items 1, 5 and 6 with a second from Board 21 Member Cheek. The vote was 6-0 approved 22 . 23 24 2)Consider recommending approval for the purchase of GIS software products for GIS core 25 operations, enhanced web-based GIS, and a new Outage Management System from Telvent, 26 LLC, Fort Collins, Colorado, which are available from only one supplier. Section 27 252.022(a)(7) of the Texas Local Government Code exempts such purchases from the 28 requirements of competitive procurement (File No. 5225 - awarded to Telvent, LLC in an 29 amount not-to-exceed $491,813.75). 30 Items 2 and 3 were pulled by Board Member Herring asking about the Sole Provider and 31 why DME is committing to this type of provider and if the pricing is good 32 . Phil Williams, 33 General Manager DME, answered in the Electric industry there are vendors that specialize in a 34 certain type of equipment. Once you purchase their equipment for one part of the business they 35 build the other parts that tie in to them. Some of the equipment or software they have priority 36 rights to. The way we protect ourselves from pricing is the vendors are aware if the pricing 37 becomes out of line that DME can chose to switch to a whole new product. Items two and three 38 are good on pricing. The service from the vendor has been very good for any problems. 39 40 Sears stated that especially on item #3 pricing is about half of the next vendor and has been the 41 same or down for the last 10 years. Field service and warranty are unparalleled. 42 Board Member Herring motioned to approve items 2 and 3 with a second from Board 43 Member Robinson. The vote was 6-0 approved 44 . 45 46 Adjournment 9:30 a.m. ORDINANCE NO. ____________ AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING A THREE (3) YEAR EXPENDITURE OF FUNDS FOR THE PURCHASE OF A GEOGRAPHIC INFORMATION/FACILITIES MANAGEMENT SYSTEM (GIS), SOFTWARE PRODUCTS FOR CORE OPERATIONS, ENHANCED WEB-BASED GIS, AND A NEW OUTAGE MANAGEMENT SYSTEM FROM TELVENT USA, LLC, WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 5225-PURCHASE OF GIS SOFTWARE PRODUCTS, ENHANCED WEB-BASED GIS, AND OUTAGE MANAGEMENT SYSTEM IN THE NOT-TO-EXCEED AMOUNT OF $491,813.75). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as and the license terms attached are hereby approved: FILE NUMBER VENDOR AMOUNT 5225 Telvent USA, LLC $491,813.75 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5225 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the _________ day of ____________, 2013. ______________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: ______________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ________________ BY: _________________ 5-ORD-File 5225 ConsentAgendaI AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Phil Williams at 349-8487 ACM: Bryan Langley SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of electric utility underground and substation cable for Denton Municipal Electric in a five (5) year not-to-exceed amount of $24,000,000; providing for the expenditure of funds therefor; and providing an effective date (RFP 5062-awarded to Techline, Inc. in the not-to- exceed amount of $20,000,000 and Stuart C. Irby Company in the not-to-exceed amount of $4,000,000). RFP INFORMATION This Request for Proposals (RFP) is to supply primary 15kV, secondary 600V insulated service cable, and multi-conductor substation control cable that are key components in Denton Municipa underground electrical service, to its customers. The cable will be used to replace existing underground cable that has failed and to extend service to new residential, commercial, and industrial customers. These cables will also that have been approved in the Five Year Capital Improvement Plan. Volatility in copper and aluminum prices have made it mandatory and prudent that a procurement method be crafted that recognizes the reality of conditions in the marketplace and also minimizes cost exposure by locking in projected quantities. The unit prices recommended for award are based upon published third-party indices for raw materials provided in the specifications. Throughout the contract, the prices will adjust (increase or decrease) based upon the previous moLine Items 1-5 of the pricing/tabulation sheet (Exhibit 1), will adjust based upon the current raw material price at the time the order is placed and accepted. Request for proposals were sent to 423 prospective suppliers, including three Denton firms. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and the notice to prospective suppliers was advertised in the local newspaper. Four proposals were received (Exhibit 1). Proposals were evaluated based upon published criteria, including price, delivery, and probable performance by the supplier. Techline the best value for the City (Exhibit 2). The items recommended for award are summarized in Exhibit 3. Agenda Information Sheet May 7, 2013 Page 2 RFP INFORMATION (CONTINUED) Although Stuart C. Irby Company had the highest evaluated score for Item 15, staff is recommending award to Techline, Inc. This bare copper is pulled into conduit along with the primary cable specified on Items 2 and 4 and Techline, Inc. is the recommended vendor for these two items. When contacting the supplier to provide the cut to length primary cable, they will cut the same length for the bare copper. The primary cable and copper are then pulled into the conduit at the same time. Awarding to one supplier will ensure that the product is available at the same time and in the same lengths, which will assist in keeping projects on schedule. RECOMMENDATION Approve a contract with Techline, Inc. in the five (5) year not-to-exceed amount $20,000,000 and a contract with Stuart C. Irby Company in the five (5) year not-to-exceed amount of $4,000,000. PRINCIPAL PLACE OF BUSINESS Techline, Inc. Stuart C. Irby Company Fort Worth, TX Fort Worth, TX ESTIMATED SCHEDULE OF PROJECT The initial term of this contract is for one (1) year ending May 7, 2014. The City and the awarded vendors shall have the option to renew this contract for four (4) additional one (1) year periods. FISCAL INFORMATION The costs for material purchased under the proposed agreement will be funded from project accounts on an as needed basis. The cable is carried in the Distribution Center as an inventory item and charged back to the using department when purchase orders are issued. EXHIBITS Exhibit 1: Proposal Tabulation/Pricing Sheet Exhibit 2: Evaluation/Scoring Sheet Exhibit 3: Recommendation for Award Agenda Information Sheet May 7, 2013 Page 3 Respectfully submitted: Chuck Springer, 349-8260 Director of Finance 1-AIS-RFP 5062 ORDINANCE NO. _________ ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE PURCHASE OF ELECTRIC UTILITY UNDERGROUND AND SUBSTATION CABLE FOR DENTON MUNICIPAL ELECTRIC IN A FIVE (5) YEAR NOT-TO-EXCEED AMOUNT OF $24,000,000; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5062-AWARDED TO TECHLINE, INC. IN THE NOT-TO-EXCEED AMOUNT OF $20,000,000 AND STUART C. IRBY COMPANY IN THE NOT-TO-EXCEED AMOUNT OF $4,000,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for purchase of Electric Utility Underground Cable and Substation Cable for Denton Municipal Electric in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, for Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5062 Techline, Inc. $20,000,000 5062 Stuart C. Irby Company $4,000,000 SECTION 2. 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, quantities and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; 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. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under the RFP 5062 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2013. ______________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY:_________________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ________________ BY: _________________ 5-ORD-RFP 5062 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS ANDSTUART C. IRBY COMPANY THIS CONTRACT is made and entered into this ______day of ___________A.D., 2013, by and betweenStuart C. Irby Companya corporation, whose address is 7125 Belton CITY OF Street, Fort Worth, TX 76118,hereinafter referred to as "Supplier," and the DENTON, TEXAS , a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products in accordance with the City’s the revised document RFP # 5062 –Supply of Underground Distribution Cables and Substation Control Cables, a copy of which is attached and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto, or on file, and incorporated herein by reference: (Exhibit “A”) (a)Special Terms and Conditions (Exhibit “B”) (b)Revised Request for Proposal (Exhibit "C") (c)Supplier’s Proposal. ; These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as “Contract Documents.” RFP 5062 Exhibit A Special Terms and Conditions Quantities The quantities indicated on Exhibit C are estimates based upon the best available information. TheCity reserves the right to increase or decrease the quantities to meet its actual needs without any adjustments in the bid price. Individual purchase orders will be issued on an as needed basis. Product Changes During Contract Term The Supplier shall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to dentonpurchasing@cityofdenton.com, with the above file number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be returned at the supplier’s expense. Products that have been installed will be replaced at the supplier’s expense. Authorized Distributor The Supplier shall be the manufacturer or authorized distributor of the proposed products. The distributor shall be authorized to sell to the City of Denton, and make available the manufacturer’s representative as needed by the City. Contract Terms Contract is for a one (1) year period. The City and the Awarded Supplier shall have the option to renew this contract for an additional four (4)one-year periods. The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date in accordance with the provision of the section titled “price adjustments”, or the section(s) titled “termination”. Extension of contract terms will require mutual agreement of the parties. Price Escalation and De-escalation The City of Denton will implement an escalation/de-escalation metals price adjustment at time of order acceptance by the manufacturer using the prior month’s metal average. The escalation/de- escalation will be based upon the following metal bases: Aluminum Base = LME with Midwest Adder Copper Base = COMEX The metal bases shown below were taken from August 2012 and will be used as the reference metal basis for the proposal evaluation and award: RFP 5062 AL base at $0.95.62 per Pound CU base at $3.43902 per Pound The price of each product will be increased or decreased based upon the following metals adjustment formulas: AL Conductor or Cable priced per CWT: Unit price adjustment = (%Aluminum content) x (Amount of increase or decrease of the Aluminum Metal Base / CWT) CU Conductor or Cable pricedper CWT: Unit price adjustment = (% of Copper Content) x (Amount of increase or decrease of the Copper Metal Base / CWT) Should the change exceed or decrease a minimum threshold value of +/-1%, then the stated eligible prices shall be adjusted in accordance with the unit price change adjustment derived from the above formulas. It is the Vendor’s or the City’s responsibility to request a price adjustment at the time of each order in writing. If no request is made prior to order acceptance by the manufacturer, then it will be assumed that the original proposed price will be in effect. The vendor must submit or make available the manufacturer’s pricing sheet used to calculate the proposal which includes the percent of each type of metal in all products, to participate in the escalation/de-escalation clause. Should any manufacturer utilize their own proprietary or alternate metals index, any unit price adjustments requested will be verified by the City of Denton and if found valid then the adjustments will be pro-rated against the LME and COMEX metal bases described above. Total Contract Amount The contact total shall not exceed $4,000,000.Pricing shall be per Exhibit Cattached. RFP 5062 EXHIBIT B REVISED RFP DOCUMENT Exhibit B The City of Denton Purchasing Department 901-B Texas Street Denton, Texas 76209 REQUEST FOR PROPOSALS RFP5062 SUPPLY OF UNDERGROUND DISTRIBUTION CABLES AND SUBSTATION CONTROL CABLES FOR THE CITY OF DENTON NIGP CLASS and ITEM 28080 28030 Issue Date: November 6, 2012 Response due Date and Time (Central Time): Thursday, December 6, 2012, 2:00 p.m. CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES SOLICITATION CHECKLIST Checklist for RFP#5062 Title: SUPPLYUNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLE RFP FOR Opening Date: 12/6/2012 at 2:00 PM SupplierName and Address: Stuart C. Irby Company, 7125 Belton, Street. Ft Worth, Texas 76118 Contact: Russell James –Inside Sales Associate TX Taxpayer VIN#: EIN# 64-0179020 Phone: (817) 321-4011 Fax: (817) 284-7743 Email: james@irby.com _ (REQUIRED) 1.Submit one (1) original and two (2)WRITTEN copies of submittal ______ a.Submit Written Proposal by courier, hand delivery, or mail_________ b.Exhibit 1-Excel Pricing Sheet, Review, complete, and return _________ 2.Email Exhibit 1 in Excel formatto ebids@cityofdenton.com_________ 3.Submittal Contents (Meet SectionIV) _______ • Review all requirements __ • Ensure your firm meets all stated minimum requirements _________ • Documentation included supportingthe evaluation criteria.___________ N/A •Addendum(s) Reviewed and return _________ • Attachment A, Not applicable • Attachment B, Not applicable • Attachment C, Review, complete and return __________(Completed within this document and Proposal Document) • Attachment D, Not Applicable • Attachment E, Not Applicable • Attachment F, Review, complete, and return _________(Completed within this document and Proposal Document) N/A • Attachment G, Review, complete, and return _________(NOT APPLICABLE –NOT EXECUTED) N/A • Attachment H, Review, complete, and return _________(NOT APPLICABLE –NOT EXECUTED) • Attachment I, Review and note any exceptions_________ • Attachment J, Review, complete, and return _________ PAGE 3OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES TABLE OF CONTENTS Section I General Section IIProcurement Process and Procedures Section IIIScope of Work and Services Section IVSubmittal Requirements Section VEvaluation and Award Section VIPayment and Performance Requirements Section VIIStandardTerms and Conditions Attachment ANot Applicable Attachment BNot Applicable Attachment CBusiness OverviewQuestionnaire Forms Attachment D Not Applicable Attachment ENot Applicable AttachmentFReferences Attachment GConflict of Interest Form Attachment HDisadvantaged Business Utilization Attachment ISample Contract Documents Attachment JAcknowledgment Exhibit 1Pricing Sheet PAGE 4OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES Section I General 1.INTRODUCTION In accordance with the provisions of Texas Local Government Code, Chapter 252, The City of Denton (the City) is requesting proposals to contract with an individual or business with considerable experience in providing goods orservicesof this RFP.The proposals and the cost solutions shall be submitted to the City of Denton in asealed submission, in accordance with Texas Local Government Code 252.0415 and 252.042. The awarded individual or business shall possess a proven track record of using innovative approaches to providing goods and services that represent the best value to their clients. The awarded individual or business shall have the ability toaccomplish all aspects of the requested services.The selected individual or firm should be able to provideinnovative methods to deal with municipal challenges, and cost effective solutions. The City is seeking a long term supply contract for the supply of UNDERGROUND .Significant infrastructure DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES improvements are planned over the next five years including the upgrade and installation of 14 substations projects and approximately 19 miles of transmission line constructions. This contract will be utilized to supply products specified as needed as each substation is planned The City of Denton is exempt from Federal Excise and State Sales Tax. A. COMMUNITY PROFILE Denton, Texas is a Main Street City in the North Texas region at the apex of Interstate 35 East Established in 1857, Denton is the county seat of Denton County and and Interstate 35 West. was named for John B. Denton.Denton is unique in composition; the city is comprised of over 92 square miles which radiate out in all directions from the downtown core, with a population of 113,000. In addition to the unique physical composition of the city, there is a unique character to the City.It is comprised of a diversity of neighborhoods and land uses that range from historical residential and commercial districts to new residential subdivisions and industrial complexes to greenbelt areas and newly annexed rural areas.Denton is home to two state universities, the University of North Texas, and Texas Woman’s University, and two regional hospitals.The City is traversed by state highways, rail lines, and Interstate 35 E & W.This summer Denton County Transportation Authority (DCTA) began operation of a passenger rail service that runs from downtown Denton to the City of Carrollton, where passengers may transfer to the Dallas Area Rapid Transit (DART) system and continue travelling by rail within the Metroplex region.The rail service is accompanied by the opening of two rail stations in Denton. The City of Denton has also taken a proactive approach in its pursuit of environmental and sustainable initiatives.The City has, through DME, become a national leader in renewable energy with more wind power per capita than any other city PAGE 5OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES in the United States and through Denton Solid Waste, become a national leader in sustainability and environmental stewardship through various award winning programs. B. BACKGROUND The City of Dentonhasexperienced significant growth over the past few years and significant utilization of goods and servicestomeet the ever growing needs of a vibrant community has driven the need to obtainlong term commitments to supply materials and services.The City desires an innovativesolution that ensuresa successful approach to provide goods and services;and allows for fluid responsiveness to upcoming changes –both anticipated and unforeseen. The use of technological opportunities throughout the service delivery is encouraged. 2.MINIMUM SUBMISSION REQUIREMENTS The following minimum requirements must be demonstrated in order for the submission considered responsive to be to the City of Denton.Any proposal received, which is determined to not meet these mandatory requirements shall be immediately disqualified and rejected as non-responsive. Five (5) years experience providing similar products or services in theUS. Three (3) references from utilityentities for the products or services requested. The City prefers references from municipalities of similar size. Adefined level of industry knowledge and understanding. Authorized Manufacturers for HV distribution cables that DME has successful experience using are Prysmian, Kerite, Okonite, General Cable (Alcan), Southwire, Nexans. For Substation control cables in addition to the ones listed above the authorized manufacturers are Olympia, Condumex, Belden. Ability to supply products as specified 3.CONTRACT TERM It is the intention of the City of Denton to award a contract for aone(1) year period. The City and the Awarded Contractor shall have the option to renew this contract for an additional four(4) one-year periods. Materials and services undertaken pursuant to this RFP will be required to commence within fourteen (14) days of delivery of a Notice to Proceed. The services shall be accomplished per the Scope of Work and Services as identified in Section III and the Procurement Process and Procedures as outlined in Section II. The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year,fromthe date ofaward by City Council, unless either party notifies the other prior to the scheduled renewal date in accordance PAGE 6OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES with the provision of the section titled “price adjustments”, or the section(s)titled “termination”.Extension of contract terms will require mutual agreement of the parties. 4.PRICING Firm Price Pricing and discounts shall be firm for the initial one-year period specified in the solicitation.Price increases shall only be considered as stipulated below in Paragraph 5, “PRICEADJUSTMENTS”. Price Decreases/Discount Increases Supplierisrequired to immediately implement any price decreaseor discount increase that may become available. The City of Dentonmust be notified in writing for updating the contract. 5.PRICE ADJUSTMENTS The City of Denton will implement an escalation/de-escalation metals price adjustment at time of order acceptance by the manufacturer using the prior month’s metal average. The escalation/de-escalation will be based upon the following metal bases: Aluminum Base = LME with Midwest Adder Copper Base = COMEX The metal bases shown below were taken from August 2012 and will be used as the reference metal basis for the proposal evaluation and award: AL base at $0.95.62 per Pound CU base at $3.43902 per Pound The price of each product will be increased or decreased based upon the following metals adjustment formulas: AL Conductor or Cable priced per CWT: Unit price adjustment = (%Aluminum content) x (Amount of increase or decrease of the Aluminum Metal Base / CWT) CU Conductor or Cable priced per CWT: Unit price adjustment = (% of Copper Content) x (Amount of increase or decrease of the Copper Metal Base / CWT) Should the change exceed or decrease a minimum threshold value of +/-1%, then the stated eligible prices shall be adjusted in accordance with the unit price change adjustment derived from the above formulas. It is the Vendor’s or the City’s responsibility to request a price adjustment at the time of each order in writing. If no request is made prior to order acceptance by the manufacturer, then it will be assumed that the original proposedprice will be in effect. The vendor must submit or make PAGE 7OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES available the manufacturer’s pricing sheet used to calculate the proposal which includes the percentof each type of metal in all products, to participate in the escalation/de- escalation clause. Should any manufacturer utilize their own proprietary or alternate metals index, any unit price adjustments requested will be verified by the City of Denton and if found valid then the adjustments will be pro-rated against the LME and COMEX metal bases described above. The City has created a spreadsheet based upon pricing and metal content. This spreadsheet will be used to determine cable pricing each month. A sample is included for review as Exhibit 2. The City will consider alternate third party indices if the proposer submits the alternate with the proposal. The alternate index will be reviewed and considered in the evaluation. The City of Denton reserves the right to accept, reject, or negotiate the proposed price changes. 6.SUBSTITUTIONS Substitutions are not permitted without the written approval of The City of Denton Purchasing Department. 7.DISQUALIFICATIONS Any terms and conditions attached to a solicitation will not be considered unless specifically referred to on a solicitation and may result in disqualification. Any proposals that do not clearly outline all qualifications may be disqualified.Any “item” that would be deemed “confidential and proprietary” by Irby and/or its represented manufacturer(s) will be designated and noted as such prior to and at the time of submission to City of Denton and/or its cooperative agencies.) 8.INTELLECTUAL PROPERTY INDEMNIFICATION INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT 9.RIGHTS TO DATA, DOCUMENTS, AND COMPUTER SOFTWARE (GOVERNMENTAL ENTITYOWNERSHIP) Any software, research, reports studies, data, photographs, negatives or other documents, drawings or materials prepared by Supplierin the performance of its obligations under this contract shall be the exclusive property of the City of Dentonand all such materials shall be delivered to the Cityby the Supplierupon completion, termination, or cancellation of this contract. Suppliermay, at its own expense, keep copies of all its writings for its personal files. Suppliershall not use, willingly allow, or cause to have such materials used for any purpose other than the performance of Supplier’s obligations PAGE 8OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES under this contract without the prior written consent of the City; provided, however, that Suppliershall be allowed to use non-confidential materials for writing samplesin pursuit of the work. The ownership rights described herein shall include, but not be limited to, the right to copy, publish, display, transfer, prepare derivative works, or otherwise use the works. Any “item” that would be deemed “confidential and proprietary” by Irby and/or its represented manufacturer(s) will be designated and noted as such prior to and at the time of submission to City of Denton. 10.ADDING NEW PRODUCTS OR SERVICES TO THE CONTRACT AFTER AWARD Following the Contract award, ADDITIONALservicesor products of the same general category that could have been encompassed in the award of this contract, and that are not already on the contract, may be added. A formal written request may be sent to successful Supplier(s) to provide a proposal on the additional services and shall submit proposals to the City of Dentonas instructed. All prices are subject to negotiation with a Best and Final Offer (“BAFO”). The City of Dentonmay accept or reject any or all pricing proposals, and may issue a separate RFP or IFB for the products after rejecting some or all of the proposals. The commodities and services covered under this provision shall conform to the statement of work, specifications, and requirements as outlined in the request.Contract changes shall be made in accordance with Local Government Code 252.048 11.COOPERATIVE PURCHASING/ PIGGYBACK OPTION INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT 12.QUANTITIES The quantities indicated on the Pricing Sheet (Exhibit 1) are estimates based upon the best available information. The City reserves the right to increase or decrease the quantities to meet its actual needs without any adjustments in the prices. Individual purchase orders will be issued on an as needed basis. 13.PRODUCT CHANGES DURING CONTRACT TERM The Suppliershall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to purchasing@cityofdenton.com, with the RFP number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be returned at the supplier’s expense. Products that have been installed will be replaced at the supplier’s expense. PAGE 9OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES 14.AUTHORIZED DISTRIBUTOR The Suppliershall be the manufacturer or authorized distributor of the proposed products. The distributor shall be authorized to sell to the City of Denton, and make available the manufacturer’s representative as neededby the City.Supplieris an authorized distributor. 15.SAMPLES Supplier will make samples available as approved by its represented and approved manufacturers in style and quantities that are “reasonable and appropriate” for the situation. Any such requirement for charges for samples or demonstration material(s) will be presented in writing for approval prior to any action taking place. PAGE 10OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES Section II Procurement Process and Procedures 1.SCHEDULE OF EVENTS The City of Denton reserves the right to change the dates indicated below: Solicitation Schedule: Issue RFP:11/6/2012 Deadline for Submission of Questions:11/29/2012 at 2:00 PM Central Time Deadline for Submission of Proposal:12/06/2012 at 2:00 PM Central Time Evaluate and rank initial results:12/14/2012 Completion of Negotiations: 12/21/2012 Official Award: 1/22/2012 The City of Denton is using the RFP ‘Issue Date’ as noted in the Schedule of Events above as the official 30 day notification requirement for an interview with a firm. 2.PROPOSERS COST TO DEVELOP SUBMITTAL Respondents to this RFP are responsible for all costs of submittal preparation, delivery and any oral presentations required as part of the selection process. All materials submitted in response to the RFP become property of the City of Denton and will be returned only at the option of the City. 3.MINIMUM RESPONSE Submittals that do not, at a minimum, contain the information as specified under Section IV disqualification and Exhibit 1 Pricing Sheet will be subject to at the sole discretion of the City of Denton. If any Firm submitting a Proposal is a corporation, it must be registered to must be included conduct business in the State of Texas. Proof of this registration as part of the submittal. 4.VALIDITY PERIOD The information included in the solicitation response(s), and any cost information obtained from a negotiation process, remain valid for 90days from the response due date or until the contract is approved by the governing body. 5.REJECTION OF SUBMITTAL ANY PROPOSAL SUBMITTED AFTER THE DUE DATE AND TIME SPECIFIED WITHIN SECTION IV,SHALL BE REJECTED. THE CITY SHALL REJECT PROPOSALS SUBMITTED BY FIRMS THAT DO NOT MEET MINIMUM QUALIFICATIONS. PAGE 11OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES The City of Denton reserves the right to reject any and all submittals received in response to the RFP and to waive any minor technicalities or irregularities as determined to be in the best interest of the City. 6.PROPRIETARY INFORMATION If a Proposer does not desire proprietary information in the Proposal to be disclosed, the Proposer shall identify all proprietary information in the Proposal. This identification will be accomplished by individually marking each page or line item detail with the words “Proprietary Information”. If the Proposer fails to identify proprietary information, the Proposer agrees that by submission of its Proposal, that those sections shall be deemed non-proprietary and made available upon public request. Proposers are advised that the City, to the extent permitted by law, will protect the confidentiality of all Proposals. Proposer shall consider the implications of the Texas Public Information Act, particularly after the RFP process has ceased and the Contract has been awarded. While there are provisions in the Texas Public Information Act to protect proprietary information, where the Proposer can meet certain evidentiary standards, please be advised that a determination on whether those standards have been met will not be decided by the City of Denton, but by the Office of the Attorney General of the State of Texas. In the event a request for public information is made, the City will notify the Proposer, who may then request an opinion from the Attorney General pursuant to 552.305, Texas Government Code. The City will not make a request of the Attorney General. 7.NON-ENDORSEMENT If a Proposal is accepted, the successful Proposer shall not issue any news releases or other statements pertaining to the award or servicing of the agreement that state or imply the City of Denton’s endorsement of the successful Proposer’s services. 8.UNAUTHORIZED COMMUNICATIONS After release of this solicitation, Proposer contact regarding this RFP with members of the RFP evaluation, interviewor selection panels, employees of the City or officials of the City other than the Purchasing Manager, or authorized City of Denton purchasing staff, or as otherwise indicated is prohibited and may result in disqualification from this procurement process.No officer, employee, agent or representative of the Proposer shall have any contact or discussion, verbal or written, with any members of the City Council, members of the RFP evaluation, interview, or selection panels, City staff or City’s consultants, or directly or indirectly through others, seeking to influence any City Council member, City staff, or City’s consultants regarding any matters pertaining to this solicitation, except as herein provided. If a representative of any Proposer violates the foregoing prohibition by contacting any of the above listed parties with who contact is not authorized, such contact may result in the Proposer being disqualified from the procurement process. Any oral communications are considered unofficial and non- binding with regard to this RFP. PAGE 12OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES 9.ADDENDUMS Proposers are required to submit signed addendum acknowledgement(s) with their proposal.Proposers will be responsible for monitoring the City of Denton Purchasing http://www.cityofdenton.com/index.aspx?page=397to ensure they have Websiteat downloaded and signed all addendum(s) required for submission with their proposal. 10.CONTACT BETWEEN PROPOSER AND THE CITY OF DENTON Respondents shall direct all inquiries and communications concerning this RFP to the Point of Contact(s) listed below: City of Denton Procurement Point of Contact: Karen E. Smith Senior Buyer 901-B Texas Street Denton, TX 76209 (940) 349-7100 Fax: (940) 349-7302 karen.smith@cityofdenton.com PAGE 13OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES Section III Scope of Work and Services 1.SCOPE OF WORK AND SERVICES The scope of work shall be finalized upon the selection of the Firm.Theproposal submission shall have accurately described your understanding of the objectives and scope of the requested products and services and provided an outline of your process to implement the requirements of the Scope of Work and Services.It is anticipated that the scope proposal submission will include, at a minimum, the following: A.TECHNICAL RESPONSIBILITIES AND REQUIREMENTS PURPOSE Denton Municipal Electric (DME), in Denton, Texas is providing information that will allow Underground Electric Distribution prospective suppliers to prepare proposals to supply Cables and Substation Control Cables . This will include distribution underground cables used on both primary and secondary voltage levels. The distribution cables shall be designed for operation on Denton Municipal Electric’s 13,200/7,620 volt grounded wye primary electric distribution system and standard lower secondary voltages. The substation control cables shall be utilized within DME electrical substations for instrumentation and power cable runs between and within switchgear buildings and substation devices. PROPOSALS Proposals shall be provided using the Exhibit 1, with supporting documentation as required. Additional information clarifying the supplier’s product may be attached to the proposal. Pricing shall include all costs to deliver Electric Distribution Cables and Substation Control Cables as specified in this specification. Any special fees or commissions, and all freight for delivery to the City of Denton Warehouse and unloading costs must be included in the quoted price. Item pricing shall be mutually exclusive, thus the City of Denton reserves the right to choose the best valued item from different vendors. EVALUATION AND AWARD The City of Denton will award the purchase, if any, based solely on its evaluation of the proposals. Subsequent to the initial evaluation, the owner at his option may elect to conduct discussions with any of the prospective suppliers to resolve questions related to the substance of their proposals. Alternate proposals may be considered only at the owner’s option. Owner reserves the right to accept any alternate proposal that it deems to be in the City’s best interest. DEVIATIONS TO SPECIFICATION Offeror’squoting to this specification will indicate any areas where deviations are required by their design and will provide sufficient information to permit full evaluation of their product prior to submission deadlines. This data will reference the appropriate section number and be sent in letter format with their proposal. Any alternate proposal should be approved by the City of Denton prior to the opening date. Alternates may not be considered less than 10 days prior to opening date. Approved alternates will then be sent back out in an Addendum, for all vendors to PAGE 14OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES know that the alternate is acceptable. Unless specifically noted by offeror as indicated above, all quotations shall meet and include all items as detailed in this specification. SHIPMENT AND DELIVERY A delivery schedule after placing an order is required with the proposal. The delivery lead-time for the Electric Distribution Cables and Substation Control Cables will be a consideration in the evaluation. Orders will be placed as needed. The City cannot take delivery of all materials at one time. CUT TO LENGTH PROGRAM The City of Denton will evaluate an option of using a cut to length program for items 1a and 2a. This program would require that the supplier be able to take stock of master reels, and then cut cable/wire to length as requested by the City for deliveries to Denton as requested below. The City would take measurements in the field, and then contact the vendor with the lengths needed. Vendor shall cut the cable to lengths and re-spool to the required reel specifications in the specifications. Delivery shall be made within 72 hours upon receipt of lengths. Cut lengths shall be from 0% to plus 3%. No reel length shall be less than the requested length. The City shall release a minimumof three reels at one time for any cut to length order. The City shall not be charged for any cable remaining on the master reels that are deemed too short for DME use. The remaining cable material shall be property of the vendor. The City will hold undamaged wooden reels that can be returned for the vendor to re-use. The City has limited space available for storage, and can only keep minimal quantities. The vendor must pick up the reels within 5 business days upon notification. The City may request full reels as noted on the proposal page for each specified cable. This will allow the City to have emergency cable stock on hand at all times. Reels shall be marked with identification tags with cut length, size of cable, DME reel name and job name. Supplier shall propose the additional price per foot for the cut to length program costs. Liquidated damaged will be incurred for deliveries not meeting the contractually agreed upon delivery timeframe. See Liquidated Damaged for additional information. GENERAL REQUIREMENTS The supplier shall furnish whatever drawings and instructions are necessary to completely and safely transport, install and maintain the cables as requested by DME. Supplier shall provide a minimum of eight (8) hours on-site training related to their productfor the City of Denton personnel upon request. PAGE 15OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES QUALITY CONTROL The manufacturer shall be responsible for the quality control of the manufacturing processes to assure that all requirements of these specifications are met. However, the purchaser reserves the right to observe, to inspect and to require additional quality control investigations, either by its personnel or an independently employed quality control investigator, at any or all stages of fabrication at the manufacturer’s facilities. Failure to adequately maintain fabrication and quality of fabrication until completion shall be grounds for cancellation of the order or any part thereof. Field failure or field repairs required due to quality control failures or manufacturingprocedures shall be the responsibility of the manufacturer. SAMPLES Offeror’s shall make samples available upon request by the City of Denton, prior to award with no cost to the City. TECHNICAL SPECIFICATIONS FOR ELECTRIC DISTRIBUTION CABLES: Cable shall meet or exceed the latest requirements of the following industry standards: ICEA S-94-649-2000, ICEA T-25-425, ASTM B-3, ASTM B-8, ASTM B-230, ASTM B-609, ICEA T-32-645, ICEA T-34-664, AEIC-CS6, ASTM B-231, REA Bulletin 50-70 (4-1) unless otherwise noted in these specifications. A copy of the manufacturer’s current AEIC CS8-00 Qualification Report shall be provided to the City of Denton upon request. A. 15kV, 500 AND 750 KCMIL UNDERGROUND SHIELDED POWER CABLES: SCOPE: The specification describes the single conductor shielded power cable with an ethylene propylene rubber (EPR) compound. Design to operate at conductor temperatures of 105 degree Celsius normal, 140 degree Celsius for emergency, and 250 degree Celsius for short circuit conditions as defined by ANSI/ ICEA S-94-649-1997. The cable shall be suitable for both single phase and three phase underground distribution installation for direct buried, in ducts, conduits, manholes, wet and dry locations. CONDUCTOR: The Class B compact copper conductor shall be 37 strand for the 250 and 500, and 61 strand for the 750 sizes respectively, Compact Copper in accordance with the appropriate standards ANSI / ICEA S-94-649-1997. Copper conductors shall consist of all bare strands or tin coated strands in the outer layer in accordance with ASTM B230 and B231. Manufacturer must utilize and maintain a high quality control process to ensure that the outer conductor dimensions do not vary. DME will reject any manufacturer or reel that is found in which more than one size of standard nominal compression lug must be used for that particular size of conductor. CONDUCTOR SHIELD: The conductor shield shall be black, thermosetting, semi- conducting material extruded over the conductor and shall be EPR compatible with both the PAGE 16OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES conductor and the overlaying insulation. The minimum average thickness shall be 20 mils. The conductor shield shall be easily removed from the conductor and securely bonded to the overlaying insulation. The conductor shield shall meet the requirements of the applicable ICEA and AEIC standards. INSULATION: The insulation shall be a premium quality, heat, moisture, ozone and EPR corona resistant flexible thermosetting dielectric of ethylene propylene rubber (). The insulation shall be compatible with both the conductor shield and the insulation shield. The insulation shall have a minimum average thickness of 220 mils, 133% insulation level, at the applicable voltage class and in accordance with the latest edition of ICEA S-94-649. The insulation shall be free from voids, contaminants, gels and agglomerates in accordance with the latest edition of AEIC CS8 or ICEA S-94-649. INSULATION SHIELD: The insulation shield shall be black, thermosetting, semi- conducting material extruded over the insulation and shall be compatible with both the insulation and the copper tape shield. The thickness shall comply with the requirements of the latest edition of AEIC CS8 or ICEA S-94-649. The insulation shield shall be free stripping from the insulation, leaving it free of any significant residue of semi-conducting material. The tension necessary to remove insulation shall be between 6 and 18 pounds per 0.5-inch width when tested in accordance with AEIC CS8 or ICEA S-94-649. The outer layer of the insulation shield shall be printed at regular intervals with a warning statement using contrasting color ink. Warning shall state “Semi-conducting” and “Remove when splicing or terminating”. METALLIC SHIELD: The shield shall consist of a bare cooper tape helically wrapped over the insulation shield. The thickness of the tape shall be at least 0.005 inches applied with a minimum overlap of 12.5% and be sized in accordance with industry standards. The shield shall meet therequirements of ICEA S-93-639 and UL 1072 standards. JACKETING: The jacket shall be a black, non-conducting sunlight resistant, polyvinyl chloride jacket shall be extruded directly over the copper tape and fill all void spaces. The jacket shall not bond and shall be readily removable from the underlying insulation shield. The minimum average thickness of the jacket shall be 80 mils. The entire cable shall be tough but pliable enough to easily bend and train into place for permanent mounting and termination as determined by DME. IDENTIFICATION: The jacket shall be marked by means of surface or indent print in contrasting color with the following information on the jacket at two foot intervals. 1. Manufacturer name 2. Plant ID 3. Type of Insulation,thickness and insulation level 4. Type and size of cable 5. Voltage rating 6. Year of Manufacture 7. NESC “Lighting Bolt” symbol 8. Sequential footage markings PAGE 17OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES REEL INFORMATION: The reel shall be non-returnable and substantially constructed with diameter sufficient to ensure cable protection in accordance with NEMA WC 26. The reel shall not exceed 72 inches tall and 45 inches wide. The reel shall be lagged or covered with suitable material to provide physical protection for the cable during transit, ordinary storage, and handling operation. The reels shall be shipped and stored upright to reduce cable damage and facilitate unloading at ground level. Reels shall have three-inch center spindle holes. Total cable/reel weight for 750 Copper shall not exceed 7400 lb. for a 2000ft reel and shall not exceed 6750 lb. for a 2500ft reel of 500 Copper. The following information for identification shall be provided on a weather resistant label attached securely to each reel. 1. Name of manufacturer andreel number 2. Description of cable 3. Footage 4. Gross, tare, and net weight of cable and reel weight 5. Production order number 6. City of Denton purchase order number 7. Date of manufacture 8. A directional arrow on both sides of the reel that showswhich way the cable shall be un rolled.(Directional arrow shall notsignify the direction in which the cable was rolled). (DME standard is set up for the cable to be unrolled off the top of the reel.) 9. Notation signifying “Do Not Lay Reel Flat” B. 15kV ETHYLENE PROPYLENE INSULATED, #2, 1/0 AND 4/0 AL SINGLE PHASE AND THREE PHASE UNDERGROUND DISTRIBUTION CABLE W/ CONCENTRIC: SCOPE: The specification describes the single conductor underground residential concentric neutral distribution cable, insulated with an ethylene propylene rubber (EPR) compound. Design to operate at conductor temperatures of 90 degree Celsius normal, 130 degree Celsius for emergency, and 250 degree Celsius for short circuit conditions as define by ANSI / ICEA S-94-649-1997. The cable shall be suitable for both single phase and three phase underground distribution installation for direct buried, in ducts, conduits, manholes, wet and dry locations. CONDUCTOR: The conductor shall be, Compressed, Class B stranded, Aluminum in accordance with the requirements of ANSI / ICEA S-94-649-1997. Aluminum conductors shall be in accordance with ASTM B230 and B231. The 4/0 and 1/0 conductors shall consist of 19 strands of aluminum, strand filled and shall be completely chemically compatible with the conductor and conductor shield. The #2 single phase and the #2 triplex three phases shall consist of 7 strands of aluminum, strand filled and shall be completely chemically compatible with the conductor and conductor shield. DME will reject any manufacturer or reel that is found in which more than one size of standard nominal compression lug must be used for that particular size of conductor. PAGE 18OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES CONDUCTOR SHIELD: The conductor shield shall be black, thermosetting, semi- conducting material extruded over the conductor and shall be EPR compatible with both the conductor and the overlaying insulation. The conductor shield shall be easily removed from the conductor and securely bonded to the overlaying insulation. The conductor shield shall have a minimum average of 15 mils. INSULATION: The insulation shall be a premium quality, heat, moisture, ozone and corona EPR resistant flexible thermosetting dielectric of ethylene propylene rubber (). The insulation shall be compatible with boththe conductor shield and the insulation shield. The insulation shall have a minimum average thickness of 220 mils, 133% insulation level, at the applicable voltage class and in accordance with the latest edition of ICEA S-94-649. The insulation shall befree from voids, contaminants, gels and agglomerates in accordance with the latest edition of AEIC CS8 and ICEA S-94-649. INSULATION SHIELD: The insulation shield shall be black, thermosetting, semi- conducting material extruded over the insulation and shall be compatible with both the underlying insulation and the copper concentric neutral. The shield shall have a minimum thickness of 30 mils and a maximum of 70 mils and comply with the requirements of the latest edition of AEIC CS8 or ICEA S-94-649. The insulation shield shall be free stripping from the insulation, leaving it free of any significant residue of semi-conducting material. The tension necessary to remove insulation shall be between 6 and 18 pounds per 0.5-inch width when tested in accordance with AEIC CS8 or ICEA S-94-649. The outer layer of the insulation shield shall be printed at regular intervals with a warning statement using contrasting color ink. Warning statement shall state “Semi-conducting” and “Remove when splicing or terminating.” METALLIC SHIELDING: The metallic shield structure shall consist of annealed, uncoated solid copper wires where the total conductivity iseither one third or one times the conductivity of the phase conductor as DME specifies. The neutral wires shall have moisture blocking agents applied and be helically wound with equal spacing and with a lay length of between 6 and 10 times the diameter over the concentric neutral. The size and number of concentric wires shall be: triplexed #2-1/3 neutral for each cable reel (3-Phase Run) of 6-#14 concentric wires #2-Full neutral consisting of 10-#14 concentric wires 1/0 –Full neutral consisting of 16-#14 concentric wires (Notnormally used) 4/0 -1/3 neutral consisting of 11-#14 concentric wires JACKETING: A low-density polyethylene jacket material compatible with the insulation shielding shall be extruded directly over and filling the voidspaces between the concentric neutral wires. The jacket shall not bond and shall be readily removable from the underlying insulation shield and concentric neutrals. The minimum average thickness of the jacket shall be 50 mils. The entire cable shall be tough but pliable enough to easily bend and train into place for permanent mounting and termination. PAGE 19OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES LONGITUDINAL WATER BLOCK TEST: Longitudinal water penetration shall be tested in accordance with the latest edition of ICEA T-34-664 except that the minimum requirements are 15 psig for 1 hour during qualification testing and 15 psig for 15 minutes during production testing. The commonly used pass/fail criterion for this test is that the cable samples will not show evidence of leakage after 1 hour at 15-psig pressure. Leakage would be evident by the presence of color dye or wetness of the paper towel, or both. IDENTIFICATION: The jacket shall be marked by means of surface or indent print in contrasting color with the following information on the jacket at two foot intervals. 1. Manufacturer name 2. Plant of Manufacture ID 3. Type of Insulation, thickness and insulation level 4. Type and size of cable 5. Voltage rating 6. Year of Manufacture 7. NESC “Lighting Bolt” symbol 8. Sequential footage markings (2-foot intervals minimum) 3-Red strips not less than one-eighth inch wide shall be extruded longitudinally in the jacket at 120-degree intervals (Total of 3-longitudinal red stripes). #2 Three-phase primary cable shall have phase markings –A, B, C longitudinally along the length of the cables. REEL INFORMATION: The reel shall be non-returnable and substantially constructed with diameter sufficient to ensure cable protection in accordance with NEMA WC 26. The reel shall not exceed 72 inches tall and 45 inches wide. The reel shall be lagged or covered with suitable material to provide physical protection for the cable during transit, ordinary storage and handling operation. The reels shall be shipped and stored upright to reduce cable damage and facilitate unloading at ground level. The following information for identification shall be provided on a weather resistant label attached to each reel. 1. Name of manufacturer and reel number 2. Description of cable 3. Footage 4. Gross, tare,and net weight and reel weight 5. Production order number 6. City of Denton purchase order number 7. Date of manufacture 8. A directional arrow on both sides of the reel that shows which way the cable shall be un rolled. (Directional arrow shall notsignify the direction in which the cable was rolled.) (DME standard is set up for the cable to be unrolled off the top of the reel.) 9. Notation signifying “Do Not Lay Reel Flat” Physical and Electrical Requirements of Thermosetting Ethylene Propylene Rubber based Insulation: PAGE 20OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES GUARANTEED PHYSICAL REQUIREMENTS VALUE Unaged Tensile strength, psi, min.1600 Elongation at rupture, %, min.275 Tensile Stress at 200% elongation, psi, min. at room 1000 temperature Modulus, psi, min. @ 130°C300 After Air Oven Aging at 121°C for 7 days (168 hours) Tensile stress, % of unaged value, min90 Elongation at rupture, % of unaged value, min90 Hot Creep Test at 150°C Elongation, %, max25 Set, %, max.5 Heat distortion after 1 hour in air oven at 121°C Percent max8.5 Ozone Resistance Per ASTM D2802No Cracks 0.030% Concentration, 25°C, 24 hoursNo Cracks 0.0005% Concentration, 52°C, 24 hoursNo Cracks Cold Bend -55°CNo Cracks Heat Deformation Test per ASTM D2220 % Max. distortion on buffed samples of insulation No Cracks conditioned for 5 minutes and under load for 15 minutes ELECTRICAL REQUIREMENTSGUARANTEED VALUE Mechanical Water Absorption After 7 days (168 hours) in water at 82°C mgms/sq. in., max.5.0 Electrical Characteristics at Room Temperature (15.6°C) SIC at 80 V/mil, max.2.8 % Dissipation Factor at 80 V/mil, max.0.4 Insulation Resistance (K), min.50,000 Electrical Stability in 90°C Water at 80 V/mil Dielectric Constant after 24 hours, max.2.8 PAGE 21OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES Dielectric Constant after 26 weeks, max.2.8 Dissipation Factor after 24 hours, max., %0.75 Dissipation Factor after 26 weeks, max., %0.75 Stability Factor after 26 weeks, max.0.2 Moisture Resistance: % change in SIC, 75°C water max.: 1–14 days3.0 7–14 days1.5 C. 600 VOLT SECONDARY, QUADRUPLEX, TRIPLEX, AND DUPLEX XLP - INSULATED SERVICE CABLES: SCOPE: Duplex cables will be used for street lighting and outdoor lighting. Quadruplex and triplex will be used to supply power, usually from a pad-mounted transformer to the customer’s service weatherhead where connection to the service entrance cable is connected. Insulated XLP service cables to be used at voltages of 600 volts or less,phase-to-phase and at temperatures rated a minimum of 90C. TECHNICAL SPECIFICATIONS FOR ELECTRIC DISTRIBUTION CABLES: B–230 Aluminum Wire, 1350 –H 19 for Electrical Purposes B–231 Aluminum Conductors, Concentric -Lay -Stranded B–399Concentric-Lay-stranded, 6201-T81 Aluminum Alloy Conductors. B–786 19-Wire Combination Unilay-Stranded Aluminum 1350, Conductors for Subsequent Insulation. All Quadruplex, Triplex and Duplex shall meet or exceed all applicable requirements of ANSI/ICEA S-76-474. All 600 volt secondary UD cable shall meet or exceeds all applicable requirements of ICEA S-66-524 for cross-linked polyethylene insulated conductors and UL standard 854 for Type USE –2. CONSTRUCTION: Conductor shall be stranded, compressed 1350-H19 aluminum. Insulated with Polyethlene (XLP) insulation. The phase conductors shall be black and the neutral shall have a triple yellow extruded stripe. REEL INFORMATION: The reels shall be non-returnable and substantially constructed with diameter sufficient to ensure conductor protection in accordance with NEMA WC 26. The reel shall not exceed 72 inches tall and 45 inches wide. The reel shall be lagged or covered with suitable material to provide physical protection for the conductor during transit, ordinary storage, and handling operation. The reels shall be shipped and stored upright to reduce conductor damage and facilitate unloading at ground level. Reels shall have three- inch center spindle holes. The following information for identification shall be provided on a weather resistant label attached securely to each reel. PAGE 22OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES 1. Name of manufacturer and reel number 2. Description of conductor 3. Footage 4. Gross, tare, and net weight of conductor and reel weight 5. Production order number 6. City of Denton purchase order number 7. Date of manufacture 8. A directional arrow on both sides of the reel that shows which way the conductor shall be un rolled.(Directional arrow shall notsignify the direction in which the conductor was rolled).(DME standard is set up for the conductor to be unrolled off the top of the reel.) 9. Notation signifying “Do Not Lay Reel Flat” INSULATION XLP: The insulation shall be black, cross-linked polyethylene (XLP). IDENTIFICATION: The insulation shall be marked by means of surface or indent print in contrasting color with the following information on the insulation at two foot intervals. 1. Manufacturer name 2. Plant ID 3. Type of Insulation, thickness and insulation level 4. Type and size of conductor 5. Voltage rating 6. Year of Manufacture 7. Phase I.D. on 4/0, 2/0 and #2 Quadruplex secondary conductor shall have phase markings A, B, C longitudinally along the length of the cables. D.XLP INSULATED 600 -VOLT SECONDARY, 500, 250, 4/0, 2/0, AND #2 AWG COMPRESSED COPPER CONDUCTORS: SCOPE: These cables may be installed in wet or dry locations, indoor, in raceways, underground ducts. Insulated XLP cables to be used at voltages of 600 volts or less phase-to- phase and at temperatures rated a minimum of 90C in wet or dry locations in accordance with ICEA specifications. TECHNICAL SPECIFICATIONS FOR ELECTRIC DISTRIBUTION CABLES: ASTM B –8 Concentric –Lay Stranded Copper Conductors ANSI / ICEA S –70–547 –Covered line wire –copper ASTM B –3 Soft or Annealed Copper Wire Insulation shall meet or exceed all requirements of ICEA S –66–524, NEMA WC –7 A and UL Standards. CONSTRUCTION: The conductor shall be, soft –drawn concentrically stranded copper. Insulated with Polyethlene (XLP) insulation. REEL INFORMATION: The reels shall be non-returnable and substantially constructed with diameter sufficient to ensure conductor protection in accordance with NEMA WC 26. PAGE 23OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES The reel shall not exceed 72 inches tall and 45 inches wide. The reel shall be lagged or covered with suitable material to provide physical protection for the conductor during transit, ordinary storage, and handling operation. The reels shall be shipped and stored upright to reduce conductor damage and facilitate unloading at ground level. Reels shall have three- inch center spindle holes. The following information for identification shall be provided on a weather resistant label attached securely to each reel. 1. Name of manufacturer and reel number 2. Description of conductor 3. Footage 4. Gross, tare, and net weight of conductor and reel weight 5. Production order number 6. City of Denton purchase order number 7. Date of manufacture 8. A directional arrow on both sides of the reel that shows which way the conductor shall be un rolled.(Directional arrow shall notsignify the direction in which the conductor was rolled). (DME standard is set up for the conductor to be unrolled off the top of the reel.) 9.Notation signifying “Do Not Lay Reel Flat” INSULATION XLP: The insulation shall be black, cross-linked polyethylene (XLP). IDENTIFICATION: The insulation shall be marked by means of surface or indent print in contrasting color with the following information on the insulation at two foot intervals. 1.Manufacturer name5. Voltage rating 2. Plant ID6. Year of Manufacture 3. Type of Insulation, thickness and insulation level 4. Type and size of conductor E.BARE 600 VOLT SECONDARY, 4/0, AWG COMPRESSED -SINGLE SDBC COPPER CONDUCTORS: SCOPE: The soft –drawn conductor of greater flexibility for uninsulated hook up, jumpers and grounds in electrical construction. TECHNICAL SPECIFICATIONS FOR ELECTRIC DISTRIBUTION CABLES: ASTM B –8 Concentric –Lay Stranded Copper Conductors ASTM B –3 Soft or Annealed Copper Wire CONSTRUCTION: The conductor shall be, soft –drawn concentrically stranded copper REEL INFORMATION: The reels shall be non-returnable and substantially constructed with diameter sufficient to ensure conductor protection in accordance with NEMA WC 26. The reel shall not exceed 72 inches tall and 45 inches wide. The reel shall be lagged or covered with suitable material to provide physical protection for the conductor during transit, ordinary storage, and handlingoperation. The reels shall be shipped and stored upright to PAGE 24OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES reduce conductor damage and facilitate unloading at ground level. Reels shall have three- inch center spindle holes. The following information for identification shall be provided on a weather resistant label attached securely to each reel. 1. Name of manufacturer and reel number 2. Description of conductor 3. Footage 4. Gross, tare, and net weight of conductor and reel weight 5. Production order number 6. City of Denton purchase order number 7. Date of manufacture 8. A directional arrow on both sides of the reel that shows which way the conductor shall be un rolled.(Directional arrow shall notsignify the direction in which the conductor was rolled). (DME standard is set up for the conductor to be unrolled off the top of the reel.) 9. Notation signifying “Do Not Lay Reel Flat” F.SUBSTATION CONTROL CABLES: SCOPE: Electrical substation VNTC PVC/Nylon/PVC, unshieldedcontrol cable for instrumentation and 600V power within substations. TECHNICAL SPECIFICATIONS FOR SUBSTATION CONTROL CABLES: ASTM B3 and B8 CONSTRUCTION: The conductor shall be 10AWG and 12AWG as specified in various conductor counts that are fullyannealed stranded bare copper with a flame retardant Polyvinyl Chloride (PVC) with clear Polyamide (nylon) that shall be lead-free, and sunlight resistant. Unshielded Tray type cable that is UL listed, and rated for 600V for a 90C dry/ wet rating with a THHN/THWN-2 type of insulation. REEL INFORMATION: The reels shall be non-returnable and substantially constructed with diameter sufficient to ensure conductor protection in accordance with NEMA WC 26. The reel shall not exceed 48 inches tall and 36 inches wide, nominal 3,000 foot length reels are preferred by DME. The reel shall be lagged or covered with suitable material to provide physical protection for the conductor during transit, ordinary storage, and handling operation. The following information for identification shall be provided on a weather resistant label attached securely to each reel. 1. Name of manufacturer and reel number 2. Description of conductor 3. Footage –nominal 3,000foot length reels are preferred by DME 4. Gross, tare, and net weight of conductor and reel weight 5. Production order number 6. City of Denton purchase order number PAGE 25OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES 7. Date of manufacture 8. A directional arrow on both sides of the reel that shows which way the conductor shall be un rolled.(Directional arrow shall notsignify the direction in which the conductor was rolled). (DME standard is set up for the conductor to be unrolled off the top of the reel.) 9. Notation signifying “Do Not Lay Reel Flat” The City of Denton will not awardto any cable manufacturer that is not pre-approved. Any new manufacturer that wishes to be considered for future awards must satisfactorily go through the Denton Municipal Electric Commodity/Supplier Approval Request Form and process. If your company would like to be considered for future solicitations, please submit the DME Commodity/Supplier Approval Request form to the City of Denton Purchasing Department. Forms can be requested via email at purchasing@cityofdenton.com. QUALITY CONTROL The manufacturer shall be responsible for the quality control of the manufacturing processes to assure that all requirements of these specifications are met. However, the purchaser reserves the right to observe, to inspect and to require additional quality control investigations, either by its personnel or an independently employed quality control investigator, at any or all stages of fabrication at the manufacturer’s facilities. Failure to adequately maintain fabrication and quality of fabrication until completion shall be grounds for cancellation of the order or any part thereof. Field failure or field repairs required due to quality control failures or manufacturing procedures shall be the responsibility of the manufacturer. WRITTEN WARRANTY and GUARANTEES Written guarantees shall include any limitations as to the nature of failure or time limitations. The guarantee shall begin upon receipt of the accepted units, not on the date of manufacture. Guarantees shall indicate whether or not it is made on a full replacement basis or a prorated basis and if prorated then what are the terms. Manufacturer/supplier guarantees that the products furnished under this specification are of high quality and agrees to replace any products supplied under this contract found to be defective during inspection, installation, or service for a minimum period of 12 months after unit is delivered to Denton. All replacements by the manufacturer/supplier shall be free of charge F.O.B. at the same delivery point called for in the original order. Replacements must be handled in a professional and timely manner and in no case shall a replacement unit take longer than 60 days to arrive in Denton after first being submitted for replacement. ACCEPTABLE HV DISTRIBUTION CABLE MANUFACTURERS 1.Prysmian 2.Kerite 3.Okonite 4.General Cable/Alcan 5.Nexans 6.Southwire In additionto the ones listed above, other ACCEPTABLE SUBSTATION CONTROL PAGE 26OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES CABLE MANUFACTURERS are: 1.Olympia 2.Condumex 3.Belden DME will only accept proposals for the specific manufacturers listed in the above approved manufacturers list. The City has implemented a pre-approval process for substitution commodities and services. The commodity approval form can be obtained via email (karen.smith@cityofdenton.com). Supporting documentation or samples must be submitted for review by Purchasing, Engineering, field crews, QAG (Quality Assurance Group), and the manager of DME. Testing may be required and may take substantial time to review. Vendors are encouraged to submit forms and samples for consideration on the next solicitation for similar items. B.GENERAL RESPONSIBILITIES AND REQUIREMENTS INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT 2.SupplierStandards of Performance INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT 4.INSURANCE INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT 5.CONTRACTS The successful awarded vendor will be required to sign an original contract. A sample contract is provided in Attachment I –Sample Contract. Suppliershall review the document and note exceptions in the proposal. PAGE 27OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES C.ANTICIPATED PROBLEMS AND PROPOSED SOLUTIONS Suppliershall offer written observations, based upon previous experiences in public projects of this magnitude, addressing any anticipated problems and offer proposed solutions to those problems. PAGE 28OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES Section IV Submittal Requirements For consideration, the proposal must submit the Proposals shall address the following criteria. minimum criteria noted below . Other information, if provided, shall be included as appendices at the back of the proposal. may submit a solicitation response for one or more of the categories of A firm services writtensubmissions only requested in this RFP. TheCity of Denton shall accept , until DECEMBER 6, 2012 before 2:00 PM.Firms shall submit one original copysigned by an officer 3copies authorized to bind the company, andof the completed response to this solicitationin a Additionally, the respondent shall provide a formatted CD(s) or memory sealedenvelope. drive, containing a complete copy of the Supplier’s response to this solicitation, or submit electronically to ebids@cityofdenton.com. The format shall be in Microsoft Office format. Submit pricingfor requested services as provided in Exhibit 1. Pricing shall be provided in hard copy with the written submission, and also e-mailed in Excel to ebids@cityofdenton.com before the proposal due date. The format shall be in Microsoft Word and Excel format only. Request Submittals shall include on the envelope and the cover sheet the following information: for Proposals (RFP) # 5062 SUPPLY OF UNDERGROUND DISTRIBUTION CABLE. Proposals may be hand delivered (by firm or express courier) to the address listed below;however, e-mailed only submittals will not be accepted.Additionally, no oral, telephone, telegraphic, or facsimile proposals will be accepted. Where solicitation responsesare sent by mail or courier, the responsibility of timely delivery is the respondent’s. Pages should be numbered and contain an organized, paginated table of contents corresponding to the section and page of the submittal. Appendices may be used for general firm information. The solicitation responseshall be no more than 200 pages in length(excluding sample contracts, directories, and lists, etc.).All submittals, no later than DECEMBER 6, whether mailed or delivered by courier shall be sent to and received 2012 at 2:00 p.m., Central Time atthe following address: City of Denton Attention: Elton D. Brock, MBA, CTPM, CTCM, C.P.M. Purchasing and Materials Manager 901B Texas Street, Denton, TX 76209 940-349-7100 Written proposals must be submitted by 2:00 p.m. on the response due date.Any proposal received after the date and/orhour set for proposal opening will be returnedunopened. The City of Denton reserves the right to accept or reject in part or in whole any proposals submitted, and to waive technicalities of the submission, in the best interest of obtaining best value forthe City. Each Supplieris responsible for taking the necessary steps to ensure their proposal is received by the date and time noted herein. The City is not responsible for missing, lost or late mail or any mail delays, internal or external, that may result in the proposal arriving after the set time. PAGE 29OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES Proposalsshall include on the envelope and the cover sheet with the RFP number and name. 1.COVER SHEET Include SupplierCompany name, contact information, RFP number and name. 2.BUSINESS OVERVIEW QUESTIONAIRE –ATTACHMENT C 3.RELEVANT EXPERIENCE AND CAPABILITIES The responding individual or businessshall provide pertinent information about the individual or businessand related experience(s) with the requested products or services. Indicate what resources the individual or business will have available to allocate to the project.The respondent must currently be licensed to perform work in the State of Texas. A copy of current licensing must be included in your proposal. Relevant experiences and capabilities of the individual or businessteam members and team as a whole will be rated by the City by a review of both completed and on-going assignments, years of relevant experience in communities of comparable size, and credentials; greater weight will be given toproject experience within the past five (5) years containing the team members proposed: a.Five (5) years experience with similar products or services, provide a description. b.Astandard license or certification, if applicable. c.A defined level of industry knowledge and understanding d.The individual or businessmust be registered by the State of Texasor the County of Denton as a business and the must have all licensure required by the State to provide any services. e.The individual or businessmust disclose any business relationship that would have an effect, of a conflict of interest. A conflict of intereststatement must be signed as part of the contract negotiated with the awardee(s). f.Authorized Manufacturers for HV distribution cables that DME has successful experience using are Prysmian, Kerite, Okonite, Southwire, General Cable (Alcan), Nexans. For Substation control cables in addition to the ones listed above the authorized manufacturers are Olympia, Condumex, Belden. 4.DISCLOSURES a.Suppliershall detail any and all relevant history of litigation involving public projects. b.Suppliershall detail any and all exceptions within the proposal response. PAGE 30OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES 5.REFERENCES Respondent shall provide references including contact names, e-mail addresses and current, correct phone numbers of Firmsor public entitiesfor which you have performed similar professional services.Respondent shall complete Attachment F –References. 6.FEE STRUCURE –PRICING Submit pricing for requested products or services as provided in Exhibit 1. Pricing shall be provided in hard copy and emailed in Excel to ebids@cityofdenton.combefore the proposal due date. 7.EQUIPMENT SCHEDULE–NOT APPLICABLE 8.SAFETY RECORD–NOT APPLICABLE 9. MANUFACTURER STANDARD WARRANTY. Include a copy of the standard warranty for the products proposed. 10.ADDITIONAL GENERAL REQUIREMENTS Prior to commencement of the services,the City and selected individual or business will conduct an initial meeting to review the overall scope, schedule, deliverables and planning processto implement a successful program. a.Theawarded Suppliershall provide to the City of Denton, detailed reports of time and services provided to the City on a monthly basis. b.Staff available to assist the selected provider is limited; the proposals submitted should not anticipate extensive staff assistanceduring equipment repairs or maintenance. PAGE 31OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES SectionV Evaluation and Award 1.EVALUATION PROCEDURES Selection of a Firm(s) to provide the aforementioned services will be in accordance with the City of Denton Purchasing Policies and proceduresand the State of Texas Local Government Code 252.043. The City of Denton shall open all proposals and evaluate each respondent in accordance to the below criteria: Step 1:Proposal The City of Denton will evaluate the submission in accordance with the selection criteria and will rank the Firms on the basis of the submittals. The City of Denton, reserves the right to consider information obtained in addition to the data submitted in the Proposal. The selection criterion is listed below: a)Indicators of Probable Performance under contract (FACTOR: 10%). Indicators of probable performance under the contract to include: past vendor performance, financial resources and ability to perform, experience or demonstrated capability and responsibility, references, and the vendor’s ability to provide reliable maintenance agreements and support. b)Proposal Quality (FACTOR: 10%) The quality of the submitted proposals, including completion, acceptance of the City’s Standard Terms and Conditions, or City of Denton acceptable exceptions explanations to the proposal. c)Delivery Timeframe (FACTOR: 10%). The delivery time frame for goods after receipt of order (A.R.O) d)Price, Total Cost of Ownership (FACTOR: 70%). The price of the items, that may include total cost of ownership, such as installation costs, life cycle costs, and warranty provisions. In addition to the above factors, othersthat can be utilized as stated within Local Government Code 252.043 are: (1) the extent to which the goods or services meet the City’s needs, (2)the impact on the ability of the Cityto comply with the laws and rules related to contracting with historically underutilized businesses and non-profit organizations employing persons with disabilities, (3) the long term cost to the City to PAGE 32OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES acquire the respondents’ goods and services, and (4) any relevant criteria specifically listed in the solicitation by the City. The total possible score of the proposals shall be scored and weighted as indicated inSection V, Step 1items a.Based on the outcome of the computations performed, each proposal will be assigned a raw score. The assigned weight will then be applied to these scores to calculate an overall score for each proposal for completion of the final scoring process. The proposals shall be evaluated utilizing standard tools, based upon the weighted factors above, and will be assigned a final score. The City of Denton will proceed to Step 2, with the Firm(s) that are considered within the competitive range and present an overall best value to the City of Denton. Step 2: After the final ranking of the proposals and determination of Firm(s) that provide a best value to the City and are within the competitive range, provided the City of Denton elects to proceed withoutoral discussions, the City will immediately proceed to negotiate final pricing, terms and highest ranked Firm or Firms. conditions with the The City of Denton mayelect to conduct oral discussions, request clarifications, and presentations concerning the project approach and ability to furnish the requirements, as part of the negotiation process. The City may elect to utilize a Best and Final negotiation phase to determine the Firm that provides the overall best value to the City. Step 3: The City of Denton ProcurementDepartment shall provide a written recommendation to the City of Denton City Council, which represents “best value” and request authorization to proceed with contract execution for the proposed services. In accordance with Local Government Code 252.049, trade secrets and confidential information in competitive sealed bids are not open for public inspection. All proposals shall be opened in a manner that avoids disclosure of the contents to competing offerors and keeps the proposals secret during negotiations. A public opening will not be THE AWARD PROCESS ISCONSIDERED OPEN conducted with this process. AND ON-GOING UNTIL ALL FINAL NEGOTIATIONS HAVE CONCLUDED. After the contract has been awarded all proposals are open for public inspection and the unsuccessful respondent(s) may request a debriefing regarding their submittal.Please contact the City of Denton Materials Management staff to document the request for a debriefing. A meeting with the City of Denton Materials Management Staff and the using Department shall be provided in a timely manner PAGE 33OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES 2.AWARD The City reserves the right to award by line item, section, or by entire proposal; whichever is most advantageous, or provides the “best value”to the City, unless denied by the offeror. 3.PREFERENCES Environmentally Preferable Purchasing Policy Texas Local Government Code, Sec. 271.907.VENDORS THAT MEET OR EXCEED AIR QUALITY STANDARDS. (a)In this section, "governmental agency" has the meaning assigned by Section 271.003. (b)This section applies only to a contract to be performed, wholly or partly, in a nonattainment area or in an affected county, as those terms are defined by Section 386.001, Health and Safety Code. (c)A governmental agency procuring goods or services may: (1)give preference to goods or services of a vendor that demonstrates that the vendor meets or exceeds any state or federal environmental standards, including voluntary standards, relating to air quality;or (1)requirethat a vendor demonstrate that the vendor meets or exceeds any state or federal environmental standards, including voluntary standards, relating to air quality. (d)The preference may be given only if the cost to the governmental agency for the goods orservices would not exceed 105 percent of the cost of the goods or services provided by a vendor who does not meet the standards.The cost may not exceed $100,000. This provision shall comply with City of Denton Resolution R2007-032. PAGE 34OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES Section VI Payment and Performance Requirements 1.PAYMENT AND INVOICES: All proposals shall specify terms and conditions of payment, which will be considered as part of, but not control, the award of proposals. City review, inspection, and processing procedures ordinarily require thirty (30) days after receipt of invoice, materials, or services. Proposals which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of the Purchasing Manager, the review, inspection, and processing procedures can be completed as specified. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299.A pro-forma invoice shall be sent to the contract administrator. It is the intention of the City of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is later, Invoices must be fully documented as to labor, unless unusual circumstances arise. materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. Upon contract award, suppliers are encouraged to receive payments through direct deposit.Additional information regarding direct deposit payments is available at www.dentonpurchsasing.com. 2.TAX EXEMPTION: The City of Denton qualifies for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas Limited Sales, Excise and Use Tax Act. Any Supplierperforming work under this contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption certificates to suppliers. Certificates must comply with State Comptroller’s ruling #95- 0.07 and #95-0.09. PAGE 35OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES SectionVII Standard Purchase Terms and Conditions SUPPLIER’S OBLIGATIONS 1.. The Suppliershall fully and timely provide all deliverables described in the Solicitation and in the Supplier’s Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. EFFECTIVE DATE/TERM 2.. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. SUPPLIERTO PACKAGE DELIVERABLES 3.: The Supplierwill package deliverables in accordance with good commercial practice and shall include a packing list showing the description of each item, the quantity and unit price unless otherwise provided in the Specifications or Supplemental Terms and Conditions, each shipping container shall be clearly and permanently marked as follows: (a) The Supplier's name and address, (b) the City’s name, address and purchase order or purchase release number and the price agreement number if applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number of the container bearing the packing list. The Suppliershall bear cost of packaging. Deliverables shall be suitably packed to secure lowest transportation costs and to conform to all the requirements of common carriers and any applicable specification. The City's count or weight shall be final and conclusive on shipments not accompanied by packing lists. SHIPMENT UNDER RESERVATION PROHIBITED 4.: The Supplieris not authorized to ship thedeliverables under reservation and no tender of a bill of lading will operate as a tender of deliverables. TITLE & RISK OF LOSS 5.: Title to and risk of loss of the deliverables shall passto the City Provided,however, where only when the City actually receives and accepts the deliverables; deliverables are shipped directly from a manufacturer to the City, whenF.O.B. Shipping Point will apply DELIVERY TERMS AND TRANSPORTATION CHARGES 6.: Deliverables shall be shipped F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and Conditions, except where deliverables are shipped directly from a manufacturer to the City, when F.O.B. Shipping Point will apply. Unless otherwise stated in the Offer, the Supplier’s price shall be deemed to include all delivery and transportation charges. The City shall have the right to designate what method of transportation shall be used to ship the deliverablesin instances where the City is paying freight. The place of delivery shall be that set forth the purchase order. RIGHT OF INSPECTION AND REJECTIONRIGHT OF INSPECTION AND 7.: REJECTION : The City expressly reserves all rights under law, including, but not limited to the Uniform Commercial Code, to inspect the deliverables at delivery before accepting them, and to reject defective or non-conforming deliverables. If the City has the right to inspect the Supplier, or PAGE 36OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES the Supplier’ssupplier’s/manufacturer’s,facilities,Supplier shall furnish, or cause to be furnished, all reasonable facilities and assistance to the City to facilitate such inspection. NO REPLACEMENT OF DEFECTIVE TENDER 8.:Every tender or delivery of deliverables must fully comply with all provisions of the Contract as to time of delivery, quality, and quantity. Any non-complying tender shall constitute a breach; however, Supplier shall be afforded an opportunity to promptly cure any such breach following notice of same from the City. PLACE AND CONDITION OF WORK 9.: INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT WORKFORCE 10. INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL 11. REGULATIONS : INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT INVOICES 12.: A. The Suppliershall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partialshipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. Proper Invoices must include a unique invoice number, the purchase order or delivery B. ordernumber and the master agreement number ifapplicable, the Department’s Name, and thename of the point of contact for the Department . Invoices shall be itemized and transportationcharges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, whenapplicable, shall be attached to the invoice. The Supplier name, remittance address and, if applicable, the tax identification number on the invoice must exactly match the information in the Vendor’s registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Supplier invoice. C. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. PAYMENT 13.: A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City’s receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid B. balance atthe lesser of the rate specified in Texas Government Code Section 2251.025 or the maximumlawful rate; except, if payment is not timely made for a reason for which the City may withholdpayment hereunder, interest shall not accrue until ten (10) calendar days after the grounds forwithholding payment have been resolved. PAGE 37OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES C. If partial shipments or deliveries are authorized by the City, the Supplierwill be paid for the partialshipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Supplierto such extent as may be necessary on account of: i. delivery of defective or non-conforming deliverables by the Supplier; ii. third party claims, which are not covered by the insurance which the Supplier is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Supplier to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City’s agents, employees or contractors, which is not covered by insurance required to beprovided by the Supplier; v. reasonable evidence that the Supplier’s obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Supplier to submit proper invoices with purchase order number, with all required attachments and supporting documentation; or vii. failure of the Supplier to comply with any material provision of the Contract Documents. viii. –Supplier is to be notified in writing of any such withheld payments, including amount and specific and detailed basis for action, prior to anywithholding event takes place. E. Notice is hereby given that any awarded firm who is in arrears to the City ofDenton for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Supplier agrees thatno additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer will be executed without prior agreement with the City; however, Supplier cannot be directed to accept payment by credit card. G. Theawarding or continuation of this contract is dependent upon the availability of funding. The City’s payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Supplier. The City shall provide the Supplier written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. TRAVEL EXPENSES 14.: All travel, lodging and per diem expenses in connection with the Supplier must Contract shall be paid by the Supplier, unless otherwise stated in the contract terms. be notified prior to travel and actual expenses and reimbursement can be negotiated at that time. FINAL PAYMENT AND CLOSE-OUT 15.: INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT PAGE 38OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES 16.SPECIAL TOOLS &TEST EQUIPMENT: INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT . RIGHT TO AUDIT 17.: A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. TheSupplier shall retain such books, records, documents and other evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, theSupplier shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the Supplier which must be payable within five (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract and shall constitute, in the City’s sole discretion, grounds for termination thereof. Each of the terms “books”, “records”, “documents” and “other evidence”, as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. SUBCONTRACTORS 18.: INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT WARRANTY–PRICE 19.: INTENTIONALLY DELETED WARRANTY –TITLE 20.: The Supplierwarrants that it has good and indefeasible title to all deliverables furnished under the Contract, and that the deliverables are free and clear of all liens, claims, security interests and encumbrances. The Suppliershall indemnify and hold the City harmless from and against all adverse title claims to the deliverables. WARRANTY –DELIVERABLES 21.: Supplier is not the manufacturerof the deliverables and the deliverables are covered by separate manufacturer’s warranties. Supplier shall transfer and assign such manufacturer’s warranty to the City. If for any reason the manufacturer’s warranty cannot be fully transferred to the City, the Suppliershall assist and cooperate with the City to the fullest extent to enforce such manufacturer’s SUPPLIER HEREBY DISCLAIMS AND EXCLUDES warranty for the benefit of the City. ANY AND ALL OTHER WARRANTIES REGARDING GOODS AND SERVICES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED PAGE 39OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WARRANTY –SERVICES 22.: INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT ACCEPTANCE OF INCOMPLETE OR NON-CONFORMING DELIVERABLES 23.: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Suppliershall pay all reasonableclaims, costs, losses and damages attributable to the City’s evaluation of and determination to accept such defective or non-conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non-conforming deliverables. If the acceptance . occurs after final payment, such amount will be refunded to the City by theSupplier RIGHT TO ASSURANCE 24.: Whenever one party to the Contract in good faith has reason to question the other party’s intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. STOP WORK NOTICE 25. INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT DEFAULT 26.: The Suppliershall be in default under the Contract if the Supplier(a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance underParagraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Supplier’s Offer, or in any report or deliverable required to be submitted by the Supplierto the City. TERMINATION FOR CAUSE: 27.In the event of a default by a Party, the other Party shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after the date of such notice, unless the defaulting Party, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the non-defaulting Party’s reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the non-defaultingPartyshall be entitled to recover all actual damages, costs, losses and expenses, incurred by the defaultingParty as a result of the defaulting Party’s default, including, without limitation, cost of cover, reasonable attorneys’ fees, court costs, and prejudgment and post-judgment interest at the maximum lawful rate. Additionally, in the event of a material default by either Party, the other Partymay remove the terminated Party from the City’s vendor list for three (3) years,and if the terminated Party is the Supplier,any Offer PAGE 40OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES submitted by the Suppliermay be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. TERMINATION WITHOUT CAUSE 28.: The City shall have the right to terminate the Contract, in whole or in part, without cause any timeupon thirty (30) calendar days’ prior written notice. Upon receipt of a notice of termination, the Suppliershall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Supplier, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof, as well as, any applicable order cancellation, restocking or return feesassessed by Supplier’s manufacturers, including if applicable, payment of full invoice price if the deliverables are considered in production and non-returnable by the manufacturer thereof. FRAUD 29.: Fraudulent statements by the Supplieron any Offer or in any report or deliverable required to be submitted by the Supplierto the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. DELAYS 30.: A. The City may delay scheduled delivery or other due dates by written notice to the Supplierif the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Suppliershall negotiate an equitable adjustment for costs incurred by the Supplierin the Contract price and execute an amendment to the Contract. The Suppliermust assert its right to an adjustment within thirty (30) calendar days from the date of receipt of thenotice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default or delay in contract performance due to any of the foregoing causes, then the time for completion will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform. INDEMNITY 31.: A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City,the Supplier, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not PAGE 41OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES limited to the agents, officers and employees of the City, the Supplier, the Supplier’s subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non-conforming deliverables, negligence, willful misconduct or a breach of any legally imposed strict liability standard. TO THE EXTENT PROVIDED BY APPLICABLE LAW, EACH PARTY SHALL B. DEFEND (AT THEOPTION OF THE OTHER PARTY), INDEMNIFY, AND HOLD THE OTHER PARTY,ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE SUCHPARTY, OR SUCHPARTY’SAGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF SUCHPARTY’S OBLIGATIONS UNDER THE CONTRACT;PROVIDED,HOWEVER, THAT THE FOREGOIONG INDEMNIFICATION OBLIGATIONS SHALL NOT APPLY TO ANY LIABILITIES TO THE EXTENT PROVEN TO BE CAUSED BY THE GROSS NEGLIGENCE OR WILFULL MISCONDUCT OF THE PARTY SEEKING INDEMNIFICATION; NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE SUPPLIER(INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. INSURANCE– 32.The following insurance requirements are applicable, in addition to the specific Attachment A. insurance requirements detailed in The successful firm shall procure and maintain insurance of the types and in the minimum amounts acceptable to theCity of Denton, suchamounts to be specified in Attachment A, if applicable. Theinsurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City of Denton. A. General Requirements: i. The Suppliershall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and duringany warranty period. ii. The Suppliershall provide Certificates of Insurance with the coverage’s and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consideration for award. The Suppliermust also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Suppliershall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Supplierhereunder and shall not be construed to be a limitation of liability on the part of the Supplier. iv. The Suppliermust submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Supplier’s and all subcontractors’ insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be A-VII or better written by companies with A.M. Best ratings of. The City will accept PAGE 42OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES workers’ compensation coverage written by the Texas Workers’ Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers,and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitation number and the following information: City of Denton Materials Management Department 901B Texas Street Denton, Texas 76209 vii. The “other” insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Supplier, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Supplier shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Supplier. xi. The Suppliershall not cause any insurance to be canceled nor permit any insurance to lapse during the term of theContract or as required in the Contract. xii. The Suppliershall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Suppliershall endeavor to provide the City thirty (30) calendar days’ written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage’s indicated within the Contract. xiv. The insurance coverage’s specified in within the solicitation and requirements are required minimums and are not intended to limit the responsibility or liability of the Supplier. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. CLAIMS 33.: If any claim, demand, suit, or other action is asserted against the Supplierwhich arises under or concerns the Contract, or which could have a material adverse affect on the Supplier’s ability to perform thereunder, the Suppliershall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Supplier. Such notice to the City shall PAGE 43OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof; and the name of each person against whom such claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. NOTICES 34.: Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Suppliershall be sent to the address specified in the Supplier’s Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL 35.: All material submitted by the Supplierto the City shall become property of the City upon receipt. Any portions of such material claimed by the Supplierto be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552of theTexas Government Code. NO WARRANTY BY CITY AGAINST INFRINGEMENTS 36.: The Supplierrepresents and warrants to the City that: (i) the Suppliershall provide the City good and indefeasible title to the deliverables. Supplier shall transfer or pass-through to the City the benefit of all manufacturer’s warranties, and indemnities against infringement of patents, trademarks, trade secrets, or any other intellectual property rights of any kind of any third party. CONFIDENTIALITY 37.:In order to perform this Contracteach Party may require access to certain of the other Party’s and/or its licensors’ confidential information (including inventions, employee information, trade secrets, confidential know-how, confidential business information, and other information which such other Party or its licensors consider confidential(collectively, “Confidential Information”). Each Partyacknowledges and agrees that the Confidential Information is the valuable property of the other Party and/or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the other Party and/or its licensors. Each Party(including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the other Party, or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Party promptly notifies the other Partybefore disclosing such informationso as to permit the other Party reasonable time to seek an appropriate protective order. Each Partyagrees to use protective measures no less stringent than the Party uses within its own business to protect its own most valuable information, which protectivemeasures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. PAGE 44OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES OWNERSHIP AND USE OF DELIVERABLES 38.: INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT PUBLICATIONS 39.: All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. ADVERTISING 40.: The Suppliershall not advertise or publish, without the City’s prior consent, the fact that the City has entered into the Contract, except to the extent required by law. NO CONTINGENT FEES 41.: The Supplierwarrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Supplierfor the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Supplier, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. GRATUITIES 42.: The City may, by written notice to the Supplier, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Supplieror any agent or representative of the Supplierto any officer or employee of the City of Denton with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Supplierin providing such gratuities. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS 43.: No officer, employee, independent consultant, or elected official of theCity who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Suppliershall render the Contract voidable by the City. The Suppliershall complete and submit the City’s Conflict of Interest Attachment G Questionnaire (). INDEPENDENT CONTRACTOR 44.: The Contract shall not be construed as creating an employer/employee relationship, a partnership, or a joint venture. The Supplier’s services shall be those of an independent contractor. The Supplieragrees and understands that the Contract does not grant any rights or privileges established for employees of the Cityof Denton, Texas forthe purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker’s PAGE 45OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES compensation, or any other City employee benefit. The City shall not have supervision and control of the Supplieror any employee of the Supplier, and it is expressly understood that Suppliershall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City of Denton, Texas, or his designee under this agreement. ASSIGNMENT-DELEGATION 45.: The Contract shall be binding upon and inure tothe benefit of the City and the Supplierand their respective successors and assigns, provided however, that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Supplierwithout the prior written consent of the City. Any attempted assignment or delegation by the Suppliershall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. WAIVER 46.: No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Supplieror the City of any one or more events of default by the otherparty shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. MODIFICATIONS 47.: The Contract can be modified or amended only by a writing signed by both parties. No pre-printed or similar terms on any the Supplierinvoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. INTERPRETATION 48.: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. DISPUTE RESOLUTION 49.: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the runningof a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision-making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. PAGE 46OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Supplieragree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30)calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Supplierwill share the mediator’s fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. JURISDICTION AND VENUE 50.: The Contract is made under and shall be governed by the laws of the State of Texas, including, when applicable, the Uniform Commercial Code as adopted in Texas, V.T.C.A., Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. INVALIDITY 51.: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. HOLIDAYS: 52.The following holidays are observed by the City: New Year’s Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year’s Day (observed) PAGE 47OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 4:00 pm, Monday through Friday, excluding City of Denton Holidays. Any must be scheduled deliveries or work performance not within the normal hours of operation approved by the City Manager of Denton, Texas or his authorized designee. SURVIVABILITY OF OBLIGATIONS: 53.All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. NON-SUSPENSION OR DEBARMENT CERTIFICATION: 54. The City of Denton is prohibited from contracting with or making prime or sub-awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal Government, as indicated by the General Services Administration List of Parties Excluded from FederalProcurement and Non-Procurement Programs, the State of Texas, or the City of Denton. EQUAL OPPORTUNITY 55. Equal Employment Opportunity: A. No Offeror, or Offeror’s agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this RFQ. Americans with Disabilities Act (ADA) Compliance: B. No Offeror, or Offeror’s agent, shall engage in any discriminatory employment practice against individuals with disabilities as definedin the ADA. BUY AMERICAN ACT-SUPPLIES (Applicable to certain federally funded requirements) 56. To the extent thatmaterials meeting the City’s specifications can be sourced as a “Domestic End- Product” the following federally funded requirements are applicable, in addition to thespecific Attachment C. federally funded requirements detailed in A. Definitions. As used in this paragraph – i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Supplier, the acquisition cost, including transportation costs to the place of incorporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty-free entry certificate is issued); or (2) For components manufactured by the Supplier, all costs associated with the manufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of theend product. iii. "Domestic end product" means- (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the UnitedStates exceeds 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as those that the agency determines are not PAGE 48OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "Foreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. 10a -10d) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract;but will consider for approval foreign articles as domestic for this product if the articles are on a listapproved by another Governmental Agency. The Offeror shall submit documentation with their Offerdemonstrating that the article is on an approved Governmental list. D. The Suppliershall deliver only domestic end products except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate". E. Supplieris a material supplier in this response to RFP and in conjunction with the approval standards set for by the City as part of this initiative,Suppliercannot be held to a Buy American Act if the City presents a contradicting material specification for bid. RIGHT TO INFORMATION: 57.The City of Denton reserves the right to use any and all information presented in any response to this solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. LICENSE FEES OR TAXES: 58.Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. PREVAILING WAGE RATES: 59. INTENTIONALLY DELETED -NOT APPLICABLE TO THIS CONTRACT COMPLIANCE WITH ALL STATE, FEDERAL, ANDLOCAL LAWS: 60.The Supplier shall comply with all State, Federal, and Local laws and requirements. The Suppliermust comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Suppliershall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. FEDERAL, STATE, AND LOCAL REQUIREMENTS: 61.Suppliershall demonstrate on-site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of 1978, dealing with issuance of Form W-2's to common law employees. Supplieris responsible for both federal and State unemployment insurance coverage and standard Workers’ Compensation insurance coverage. Suppliershall ensure compliance with all federal and State tax laws and withholding requirements. The City of Denton shall not be liable to Supplieror its employees for any Unemployment or Workers' Compensation coverage, or federal or State PAGE 49OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES withholding requirements. Suppliershall indemnify the City of Denton and shall pay all costs, penalties, or losses resulting from Supplier's omission or breach of this Section. DRUG FREE WORKPLACE: 62.The Supplier shall comply with the applicable provisions of the Drug-Free Work Place Act of 1988 (Public Law 100-690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug-free work environment; and the final rule, government-wide requirements for drug-free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug-Free Work Place Act of 1988 is incorporated by reference and the Suppliershall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. SUPPLIERLIABILITY FOR DAMAGETO GOVERNMENT PROPERTY: 63.The Supplier shall be liable for all damages to government-owned, leased, or occupied property and equipment caused by the Supplierand its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Suppliershall notify the City of Denton Procurement Manager in writing of any such damage within one (1) calendar day. FORCE MAJEURE: 64. The City of Denton and the Suppliershall not be responsible for performance under the Contract should it be prevented from performance by a Force Majeure. “Force Majeure” any act or circumstance, or combination of events or circumstances that arises after the date hereof, that is beyond the reasonable control of a party or its suppliers, is unavoidable or could not be prevented or overcome by the reasonable efforts and due diligence of such party or its suppliers and has an impact which will actually, demonstrably, adversely, and materially affect such party’s ability to perform its obligations (other than its payment obligations) in accordance with the termsof the Contract. In the event of an occurrence under this Section, the party will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the party continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The party so affected shall immediately notify the other party by telephone(to be confirmed in writing within five calendar days of the inception of such occurrence) and describe at a reasonable level of detail causing the non-performance or delay in performance. NON-WAIVER OF RIGHTS: 65.Failure of a Party to require performance by another Party under the Contract will not affect theright of such Party to require performance in the future. No delay, failure, or waiver of either Party’s exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. NO WAIVER OF SOVEREIGN IMMUNITY: 66.The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of Denton of any immunities from suit or from liability that the City of Denton may have by operation of law. PAGE 50OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES RECORDS RETENTION: 67.The Suppliershall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Suppliershall retain all such records for a period of two(2) yearsafter the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Suppliershall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. PAGE 51OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES ATTACHMENT C BUSINESS OVERVIEWQUESTIONNAIRE AND FORMS Stuart C. Irby Company Supplier Name: 1. 7125 Belton Street, Ft, Worth, Texas, 76118 Address(Principal Place of Business): 2. Does your company have an established physical presence in the State of Texas, or the City of 3. Irby Response: YES Denton? 64-0179020 TaxPayer ID#: 4. Russell James, Inside Sales Associate: james@irby.com Email Address of Primary contact: 5. www.irby.com Website Address: 6. Russell James (Direct Office Line): (817) 321-4011 Telephone: 7. (817) 284-7743 Fax:Ft Worth Office: 8. Irby Response: Other Locations: 9. Irby Response: Privately Held Corporation Organization Class: 10. Partnership Individual Corporation Association (Irby Response: 1926) Date Established: 11. Not Applicable Former Business Name: 12. Not Applicable Date of Dissolution: 13. Irby Response: Irby is a operating business for Sonepar, US, corporately Subsidiary of: 14. headquartered in Philadelphia, PA Irby Response: No Historically Underutilized Business: Yes orNo 15. (Irby Response: Primary Officers that associate to company utility Principals and Officers: 16. operations are as follow: Irby Officer Business Role Mike Wigton President Andy Waring Chief Operating Officer PAGE 52OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES John Honigfort Vice President - Finance Joe LeNoir Vice President of Sales Eddie Moak Vice President of Sales Chad Cravens Vice President of Sales Brad Slocum Vice President of Operations Key Personnel and Responsibilities: 17. Irby Associate Business Role Russell James Inside Sales Associate Texas Chance Anderson Sales Associate - Texas Rich McCathrenDistrict Sales Manager-Texas Mackey Beach Branch Operations Manager Texas (Ft Worth) Susan Woodcock District Operations Manager Joe LeNoir Vice President of Sales Brad Slocum Vice President of Operations Don Corley Vice President of Strategic Sourcing Number of Personnel by Discipline: 18. DisciplineNumber of Staff# Registered Irby Response: Irby employs as a company 890 associates in the departmental areas of Sales, Operations, Finance (Credit and Accounting), Human Resources, Information Technology and Corporate Administration and Operations. Further details are available if needed and upon request. Has your company filed or been named in any litigation involving your company and the 19. Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available.Include (Irby Response: No) lawsuits where Owner was involved. (preferably municipalities) Please provide at least (3) three references and contract 20. amounts. Include project description, contact names, position, and organization name and telephone number for each reference listed. See attachment F. (See attachment F) Have you ever defaulted on or failed to complete a contract under your current company 21. name or any other company name? If so, where and why? Give name and telephone number (Irby Answer: No) of Owner. PAGE 53OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES Have you ever had a contract terminated by the Owner? If so, where and why? Give name 22. (Irby Answer: No) and telephone number (s) of Owner (s). Has your company implemented an Employee Health and Safety Program compliant with 29 23. CFR 1910 “General Industry Standards” and/or 29 CFR 1926 “General Construction Standards” as they apply to your Company’s customary activities? http://www.osha.gov/pls/oshaweb/owasrch.search_form?p_doc_type=STANDARDS&p_toc _level=1&p_keyvalue=1926 (Irby Answer: As a Material Supplier, Irby maintains all necessary and appropriate Employee Health and Safety requirements, inclusive of a corporate program that monitors and documents activity, training and performance. Further information can be made available if needed and upon request.) PAGE 54OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES ATTACHMENT F REFERENCES other than the City of Denton, Please list three (3) Government references, who can verify the quality of service your company provides. The City prefers customers of similar size and scope of work to this proposal. REFERENCE ONE GARLAND POWER & LIGHT GOVERNMENT/COMPANY NAME: GARLAND,TX LOCATION: GARY HOLCOLMB-PURCHASING MANAGER CONTACT PERSON AND TITLE: 972-205-3400 TELEPHONE NUMBER: SCOPE OF WORK: CONTRACT PERIOD: REFERENCE TWO CITY OFWEATHERFORD GOVERNMENT/COMPANY NAME: WEATHERFORD,TX LOCATION: TOMMY PATTERSON CONTACT PERSON AND TITLE: 817-598-4252 TELEPHONE NUMBER: SCOPE OF WORK: CONTRACT PERIOD: REFERENCE THREE CITY OF SANGER GOVERNMENT/COMPANY NAME: SANGER,TX LOCATION: MIKE PRATER CONTACT PERSON AND TITLE: 940-458-2064 TELEPHONE NUMBER: SCOPE OF WORK: CONTRACT PERIOD: PAGE 55OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES ATTACHMENT G CIQ CONFLICT OF INTEREST QUESTIONNAIRE FORM For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 1491, 80thLeg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person Date Received who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. Name of person who has a business relationship with local governmental entity. 1 2 Check this box if you are filing an update to a previously filed questionnaire. th (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) . 3 Name of local government officer with whom filer has an employment or business relationship Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A.Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? YesNo B.Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at thedirection of the local government officer named in this section AND the taxable income is not received from thelocal governmental entity? YesNo C.Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of 10 percent or more? YesNo D.Describe each affiliation or business relationship. 4 Signature of person doing business with the governmental entityDate PAGE 56OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES ATTACHMENT H DISADVANTAGED BUSINESS UTILIZATION The City of Denton will ensure that purchases of equipment, materials, supplies, and /or services comply with Texas Local Government Code 252.0215, in regards to competitive requirements in relation to Disadvantaged Business Enterprises (DBE). The City will ensure that all procurement opportunities are cost effective, and contributable to the competitiveness of the City, and its customers. All Procurement activities will be conducted in an open and fair manner with equal opportunity provided for all qualified parties. The City of Denton will provide equal contracting opportunities as provided by State and Federal law to small business enterprises, Historically Underutilized Businesses, and Disadvantaged encourages Business Enterprises. The City of Denton allawarded Suppliers to seek qualification as a DBE and/or utilize DBE’s as sub-contractors, where feasible, to meet the overall intent of the legislation. Disadvantaged Business Enterprises (DBE) : are encouraged to participate in the City of Denton's procurement process. The Purchasing Department will provide additional clarification of specifications, assistance with Proposal Forms, and further explanation of procurement procedures to those DBEs who request it. Representatives from DBE companies should identify themselves as such and submit a copy of the Certification. The City recognizes the certifications of the State of Texas Building and Procurement Commission HUB Program. All companies seeking information concerning DBE certification are urged to contact. State of Texas HUB Program –TPASS Division PO Box 13047, Austin, TX 78711-3047 (512) 463-5872 or (888) 863-5881 or http://www.window.state.tx.us/procurement/prog/hub/ Instructions: If your company is already certified, attach a copy of your certification to this form and return with the submission. If your company is not already certified, and could be considered as meeting certification requirements, please use the web linkto obtain such. If you are submitting a response and plan to utilize DBE’s, then use the form below to identify the business and include the business HUB certification. COMPANY NAME: ______________________________________________________ REPRESENTATIVE: ____________________________________________________ ADDRESS: ____________________________________________________________ CITY, STATE, ZIP: ______________________________________________________ TELEPHONE NO. __________________________ FAX NO . ____________________ Indicate all that apply: ______Minority-Owned Business Enterprise ______Women-Owned Business Enterprise ______Disadvantaged Business Enterprise PAGE 57OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES ATTACHMENT I CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND___________ THIS CONTRACT is made and entered into this day of A.D., 2012, by and between a corporation, whose address CITY OF is , hereinafter referred to as "Supplier," and the DENTON, TEXAS , a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in considerationof the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products or services in accordance with the Supplier’s proposal in Exhibit response thereto, a copy of which is attached hereto and incorporated herein for all purposes as "D" . The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a)Request for Proposal (RFP # ___) (Exhibit “A”) (b)City of Denton Standard Terms and Conditions (Exhibit “B”) (c)Special Terms and Conditions (Exhibit "C") (d)Form CIQ –Conflict of Interest Questionnaire . (Exhibit "D") (e)Supplier’s Proposal. ; These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as “Contract Documents.” PAGE 58OF RFP #5062 CITY OF DENTON RFP FOR SUPPLY UNDERGROUND DISTRIBUTION CABLE AND SUBSTATION CONTROL CABLES IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: City of Denton OWNER BY: (SEAL) ATTEST: SUPPLIER MAILING ADDRESS PHONE NUMBER FAX NUMBER BY: AUTHORIZED SIGNATURE PRINTED NAME, TITLE APPROVED AS TO FORM:(SEAL) ANITA BURGESS, CITY ATTORNEY PAGE 59OF RFP #5062 Exhibit B-Last Page ATTACHMENT J ACKNOWLEDGEMENT THE STATE OF TEXAS COUNTY OF DENTON The undersigned agrees this RFP becomesthe property of the City of Dentonafter the official opening. The undersigned affirms he has familiarized himself with the local conditions under which the work is to be performed; satisfied himself of the conditions of delivery, handling and storage of equipment and all other matters that may be incidental to the work, before submitting a proposal. The undersigned agrees, if this proposal is accepted, to furnish any and all items/services upon which prices are offered, at the price(s) and upon the terms and conditions contained in the Specifications. The period for acceptance of this Proposal will be ninety (90) calendar days unless a different period is noted. The undersigned affirms that they are duly authorized to execute this contract, that this RFP has not been prepared in collusion with any other offeror, nor any employee of the City of Denton, and that the contents of this RFP have not been communicated to any other proposer or to any employee of the City of Dentonprior to the official opening of this RFP. Supplierhereby assigns to the City any and all claims for overcharges associated with this contract which arise under the antitrust laws of the United States, 15 USCA Section 1 etseq.,and which arise under the antitrust laws of . the State of Texas, Tex. Bus. & Com. Code, Section15.01,etseq The undersigned affirms that they have read and do understand the specifications and any attachments contained in this RFP package. The undersigned agrees that the RFP posted on the website are the official specifications and shall not alter the electronic copy of the specificationsand/or pricing sheet (Exhibit 1), without clearly identifying changes. The undersigned understands they will be responsible for monitoring the City of Denton Purchasing Website at: http://www.cityofdenton.com/index.aspx?page=397to ensure they have downloaded and signed all addendum(s) required for submission with their proposal. Should a conflict arisebetween the PO, supplier terms, or contract; the terms and conditions set forth in this RFP shall prevail. I certify that I have made no willful misrepresentations in this Proposal Submission, nor have I withheld information in my statements and answers to questions. I am aware that the information given by me in this proposal will be investigated, with my full permission, and that any misrepresentations or omissions may cause my proposal to be rejected. NAME AND ADDRESS OF COMPANY:AUTHORIZED REPRESENTATIVE: IRBY___________________________ Signature 7125 BELTON ST_________________ Date FT.WORTH,TX ___________________ Name RUSSELL JAMES 76118___________________________ Title SALES ____________________________ Tel. No.817-321-4011 _____________ Fax No.817-284-7743 _____________________ Email.JAMES@IRBY.COM Last Page of Exhibit B PAGE 60OF RFP #5062 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS ANDTECHLINE, INC (RFP 5062) THIS CONTRACT is made and entered into this day of _____A.D., 2013, by and between Techline, Inca corporation, whose address is 5401 Martin Street, Ft. CITY OF DENTON, TEXAS Worth, TX 76119,hereinafter referred to as "Supplier," and the , a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products in accordance with the City’s RFP # 5062Supply of Underground Distribution Cables and Substation Control Cables, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto, or on file, and incorporated herein by reference: (Exhibit “A”) (a)Special Terms and Conditions on file at the office of the Purchasing Agent (b)City of Denton’s RFP 5062() (Exhibit “B”) (c)City of Denton Standard Terms and Conditions (Exhibit "C") (d)Supplier’s Proposal. ; These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as “Contract Documents.” RFP 5062 Exhibit A Special Terms and Conditions Contract Terms The contract term will be one (1) year, effective from date of award. The City and the Supplier shall have the option to renew this contract for an additional four(4) one-year periods. The contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date. At the sole option of the City of Denton, the contract may be further extended as needed, not to exceed a total of six (6) months. Total Contract Amount The contact total shall not exceed $20,000,000 per total contract term. Pricing shall be per Exhibit C attached. Price Adjustments For items 1-4 in Exhibit C, The City of Denton will implement an escalation/de-escalation metals price adjustment at time of order acceptance by the Supplier, using the day’s closing metal base. For items 11-21 in Exhibit C, The City of Denton will implement an escalation/de-escalation metals price adjustment at time of order acceptance by the Supplierusing the prior month’s metal average. The escalation/de-escalation will be based upon the following metal bases: AluminumBase = LME with Midwest Adder Copper Base = COMEX The metal bases shown below were taken from August 2012 and will be used as the reference metal basis for the proposal evaluation and award: AL base at $0.95.62 per Pound CU base at $3.43902 per Pound The price of each product will be increased or decreased based upon the following metals adjustment formulas: AL Conductor or Cable priced per CWT: Unit price adjustment = (%Aluminum content) x (Amount of increase or decrease of the Aluminum Metal Base /CWT) CU Conductor or Cable priced per CWT: RFP 5062 Unit price adjustment = (% of Copper Content) x (Amount of increase or decrease of the Copper Metal Base / CWT) Should the change exceed or decrease a minimum threshold value of +/-1%, then the stated eligible prices shall be adjusted in accordance with the unit price change adjustment derived from the above formulas. It is the Supplier’s or the City’s responsibility to request a price adjustment at the time of each order in writing. If no request is made prior to order acceptance by the manufacturer, then it will be assumed that the original proposed price will be in effect. The Supplier shall acknowledge the order and provide the aluminum and copper pricing to the City. Cooperative Purchasing/ Piggyback Option Supplier has taken exception to the original RFP terms regarding Cooperative Purchasing/Piggyback option. Supplier will only allow other governmental entities to purchase material on RFP 5062 if: a)The governmental entity is located with Techline-Fort Worth’s authorized sales area b)Termsincluding, lead time, payment, minimum order quantities, minimum order amount, mustmatch supplier’s proposal RFP 5062. c)The governmental entity’s PO must meet cut-to-length minimum manufacturing quantity. Techline will not sell City of Denton’s cable; Techline will need to order the cooperative entity’s product with standard manufacturer’s lead-times. d) The governmental entity will pay and additional 2% to contracted unit pricing to Techline (called a “Service Fee”). Techline will pay the City of Denton any service fee collected from governmental agenciesthat utilize thecontract quarterly via check to the Purchasing Coordinator as outlined in theoriginal RFP, page 8. Liquidated Damages Performance Liquidated Damages as written in RFP 5062, Section III, B3 (page 27) shall be amended to read: Supplier will incur a $1,500 per day penalty for each day cut to length cable is delayed past the contractual delivery requirements. These penalties shall not exceed 3% of the total contract amount. RFP 5062 Cut to Length Program The Cut to Length Program as written in RFP 5062, Page 14 shall be amended to include the following: Safety Stock The Supplier shallhave available at all times to the City during the contract term, nine (9) reels 2000’ of 750 Primary Cable (280-80-105) and three (3) reels of 2000’ of 4/0 bare copper “Nehring” wire (280-16-210). The City agrees to purchase remaining safety stock cables at the end of the contract term, including any remaining material on master reels greater than 400’. Reporting th Supplier will provide cut to length inventory reports to the City no later than the 5 businessday of each month for the prior month. Monthly reports shall include the following: reel lot numbers, footages of each reel, copper price of reel lot at time of purchase by Supplier, the date of purchase from the manufacturer,the date of receipt from the manufacturer, and contracted price for cable on reel. In addition, the Supplier will report to the City any purchases made to replenish cut to length inventory. The following information will be submitted to the City upon receipt of cable/wire from the manufacturer: the date of receipt of product, the date of purchase, the copper price for the cable at the time of purchase, cable pricing per foot at the time of purchase, and reel lot numbers with footages. The City Contract Administrator shall provide monthly reports of estimated usage of plannedprojects. This report shall include cable size, project footage estimates, and estimated requested delivery date. Any changes to the planned project report shall be reported immediately in writing to the Supplier. The Contract Administrator shall be issued via email after receipt of the Cut to Length report from the Supplier. The Supplier and City staff shall meet quarterly to review the program performance and needs of both parties. Any changes made to the program shall be made in writing with approval of the Purchasing Manager or his/her designee. RFP 5062 Delivery of Cut to Length Cable Supplier shall delivery cut to length cable ordered by the City with in the followinglead times: 72 Hour Delivery 96 Hour Delivery 120 Hour Delivery < 18,000' of 750 Primary 18,001' to 36,000' of 750 36,001' to 54,000' of 750 Cable (28080105)Primary Cable (28080105)Primary Cable (28080105) andandand 6,001' to 12,000' of 4/0 12,001' to 18,000' of 4/0 <6,000' of 4/0 Bare CU Bare CU "Nehring" Bare CU "Nehring" "Nehring" (28016210)(28016210)(28016210) The maximum amount delivered may not The maximum amount The maximum amount exceed nine (9) 72" reels delivered may not exceed delivered may not exceed of 750 Primary Cable nine (9) 72" reels of 750 nine (9) 72" reels of 750 (28080105)Primary Cable (28080105)Primary Cable (28080105) Pricing Pricing for cut to length cable/wire will be determined at the time of the Suppliers’ purchase from the manufacturer. The copper price at the time of purchase will be used to determine the contracted price for the reel lot until scrapped by the Supplier. The Supplier will manage the purchase of cut to length cable/wire. The Supplier will monitor the copper market and all attempts will be made to seek the lowest copper prices when making purchasesto replenish cut to length stock. Rebate Incentives to theCity The Supplier will offer a rebate program to the City for the purchase of cables exceeding the minimum stocking requirements ofsafety stock. The City will receive a 2% discount on cut to length cable/wire lots ordered and delivered to the City that have been in the Supplier’s inventory stock for less than 60 days. The City will receive a 1% discount on cut to length cable/wire lots ordered and delivered to the City that have been in the Supplier’s inventory stock for 61-90 days. The rebate will be refunded to the City quarterly by check to the Procurement Coordinator. RFP 5062 Exhibit B City of Denton Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City of Denton’s solicitation are applicable to Contracts/Purchase Orders issued by the City of Denton hereinafter referred toas the City or Buyer and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City’s Procurement Department and the Supplier. No Terms and Conditions contained in the Sellers Proposal response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract/Purchase Order these written provisions will take precedence. By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. Unless otherwise specified in the Contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36 shall apply only to a Solicitation to purchase Goods, and Sections 9, 10, 11 and 22 shall apply only to a Solicitation to purchase Services to be performed principally at the City’s premises or on public rights-of-way. CONTRACTOR’S OBLIGATIONS 1. . The Contractor shall fully and timely provide all deliverables described in the Solicitation and in the Contractor’s Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. EFFECTIVE DATE/TERM 2. . Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. CONTRACTOR TO PACKAGE DELIVERABLES 3. : The Contractor will package deliverables in accordance with good commercial practice and shall include a packing list showing the description of each item, the quantity and unit price unless otherwise provided in the Specifications or Supplemental Terms and Conditions, each shipping container shall be clearly and permanently marked as follows: (a) The Contractor's name and address, (b) the City’s name, address and purchase order orpurchase release number and the price agreement number if applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number of the container bearing the packing list. The Contractor shall bear cost of packaging. Deliverables shall be suitably packed to secure lowest transportation costs and to conform to all the requirements of common carriers and any applicable specification. The City's count or weight shall be final and conclusive on shipments not accompanied by packing lists. SHIPMENT UNDER RESERVATION PROHIBITED 4. : The Contractor is not authorized to ship the deliverables under reservation and no tender of a bill of lading will operate as a tender of deliverables. TITLE & RISK OF LOSS 5. : Title to and risk of loss of the deliverables shall pass to the City only when the City actually receives and accepts the deliverables. DELIVERY TERMS AND TRANSPORTATION CHARGES 6. : Deliverables shall be shipped F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and Conditions. Unless otherwise stated in the Offer, the Contractor’s price shall be deemed to include all delivery and transportation charges. The City shall have the right to designate what method of transportation shall be used to ship the deliverables. The place of delivery shall be that set forth the purchase order. RIGHT OF INSPECTION AND REJECTION 7. : The City expressly reserves all rights under law, including, but not limited to the Uniform Commercial Code, to inspect the deliverables at delivery before accepting them, and to reject defective or non-conforming deliverables. If the City has the right to inspect the Contractor’s, or the Contractor’s Subcontractor’s, facilities, or the deliverables at the Contractor’s, or the Contractor’s Subcontractor’s, RFP 5062 premises, the Contractor shall furnish, or cause to be furnished, without additional charge, all reasonable facilities and assistance to the City to facilitate such inspection. NO REPLACEMENT OF DEFECTIVE TENDER 8. : Every tender or delivery of deliverables must fully comply with all provisions of the Contract as to time of delivery, quality, and quantity. Any non-complying tender shall constitute a breach and the Contractor shall not have the right to substitute a conforming tender; provided, where the time for performance has not yet expired, the Contractor may notify the City of the intention to cure and may then make a conforming tender within the time allotted in the contract. PLACE AND CONDITION OF WORK 9. : The City shall provide the Contractor access to the sites where the Contractor is to perform the services as required in order for the Contractor to perform the services in a timely and efficient manner, in accordance with and subject to the applicable security laws, rules, and regulations. The Contractor acknowledges that it has satisfied itself as to the nature of the City’s service requirements and specifications, the location and essential characteristics of the work sites, the quality and quantity of materials, equipment, labor and facilities necessary to perform the services, and any other condition or state of fact which could in any way affect performance of the Contractor’s obligations under the contract. The Contractor hereby releases and holds the City harmless from and against any liability or claim for damages of any kind or nature if the actual site or service conditions differ from expected conditions. WORKFORCE 10. A. TheContractor shall employ only orderly and competent workers, skilled in the performance of the services which they will perform under the Contract. B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while engaged in participating or responding to a solicitation or while in the course and scope of delivering goods or services under a City of Denton contract or on the City's property . i. use or possess a firearm, including a concealed handgun that is licensed under state law, except as required by the terms of the contract; or ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. C. If the City or the City's representative notifies the Contractor that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the Contractor shall immediately remove such worker from Contract services, and may not employ such worker again on Contract services without the City's prior written consent. Immigration: The Contractor represents and warrants that it shall comply with the requirements of the Immigration Reform and Control Act of 1986 and 1990 regarding employment verification and retention of verification forms for any individuals hired on or after November 6, 1986, who will perform any labor or services under the Contract and the Illegal Immigration Reform and Immigrant Responsibility Act of 1996 (“IIRIRA) enacted on September 30, 1996. COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS 11. : The Contractor, it’s Subcontractors, and their respective employees, shall comply fully with all applicable federal, state, and local health, safety, and environmental laws, ordinances, rules and regulations in the performance of the services, including but not limited to those promulgated by theCity and by the Occupational Safety and Health Administration (OSHA). In case of conflict, the most stringent safety requirement shall govern. The Contractor shall indemnify and hold the City harmless from and against all claims, demands, suits, actions, judgments, fines, penalties and liability of every kind arising from the breach of the Contractor’s obligations under this paragraph. Environmental Protection: The Respondent shall be in compliance with all applicable standards, orders, or et seq regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 .) and the Federal Water et seq Pollution Control Act, as amended, (33 U.S.C. §1251 .). INVOICES 12. : A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partial shipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. RFP 5062 Proper Invoices must include a unique invoice number, the purchase order or delivery order B. number and the master agreement number if applicable, the Department’s Name, and the name of the point of contact for the Department . Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, shall be attached to the invoice. The Contractor’s name, remittance address and, if applicable, the tax identification number on the invoice must exactly match the information in the Vendor’s registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor’s invoice. C. Invoices for labor shall include a copy of all time-sheets with trade labor rate and deliverables order number clearly identified. Invoices shall also include a tabulation of work-hours at the appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours actually worked at the work site. D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all Subcontract and other authorized expenses at actual cost without markup. E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. PAYMENT 13. : A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City’s receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at B. the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorizedby the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non-conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City’s agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor’s obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting documentation; or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded firm who is in arrears to the City of Denton for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City’s payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure ofthe City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none orinadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. RFP 5062 TRAVEL EXPENSES 14. : All travel, lodging and per diem expenses in connection with the Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. FINAL PAYMENT AND CLOSE-OUT 15. : A. If a DBE/MBE/WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to submit a Contract Close-Out MBE/WBE Compliance Report to the Purchasing Manager no later than the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance with the requirements as accepted by the City. B. The making and acceptance offinal payment will constitute: i. a waiver of all claims by the City against the Contractor, except claims (1) which have been previously asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms of any warranty specified herein, (4) arising from the Contractor’s continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5)arising under the City’s right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. SPECIAL TOOLS & TEST EQUIPMENT 16. : If the price stated on the Offer includes the cost of any special tooling or special test equipment fabricated or required by the Contractor for the purpose of filling this order, such special tooling equipment and any process sheets related thereto shall become the property of the City and shall be identified by the Contractor as such. RIGHT TO AUDIT 17. : A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and otherevidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the Contractor which must be payable within five (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract and shall constitute, in the City’s sole discretion, grounds for termination thereof. Each of the terms “books”, “records”, “documents” and “other evidence”, as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. SUBCONTRACTORS 18. : A. If the Contractor identified Subcontractors in a DBE/MBE/WBE agreed to Plan, the Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor’s Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the Cityand the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include RFP 5062 same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor is required to indemnify the City. C. The Contractor shall be fully responsible to the City for all acts and omissions of the Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such Subcontractor except as may otherwise be required by law. D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later than ten (10) calendar days after receipt of payment from the City. WARRANTY-PRICE 19. : A. TheContractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other firm or with any competitor. C. In addition to any other remedy available, the City may deductfrom any amounts owed to the Contractor, or otherwise recover, any amounts paid for items in excess of the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. WARRANTY –TITLE 20. : The Contractor warrants that it has good and indefeasible title to all deliverables furnished under the Contract, and that the deliverables are free and clear of all liens, claims, security interests and encumbrances. The Contractor shall indemnify and hold the City harmless from and against all adverse title claims to the deliverables. WARRANTY –DELIVERABLES 21. : The Contractor warrants and represents that all deliverables sold the City under the Contract shall be free from defects in design, workmanship or manufacture, and conform in all material respects to the specifications, drawings, and descriptions in the Solicitation, to any samples furnished by the Contractor, to the terms, covenants and conditions of the Contract, and to all applicable State, Federal or local laws, rules, and regulations, and industry codes and standards. Unless otherwise stated in the Solicitation, the deliverables shall be new or recycled merchandise, and not used or reconditioned. A. Recycled deliverables shall be clearly identified as such. B. TheContractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law; and any attempt to do so shall be without force or effect. C. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the date of acceptance of the deliverables or from the date of acceptance of any replacement deliverables. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand either repair the non-conforming deliverables, or replace the non-conforming deliverables with fully conforming deliverables, at the City’s option and at no additional cost to the City. All costs incidental to such repair or replacement, including but not limited to,any packaging and shipping costs shall be borne exclusively by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the breach of warranty, but failure to give timely notice shall not impair the City’s rights under this section. D. If the Contractor is unable or unwilling to repair or replace defective or non-conforming deliverables as required by the City, then in addition to any other available remedy, theCity may reduce the quantity of deliverables it may be required to purchase under the Contract from the Contractor, and purchase conforming deliverables from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such deliverables from another source. E. If the Contractor is not the manufacturer, and the deliverables are covered by a separate manufacturer’s warranty, the Contractor shall transfer and assign such manufacturer’s warranty to the City. If for any reason the manufacturer’s warranty cannot be fully transferred to the City, the Contractor shall assist and cooperate with the City to the fullest extent to enforce such manufacturer’s warranty for the benefit of the City. RFP 5062 WARRANTY –SERVICES 22. : The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the Acceptance Date. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the breach warranty, but failure to give timely notice shall not impair the City’s rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Contractor, and purchase conforming services from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. ACCEPTANCE OF INCOMPLETE OR NON-CONFORMING DELIVERABLES 23. : If, instead of requiring immediate correction or removal and replacement of defective or non-conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City’s evaluation of and determination to accept such defective or non-conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non-conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. RIGHT TO ASSURANCE 24. : Whenever one party to the Contract in good faith has reason to question the other party’s intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. STOP WORK NOTICE 25. : The City may issue an immediate Stop Work Notice in the event the Contractor is observed performing in a manner that is in violation of Federal, State, or local guidelines, or in a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for allcosts incurred by the City as a result of the issuance of such Stop Work Notice. DEFAULT 26. : The Contractor shall be in default under the Contract if the Contractor (a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Contractor’s Offer, or in any report or deliverable required to be submitted by the Contractor to the City. TERMINATION FOR CAUSE: 27. In the event of a default by the Contractor, the City shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendardays, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City’s reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor’s default, including, without limitation, cost of cover, reasonable attorneys’ fees, court costs, and prejudgment and post-judgment interest at the maximum lawful rate. Additionally, in the event of a default by the Contractor, the City may remove the Contractor from the City’s vendor list for three(3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. RFP 5062 TERMINATION WITHOUT CAUSE 28. : The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days’ prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. FRAUD 29. : Fraudulent statements by the Contractor on any Offer or in any report or deliverable required to be submitted by the Contractor to the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. DELAYS 30. : A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it is in its best interest.If such delay causes an increase in the cost of the work under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment to the Contract. The Contractor must assert its right to an adjustment within thirty (30) calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall excuse the Contractor from delaying the delivery as notified. B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default or delay in contract performance due to any of the foregoingcauses, then the time for completion of the services will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform. INDEMNITY 31. : A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor’s subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non-conforming deliverables, negligence, willful misconduct or a breach of any legally imposed strict liability standard. C(C), ,C, T B. HE ONTRACTOR SHALL DEFEND AT THE OPTION OF THE ITYINDEMNIFYAND HOLD THE ITYITS ,,, SUCCESSORSASSIGNSOFFICERSEMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINSTALL ICD,,F NDEMNIFIED LAIMS IRECTLY ARISING OUT OFINCIDENT TOCONCERNING OR RESULTING FROM THE AULT C,C',, OF THE ONTRACTOROR THE ONTRACTORS AGENTSEMPLOYEES OR SUBCONTRACTORSIN THE C’C. N PERFORMANCE OF THE ONTRACTORS OBLIGATIONS UNDER THE ONTRACTOTHING HEREIN SHALL BE CC(,, DEEMED TO LIMIT THE RIGHTS OF THE ITY OR THE ONTRACTOR INCLUDINGBUT NOT LIMITED TOTHE ). AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM RIGHT TO SEEK CONTRIBUTION INSURANCE 32. : The following insurance requirements are applicable, in addition to the specific insurance Attachment A. requirements detailed in The successful firm shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City of Denton. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City of Denton. A. General Requirements. i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage’s and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer RFP 5062 to disqualification from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor’s and all subcontractors’ insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A-VII or better A.M. Best ratingsof . The City will accept workers’ compensation coverage written by the Texas Workers’ Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitation number and the following information: City of Denton Materials Management Department 901B Texas Street Denton, Texas 76209 vii. The “other” insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amountsagreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days’ written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage’s indicated within the Contract. xiv. The insurance coverage’s specified in within the solicitation and requirements are required minimums and are not intended to limit the responsibility or liability of the Contractor. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. CLAIMS 33. : If any claim, demand, suit, or other action is asserted against the Contractor which arises under or concerns the Contract, or which could have a material adverse affect on the Contractor’s ability to perform thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City shall state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof; and the name of each person against whom such claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. RFP 5062 NOTICES 34. : Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor’s Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL 35. : All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552, and Texas Government Code. NO WARRANTY BY CITY AGAINST INFRINGEMENTS 36. : The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in theContract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City’s exercise anywhere in the world of the rights associated with the City’s’ ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor’s breach of any of Contractor’s representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co-counsel on the City’s behalf. Further, Contractor agrees that the City’s specifications regarding the deliverables shall in no way diminish Contractor’s warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. CONFIDENTIALITY 37. : In order to provide the deliverables to the City, Contractor may require access to certain of the City’s and/or its licensors’ confidential information (including inventions, employee information, trade secrets, confidential know-how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, “Confidential Information”). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and/or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and/or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. OWNERSHIP AND USE OF DELIVERABLES 38. : The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, anddeliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. RFP 5062 B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made-for-hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City’s sole or joint ownership of any such deliverables arising by virtue of the City’s sole or joint authorship of such deliverables. Should by operation of law, such deliverables not be considered works made-for- hire, the Contractor hereby assigns to the City (and agrees to cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver an assignment to the City of) all worldwide right, title, and interest in and to such deliverables. With respect to such work made-for-hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver a work-made-for-hire agreement, in a form to be reasonably approved by the City, to the City upon delivery of such deliverables to the City or at such other time as the City may request. C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its employees to, execute, acknowledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and/or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor’s obligations to execute, acknowledge, and deliver(or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37above. PUBLICATIONS 39. : All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. ADVERTISING 40. : The Contractor shall not advertise or publish, without the City’s prior consent, the fact that the City has entered into the Contract, except to the extent required by law. NO CONTINGENT FEES 41. : The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. GRATUITIES 42. : The City may, by written notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City of Denton with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS 43. : No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by Attachment B the City. The Contractor shall complete and submit the City’s Conflict of Interest Questionnaire (). INDEPENDENT CONTRACTOR 44. : The Contract shall not be construed as creating an employer/employee relationship, a partnership, or a joint venture. The Contractor’s services shall be those of an independent contractor. RFP 5062 The Contractor agrees and understands that the Contract does not grant any rights or privileges established for employees of the Cityof Denton, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker’s compensation, or any other City employee benefit. The City shall not have supervision and control of the Contractoror any employee of the Contractor, and it is expressly understood that Contractor shall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City of Denton, Texas, or his designee under this agreement. ASSIGNMENT-DELEGATION 45. : The Contract shall be binding upon and ensure to the benefit of the City and the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this paragraph. The Contract is not intended toconfer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. WAIVER 46. : No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Contractor or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. MODIFICATIONS 47. : The Contract can be modified or amended only by a writing signed by both parties. No pre-printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. INTERPRETATION 48. : The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner tobe fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. DISPUTE RESOLUTION 49. : A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or suchlater period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision-making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for upto thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator’s fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they mayutilize to represent them or otherwise assist them in the mediation. RFP 5062 JURISDICTION AND VENUE 50. : The Contract is made under and shall be governed by the laws of the State of Texas, including, when applicable, the Uniform Commercial Code as adopted in Texas, V.T.C.A., Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competentauthority as contemplated herein. INVALIDITY 51. : The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provisionshall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. HOLIDAYS: 52. The following holidays are observed by the City New Year’s Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year’s Day (observed) If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 4:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not must be approved within the normal hours of operation by the City Manager of Denton, Texas or his authorized designee. SURVIVABILITY OF OBLIGATIONS: 53. All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. NON-SUSPENSION OR DEBARMENT CERTIFICATION: 54. The City of Denton is prohibited from contracting with or making prime or sub-awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non-Procurement Programs, the State of Texas, or the City of Denton. EQUAL OPPORTUNITY 55. Equal Employment Opportunity: A. No Offeror, or Offeror’sagent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination underany activities resulting from this RFQ. Americans with Disabilities Act (ADA) Compliance: B. No Offeror, or Offeror’s agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. RFP 5062 BUY AMERICAN ACT-SUPPLIES (Applicable to certain federally funded requirements) 56. The following federally funded requirements are applicable, in addition to the specific federally funded requirements. A. Definitions. As used in this paragraph – i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incorporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty-free entry certificate is issued); or (2) For components manufactured by the Contractor, all costs associated with the manufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. iii. "Domestic end product" means- (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the United States exceeds 50 percent of the costof all its components. Components of foreign origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "Foreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. 10a -10d) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract; but will consider for approval foreign articles as domestic for this product if the articles are on a list approved byanother Governmental Agency. The Offeror shall submit documentation with their Offer demonstrating that the article is on an approved Governmental list. D. TheContractor shall deliver only domestic end products except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate". RIGHT TO INFORMATION: 57.The City of Denton reserves the right to use any and all information presented in any response to this solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. LICENSE FEES OR TAXES: 58.Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. PREVAILING WAGE RATES: 59. All respondents will be required to comply with Provision 5159a of “Vernon’s Annotated Civil Statutes” of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.gpo.gov/davisbacon/tx.html COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: 60.The contractor or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. FEDERAL, STATE, AND LOCAL REQUIREMENTS: 61.Respondent shall demonstrate on-site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of of 1978, dealing with issuance of Form W-2's to common law employees. Respondent is responsible for both federal and State unemployment insurance coverage and standard Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City of Denton shall not be RFP 5062 liable to Respondent orits employees for any Unemployment or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall indemnify the City of Denton and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. DRUG FREE WORKPLACE: 62.The contractor shall comply with the applicable provisions of the Drug-Free Work Place Act of 1988 (Public Law 100-690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug- free work environment; and the final rule, government-wide requirements for drug-free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug-Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. RESPONDENT LIABILITYFOR DAMAGE TO GOVERNMENT PROPERTY: 63.The Respondent shall be liable for all damages to government-owned, leased, or occupied property and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City of Denton Procurement Manager in writing of any such damage within one (1) calendar day. FORCE MAJEURE: 64.The City of Denton, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City of Denton. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City of Denton Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non-performance or delay in performance. NON-WAIVER OF RIGHTS: 65.Failure of a Party to require performance by another Party under the Contract will not affect theright of such Party to require performance in the future. No delay, failure, or waiver of either Party’s exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. NO WAIVER OF SOVEREIGN IMMUNITY: 66.The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of Denton of any immunities from suit or from liability that the City of Denton may have by operation of law. RECORDS RETENTION: 67.The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. RFP 5062 ConsentAgendaJ AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Phil Williams at 349-8487 ACM: Bryan Langley SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of substation control buildings for Denton Municipal Electric in a three (3) year not-to-exceed amount of $3,090,000; providing for the expenditure of funds therefor; and providing an effective date (RFP 5156-awarded to Stuart C. Irby Company). The Public Utilities Board recommends approval (7-0). RFP INFORMATION Denton Municipal Electric (DME) has substation projects approved in its Five Year Capital Improvement Plan (CIP) that will require the purchase of prefabricated control buildings. DME has developed two substation control building plans that can be utilized for all CIP projects where such facilities are required. Control buildings are essential components for substations because they provide physical security and a climate controlled environment for critical power system protection and control hardware. A standardized layout for the buildings has been developed that provides the advantage of reducing engineering, provides a predictable space requirement within substations, and allows an agreement to be structured to purchase multiple buildings over time at a lower cost. A more detailed description of the buildings is included in the Public Utilities Board Agenda Information Sheet (Exhibit 1). Request for proposals were sent to 223 prospective suppliers, including one Denton firm. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and the notice to prospective suppliers was advertised in the local newspaper. Five proposals were received (Exhibit 2). Proposals were evaluated based upon published criteria, including price, delivery and probable performance by the supplier. Information from the proposal evaluations is summarized in Exhibit 3. The Stuart C. Irby Company proposal provided the highest evaluated score, resulting in the best value for the City. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On March 11, 2013, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. Agenda Information Sheet May 7, 2013 Page 2 RECOMMENDATION Award a contract for the purchase of substation control buildings to Stuart C. Irby Company in a three (3) year not-to-exceed amount of $3,090,000. PRINCIPAL PLACE OF BUSINESS Stuart C. Irby Company Fort Worth, TX ESTIMATED SCHEDULE OF PROJECT The initial term of this contract is for one year ending May 7, 2014. The City and Stuart C. Irby Company shall have the option to renew this contract for two (2) additional one (1) year periods. FISCAL INFORMATION The costs for material purchased under the proposed agreement will be funded from project accounts on an as needed basis. The work proposed will be in the transmission category. These costs for transmission projects will ultimately be recovered through the Public Utility Commission Transmission Cost of Service Program (TCOS). EXHIBITS Exhibit 1: Public Utilities Board Agenda Information Sheet without Exhibits Exhibit 2: Proposal Tabulation Sheet Exhibit 3: Evaluation/Ranking Sheet Exhibit 4: Public Utilities Board Draft Minutes Respectfully submitted: Chuck Springer, 349-8260 Director of Finance 1-AIS-RFP 5156 Exhibit 1 PUBLIC UTILITIES BOARD AGENDA ITEM #2 AGENDA INFORMATION SHEET AGENDA DATE: March 11, 2013 DEPARTMENT: Utilities UTILITIES ACM: Howard Martin, Utilities, 349-8232 ______________________________________________________________________________ SUBJECT Consider recommending approval of a three year unit price purchase agreement with Stuart C. Irby Co. for purchase of prefabricated control buildings for substations in an amount not to exceed $3,090,000. (RFP #5156) BACKGROUND Denton Municipal Electric (DME) has substation projects approved in its five year Capital Improvement Plan (CIP) that will require purchase of prefabricated control buildings. DME has developed two substation control building plans that can be utilized for all CIP projects where such facilities are required. Control buildings are essential components for substations because they provide physical security and a climate controlled environment for critical power system protection and control hardware. A standardized layout for the buildings has been developed that gives the advantages of reducing engineering, providing a predictable space requirement within substations, and allowing an agreement to be structured to purchase multiple buildings over time at a lower cost. RPF #5156 was prepared to obtain unit pricing for two sizes of control buildings. A pricing method was incorporated that will allow increases or decreases in the lengths of the buildings should adjustments be necessary. Substation control buildings are used to house relay and control panels, AC and DC systems, meters, the SCADA system, and communications equipment that are necessary to control and protect substations and power lines. Placing this equipment in a climate controlled environment provides the highest probability of reliable performance and provides the best arrangement for the large amount of integration that is necessary. Two sizes of buildings are required to accommodate current and future substation designs: . The buildings will be utilized in larger substations that require a larger number of relay and control panels. The 24buildings will be used where fewer relay and control panels will be needed. Flexibility was built into the RFP so that prices were obtained to adjust the lengths of the buildings should design requirements dictate. Using projects that are planned for the CIP at this point, it is anticipated that up to nine of the larger buildings and two of the smaller buildings will be required. This could vary if project needs change. AIS PUB Agenda Item #2 March 11, 2013 Page 2 of 4 All buildings will be configured with the same basic equipment which will include AC and DC circuit breaker panels, redundant heating and air conditioning, interior lighting and outlets, emergency interior and exterior egress lighting, and 125V battery systems (batteries and battery chargers). The buildings are prefabricated at the manufact completed functional units to the sites. The prices quoted in this RFP include all estimated shipping costs to Denton, Texas. Offloading will be provided by DME. The buildings will be placed on concrete piers that will be constructed as part of the substation construction contract. RFP #5156 was structured to obtain unit prices for two sizes of control buildings along with a DME will also have the option of procuring batteries and chargers through a separate purchase. Purchase orders will be issued for each substation when the project is ready to proceed using the unit pricing. The proposed contract will not be exclusive, will not obligate DME to expend any minimum amount, and can be terminated at any time with notice. The RFP was advertised in accordance with Materials Management procedures. Five responsive proposals were received. The members of the RFP evaluation team were Karen Smith, Chuck Sears, Laura Cheek and Chris Lutrick. The proposals were evaluated in accordance with the factors included in the RFP, which were: a)Indicators of Probable Performance (FACTOR 25%). Indicators of probable performance under the contract to include: past vendor performances, financial resources and ability to perform, experience or to provide reliable maintenance agreements and support. b)Proposal Quality (FACTOR 10%) The quality of the submitted proposals, including completion, acceptance of the C Standard Terms and Conditions, or acceptable by the City of Denton of exceptions to the proposal. c)Delivery Timeframe (FACTOR 15%) The delivery timeframe for goods after receipt of order (A.R.O.) d)Price, Total Cost of Ownership (FACTOR 50%) The price of the items, to include total cost of ownership, delivery costs, life cycle costs, and warranty provisions. Information from the proposals is summarized in Exhibit 1. Construction of the recommended contract amount is contained in Exhibit 2. The recommended contract amount was arrived at by rounding the estimated total cost for three years up to the nearest $10,000. Detailed information from the proposals and evaluation is included in Exhibit 3. Exhibit 4 contains pictures of the main control buildings for Hickory Substation and RD Wells Interchange as examples of the types of buildings proposed for purchase. The evaluation factors were assessed independently; and then, the points were added to determine the proposal with the best value to the city. The proposal with the highest points was AIS PUB Agenda Item #2 March 11, 2013 Page 3 of 4 Stuart C. Irby, Company of Fort Worth, Texas. The Irby proposal meets the requirements of the specifications. The RFP included a mechanism for adjusting the price over time based on a third party index. This feature of the agreement is necessary for it to be useable over the three year time frame because of the volatility in the metals markets and fuel cost. Cost adjustments can be made at the time of each order based on the most recent U.S. Department of Labor, Bureau of Labor Statistics Producer Price Index (PPI) for Electrical Equipment Manufacturing (Series ID: PCU33531335310) if the index changes more than 1% up or down. OPTIONS 1.Recommend approval. 2.Not recommend approval and direct that other actions be taken. RECOMMENDATION DME recommends approval of an annually, renewable, unit price agreement with Stuart C. Irby Company for purchase of prefabricated control buildings in an amount not to exceed $3,020,000. ESTIMATED SCHEDULE OF PROJECT Purchases will be based on project schedules. PRIOR ACTION/REVIEW (Council, Boards, Commissions) There has been no prior action related to this purchase; however, the proposed purchase is consistent with project information detailed in CIP and budget presentations. DATE SCHEDULED FOR COUNCIL APPROVAL April 2, 2013 FISCAL INFORMATION The costs for materials and services purchased under the proposed agreement will be funded out of amounts budgeted for specific projects. The work proposed will be mostly in the transmission category. The transmission costs for projects will ultimately be recovered through the Public Utility Commission Transmission Cost of Service Program (TCOS). RFP INFORMATION The RFP information is summarized in Exhibit 1. AIS PUB Agenda Item #2 March 11, 2013 Page 4 of 4 EXHIBITS 1.Evaluation Summary for RFP #5156 2.Unit Prices & Estimated Contract Amount for RFP #5156 3.Proposal Detailed Information for RFP #5156 4.Substation Control Building Examples (Pictures) Respectfully submitted: Phil Williams General Manager Denton Municipal Electric Prepared by: Chuck Sears Transmission Engineering Manager Denton Municipal Electric Exhibit 4 DRAFT MINUTES 1 PUBLIC UTILITIES BOARD 2 3 March 11, 2013 4 5 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is 6 present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on 7 Monday, March 11, 2013 at 9:00 a.m. in the Service Center Training Room, City of Denton 8 Service Center, 901A Texas Street, Denton, Texas. 9 10 Present: Chairman Dick Smith, Vice Chair Billy Cheek, Secretary Randy 11 Robinson, Phil Gallivan, Barbara Russell, Leonard Herring and Lilia 12 Bynum 13 14 Ex Officio Members: Howard Martin, ACM Utilities; (absent) George Campbell, CM 15 OPEN MEETING: 16 17 CONSENT AGENDA: 18 19 20 2)Consider recommending approval of a three year unit price purchase agreement with Stuart 21 C. Irby Co. for purchase of prefabricated control buildings for substations in an amount not 22 to exceed $3,090,000. (RFP #5156) 23 Board Member Gallivan motioned to approve this item with a second from Board Member 24 Russell. The vote was 7-0 approved 25 . 26 27 Adjournment 11:06 a.m. ORDINANCE NO. _________ AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE PURCHASE OF SUBSTATION CONTROL BUILDINGS FOR DENTON MUNICIPAL ELECTRIC IN A THREE (3) YEAR NOT-TO-EXCEED AMOUNT OF $3,090,000; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5156-AWARDED TO STUART C. IRBY COMPANY). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the purchase of substation control buildings for Denton Municipal Electric in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, equipment, suppliefor Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5156 Stuart C. Irby Company $3,090,000 SECTION 2. 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, quantities and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; 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. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under the RFP 5156 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2013. ______________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY:____________________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ________________ BY: _________________ 6-ORD-RFP 5156 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS ANDSTUART C. IRBY COMPANY THIS CONTRACT CITY OF DENTON, TEXAS SCOPE OF SERVICES (Exhibit “A”) (Exhibit “B”) (Exhibit “C”) (Exhibit "D") Exhibit A Special Terms and Conditions Quantities Product Changes During Contract Term Authorized Distributor Contract Terms Price Escalation and De-escalation Producer Price Index/PPI is defined by the U.S. Department of Labor: The Producer Price Index (PPI) is a family of indexes that measures the average change over time in selling prices received by domestic producers of goods and services. PPI measures price change from the perspective of the seller. This contrasts with other measures, such as the Consumer Price Index (CPI), that measure price change from the purchaser's perspective. Sellers' and purchasers' prices may differ due to government subsidies, sales and excise taxes, and distribution costs. Total Contract Amount The City of Denton Purchasing Department 901-B Texas Street Denton, Texas 76209 REQUEST FOR PROPOSALS RFP5156 SUPPLY OF SUBSTATION CONTROL BUILDINGS FOR THE CITY OF DENTON NIGP CLASS and ITEM 15510 15578 Issue Date: January 7, 2013 Responsedue Date and Time (Central Time): Tuesday,January 29,2012, 2:00 p.m. CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS SOLICITATION CHECKLIST Checklist for RFP #5156 SUBSTATION CONTROL BUILDINGS Title: Opening Date: 1/29/2013 at 2:00 PM Contractor Name and Address: Stuart C. Irby Company, 7125 Belton, Street. Ft Worth, Texas 76118 Contact: Russell James –Inside Sales Associate TX Taxpayer VIN#: EIN# 64-0179020 Phone: (817) 321-4011 Fax: (817) 284-7743 Email: james@irby.com _ (REQUIRED) 1.Submit one (1) original and two (2)WRITTEN copies of submittal ______ a.Submit Written Proposal by courier, hand delivery, or mail_________ b.Exhibit 1-Excel Pricing Sheet, Review, complete, and return _________ 2.Email Exhibit 1 in Excel formatto ebids@cityofdenton.com_________ 3. Submittal Requirements (Meet Section III) • Review all requirements _________ • Ensure your firm meets all stated minimum requirements _________ • Documentation included supportingthe evaluation criteria.___________ •Addendum(s) Reviewed and return _________ • Attachment A, Not applicable • Attachment B, Not applicable • Attachment C, Review, complete and return __________ • Attachment D, Not Applicable • Attachment E, Not Applicable • Attachment F, Review, complete, and return _________ • Attachment G, Review, complete, and return _________ • Attachment H, Review, complete, and return _________ • Attachment I, Review and note any exceptions_________ • Attachment J, Review, complete, and return _________ •Exhibit 2, Review _________ •Exhibit 3, Review, complete and return for technical drawings __________ PAGE 3 OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS TABLE OF CONTENTS PAGE 4 OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS Section I General 1.INTRODUCTION SUBSTATION CONTROL BUILDINGS The City of Denton is exempt from Federal Excise and State Sales Tax. A. COMMUNITY PROFILE PAGE 5 OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS B. BACKGROUND 2.MINIMUM SUBMISSION REQUIREMENTS considered responsive 3.CONTRACT TERM 4.PRICING Price Decreases/Discount Increases PAGE 6 OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS 5.PRICE ADJUSTMENTS The City will consider alternate indices if the proposer submits the alternate with the proposal. The City prefers third party indices. The alternate index will be reviewedand considered in the evaluation. (Irby Section Note: Section refers to “labor price adjustments” in total. This is a material supply/commodity material RFP, whereby this section and language do not apply. Condition(s) for material price adjustment will be outlined and then negotiated, if necessary.) 6.SUBSTITUTIONS Producer Price Index/PPI is defined by the U.S. Department of Labor: The Producer Price Index (PPI) is a family of indexes that measures the average change over time in selling prices received by domestic producers of goods and services. PPI measures price change from the perspective of the seller. This contrasts with other measures, such as the Consumer Price Index (CPI), that measure price change from the purchaser's perspective. Sellers' and purchasers' prices may differ due to government subsidies, sales and excise taxes, and distribution costs. PAGE 7 OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS 7.DISQUALIFICATIONS 8.INTELLECTUAL PROPERTY INDEMNIFICATION 9.RIGHTS TO DATA, DOCUMENTS, AND COMPUTER SOFTWARE (GOVERNMENTAL ENTITYOWNERSHIP) 10.ADDING NEW PRODUCTS OR SERVICES TO THE CONTRACT AFTER AWARD PAGE 8 OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS 11.COOPERATIVE PURCHASING/ PIGGYBACK OPTION 12.QUANTITIES 13.PRODUCT CHANGES DURING CONTRACT TERM 14.AUTHORIZED DISTRIBUTOR 15.SAMPLES 16. PAGE 9 OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS 17.CONTRACTOR STANDARDSOF PERFORMANCE 18.PERFORMANCE LIQUIDATED DAMAGES 19.ANTICIPATED PROBLEMSAND PROPOSED SOLUTION 20.QUALITY CONTROL Irby is to be notified in writing of any quality control issues and/or concerns prior to any action taken. Any investigation or changes to the manufacturing process will be mutually negotiated and established. The terms of any field repairs are to be negotiated if necessary. INSURANCE CONTRACTS SHIPPING, DELIVERY AND PACKAGING Identification of Shipments: Packaging and Labeling PAGE 10OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS Special Delivery Requirements: Hours of Delivery: Control houses are delivered via Flatbed trailer and offloaded by crane. It is necessary to make delivery arrangements prior to shipment. Delivery Schedule: Delivery Delays: Compliant Products: Restocking Fee: PAGE 11OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS Section II Procurement Process and Procedures 1.SCHEDULE OF EVENTS 2.NON-MANDATORY PRE-SUBMITTAL CONFERENCE 3.PROPOSERS COST TO DEVELOP SUBMITTAL 4.MINIMUM RESPONSE disqualification must be included 5. VALIDITY PERIOD 6.REJECTION OF SUBMITTAL ANY PROPOSAL SUBMITTED AFTER THE DUE DATE AND TIME SPECIFIED WITHIN SECTION III, SHALL BE REJECTED. THE CITY SHALL REJECT PAGE 12OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS PROPOSALS SUBMITTED BY FIRMS THAT DO NOT MEET MINIMUM QUALIFICATIONS. 7.PROPRIETARY INFORMATION 8.NON-ENDORSEMENT 9.UNAUTHORIZED COMMUNICATIONS PAGE 13OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS 10.ADDENDUMS 11.CONTACT BETWEEN PROPOSER AND THE CITY OF DENTON PAGE 14OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS Section III Submittal Requirements For consideration, the proposal must submit the minimum criteria noted below may submit a solicitation response for one or more of the categories of writtensubmissions only January 29, 2013at 2:00 PM 2copies Additionally, the respondent shall provide a formatted CD(s) or memory drive, containing a complete copy of the contractor’s response to this solicitation, or submit electronically to ebids@cityofdenton.com. Submit pricingfor requested services as provided in Exhibit 1. Pricing shall be provided in hard copy with the written submission, and also e-mailed in Excel to ebids@cityofdenton.com before the proposal due date. Request for Proposals (RFP) # 5156 - SUPPLY OF SUBSTATION CONTROL BUILDINGS no later than (January 29, 2013) at 2:00 p.m., Central Time Written proposals must be submitted by 2:00 p.m. on the response due date.Any proposal received after the date and/or hour set for proposal opening will be returnedunopened. PAGE 15OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS 1.COVER SHEET 2.BUSINESS OVERVIEW QUESTIONAIRE –ATTACHMENT C 3.RELEVANT EXPERIENCE AND CAPABILITIES 4.DISCLOSURES PAGE 16OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS 5.REFERENCES 6.FEE STRUCURE – PRICING 7.EQUIPMENT SCHEDULE – NOT APPLICABLE 8.SAFETY RECORD – NOT APPLICABLE 9.MANUFACTURER STANDARD WARRANTY 10.EXCEPTIONS TO THE SPECIFICATIONS 11.ADDITIONAL GENERAL REQUIREMENTS PAGE 17OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS Section IV Evaluation and Award 1. EVALUATION PROCEDURES Step 1:Proposal a)Indicators of Probable Performance under contract (FACTOR: 25%). b)Proposal Quality (FACTOR 10%) c)Delivery Timeframe (FACTOR: 15%). d)Price, Total Cost of Ownership (FACTOR: 50%). In addition to the above factors, others that can be utilized as stated within Local Government Code 252.043 are: (1) the extent to which the goods or services meet the City’s needs, (2)the impact on the ability of the City to comply with the laws and rules related to contracting with historically underutilized businesses andnon-profit organizations employing persons with disabilities, (3) the long term cost to the City to PAGE 18OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS acquire the respondents’ goods and services, and (4) any relevant criteria specifically listed in the solicitation by the City. Step 2: highest ranked Firm or Firms. Step 3: THE AWARD PROCESS ISCONSIDERED OPEN AND ON-GOING UNTIL ALL FINAL NEGOTIATIONS HAVE CONCLUDED. PAGE 19OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS 2.AWARD 3.PREFERENCES Environmentally Preferable Purchasing Policy PAGE 20OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS Section V Payment and Performance Requirements 1.PAYMENT AND INVOICES: Invoices Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be madeon invoices not listing a Purchase Order Number. 2.TAX EXEMPTION: PAGE 21OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS SectionVI Standard Purchase Terms and Conditions CONTRACTOR’S OBLIGATIONS EFFECTIVE DATE/TERM CONTRACTOR TO PACKAGE DELIVERABLES SHIPMENT UNDER RESERVATION PROHIBITED TITLE & RISK OF LOSS Provided however, where deliverables are shipped directly from a manufacturer to the City, whereby F.O.B. Shipping Point will apply DELIVERY TERMS AND TRANSPORTATION CHARGES Transportation and staging are included in the quoted price. Off-loading is quoted as an option. See Irbybid notes for details. RIGHT OF INSPECTION AND REJECTIONRIGHT OF INSPECTION AND REJECTION PAGE 22OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS NO REPLACEMENT OF DEFECTIVE TENDER PLACE AND CONDITION OF WORK WORKFORCE COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS Environmental Protection: et seqet seq INVOICES Proper Invoices must include a unique invoice number, the purchase order or delivery ordernumber and the master agreement number if applicable, the Department’s Name, and thename of the point of contact for the Department PAGE 23OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS PAYMENT If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds forwithholding payment have been resolved. PAGE 24OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS TRAVEL EXPENSES Supplier must be notified prior to travel and actual expenses and reimbursement can be negotiated at that time. FINAL PAYMENT AND CLOSE-OUT : RIGHT TO AUDIT SUBCONTRACTORS WARRANTY – PRICE WARRANTY –TITLE WARRANTY –DELIVERABLES PAGE 25OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS F. Provided however, all warranty terms, conditions and assignments under this proposal are of a pass-through nature dueto the type of materials furnished by Supplier, from the Manufacturer through the Supplier to Buyer, and Buyer understands that. G. CONTRACTOR HEREBY DISCLAIMS AND EXCLUDES ANY AND ALL OTHER WARRANTIES REGARDING GOODS AND SERVICES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY NSAD FITNESS FOR A PARTICULAR PURPOSE. WARRANTY –SERVICES PAGE 26OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS D. Notwithstanding the foregoing provisions, note that “Services” are not applicable to this material supply/commodity RFP. In the event that any services are later proposed or required for this contractin the future,then any and all warranty conditions and terms will be mutually negotiated and established. ACCEPTANCE OF INCOMPLETE OR NON-CONFORMING DELIVERABLES . RIGHT TO ASSURANCE STOP WORK NOTICE DEFAULT TERMINATION FOR CAUSE: PAGE 27OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS TERMINATION WITHOUT CAUSE FRAUD DELAYS INDEMNITY PAGE 28OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS TO THE EXTENT PROVIDED BY APPLICABLE LAW, EACH PARTY SHALL DEFEND (AT THEOPTION OF THE OTHER PARTY), INDEMNIFY, AND HOLD THE OTHER PARTY,ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE OTHER PARTY, OR THE OTHER PARTY’S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE OTHER PARTY’SOBLIGATIONS UNDER THE CONTRACT. PROVIDED HOWEVER, THAT THE FOREGOIONG INDEMNIFICATION OBLIGATIONS SHALL NOT APPLY TO ANY LIABILITIES TO THE EXTENT PROVEN TO BE CAUSED BY THE GROSS NEGLIGENCE OR WILFULL MISCONDUCT OF THE PARTY SEEKING INDEMNIFICATION; NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. INSURANCE– Attachment A. A- VII or better PAGE 29OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS CLAIMS PAGE 30OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS NOTICES RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL NO WARRANTY BY CITY AGAINST INFRINGEMENTS CONFIDENTIALITY PAGE 31OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS OWNERSHIP AND USE OF DELIVERABLES PUBLICATIONS ADVERTISING NO CONTINGENT FEES GRATUITIES PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS Attachment G INDEPENDENT CONTRACTOR PAGE 32OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS ASSIGNMENT-DELEGATION WAIVER MODIFICATIONS INTERPRETATION DISPUTE RESOLUTION PAGE 33OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS JURISDICTION AND VENUE INVALIDITY HOLIDAYS: PAGE 34OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS must be approved SURVIVABILITY OF OBLIGATIONS: NON-SUSPENSION OR DEBARMENT CERTIFICATION: EQUAL OPPORTUNITY Equal Employment Opportunity: Americans with Disabilities Act (ADA) Compliance: BUY AMERICAN ACT-SUPPLIES (Applicable to certain federally funded requirements) Attachment C. PAGE 35OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS E. Contractor is a material supplier in this response to RFP and in conjunction with the approval standards set for by the City as part of this initiative, Contractor cannot be held to a Buy American Act if the City presents a contradicting material specification for bid. RIGHT TO INFORMATION: LICENSE FEES OR TAXES: PREVAILING WAGE RATES: COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: FEDERAL, STATE, AND LOCAL REQUIREMENTS: PAGE 36OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS DRUG FREE WORKPLACE: RESPONDENT LIABILITYFOR DAMAGE TO GOVERNMENT PROPERTY: FORCE MAJEURE: NON-WAIVER OF RIGHTS: NO WAIVER OF SOVEREIGN IMMUNITY: RECORDS RETENTION: (2) years PAGE 37OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS ATTACHMENT C BUSINESS OVERVIEWQUESTIONNAIRE AND FORMS Stuart C. Irby Company 7125 Belton Street, Ft, Worth, Texas, 76118 Irby Response: YES 64-0179020 Russell James, Inside Sales Associate: james@irby.com www.irby.com Russell James (Direct Office Line): (817) 321-4011 (817) 284-7743 Irby Response: Irby Response: Privately Held Corporation (Irby Response: 1926) Not Applicable Not Applicable Irby Response: Irby is a operating business for Sonepar, US, corporately headquartered in Philadelphia, PA Irby Response: No (Irby Response: Primary Officers that associate tocompany utility operations are as follow: PAGE 38OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS Irby Officer Business Role Mike Wigton President Andy Waring Chief Operating Officer John Honigfort Vice President - Finance Joe LeNoirVice President of Sales Eddie Moak Vice President of Sales Chad Cravens Vice President of Sales Brad Slocum Vice President of Operations Irby Associate Business Role Russell James Inside Sales Associate Texas Chance Anderson Sales Associate - Texas Rich McCathren District Sales Manager - Texas Mackey Beach Branch Operations Manager Texas (Ft Worth) Susan Woodcock District Operations Manager Joe LeNoir Vice President of Sales Brad Slocum Vice President of Operations Don Corley Vice President of Strategic Sourcing Irby Response: Irby employs as a company 890 associates in the departmental areas of Sales, Operations, Finance (Credit and Accounting), Human Resouces, Information Technology and Corporate Administration and Operations. Further details are available if needed and upon request. (Irby Response: No) (preferably municipalities) 20. (See attachment F) PAGE 39OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS (Irby Answer: No) (Irby Answer: No) (Irby Answer: As a Material Supplier, Irby maintains all necessary and appropriate Employee Health and Safety requirements, inclusive of a corporate program that monitors and documents activity, training and performance. Further information can be made available if needed and upon request.) PAGE 40OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS ATTACHMENT F REFERENCES other than the City of Denton, REFERENCE ONE GARLAND POWER & LIGHT GARLAND,TX GARY HOLCOLMB- PURCHASING MANAGER 972-205-3400 REFERENCE TWO CITY OF WEATHERFORD WEATHERFORD,TX TOMMY PATTERSON 817-598-4252 REFERENCE THREE CITY OF SANGER SANGER,TX MIKE PRATER 940-458-2064 PAGE 41OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS ATTACHMENT G CIQ CONFLICT OF INTEREST QUESTIONNAIRE FORM For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 1491, 80thLeg., Regular Session See Name of person who has a business relationship with local governmental entity. 1 2 Check this box if you are filing an update to a previously filed questionnaire. . 3 This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A.Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? YesNo B.Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? YesNo C.Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of 10 percent or more? YesNo D.Describe each affiliation or business relationship. 4 Signature of person doing business with the governmental entityDate PAGE 42OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS ATTACHMENT H DISADVANTAGED BUSINESS UTILIZATION encourages Disadvantaged Business Enterprises (DBE) Instructions: Indicate all that apply: PAGE 43OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS ATTACHMENT I CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND ___________ THIS CONTRACT CITY OF DENTON, TEXAS SCOPE OF SERVICES Exhibit "D" (Exhibit “A”) (Exhibit “B”) (Exhibit "C") (Exhibit "D") PAGE 44OF RFP #5156 CITY OF DENTON RFP FOR SUPPLY OF SUBSTATION CONTROL BUILDINGS PAGE 45OF RFP #5156 ATTACHMENT J ACKNOWLEDGEMENT THE STATE OF TEXAS COUNTY OF DENTON NAME AND ADDRESS OF COMPANY:AUTHORIZED REPRESENTATIVE: IRBY 7125 BELTON ST10/16/12 FT.WORTH,TX RUSSELL JAMES 76118SALES 817-321-4011817-284-7743 JAMES@IRBY.COM PAGE 46OF RFP #5156 2 For Purchase of: I.PURPOSE II.GENERAL SPECIFICATION SUMMARY A.The buildings shall have the following minimum sizes, ratings, and features: B.Items to be provided by the Owner: III.SERVICE CONDITIONS A.Site Location: B.ServiceElevation: C.Temperature: D.Available Fault Current: E.Other Considerations: IV.PROPOSALS A.Address and Proposal Submission Requirements: B.Due Date: C.Cancellation: D.Pricing: E.Exceptions: V.TERMS AND CONDITIONS A.Definitions: B.Detail Design: C.Omissions or Errors: D.Qualifications: E.U.S. Material: F.Drawing and Document Identifications: Denton Municipal Electric G.Drawing, Construction, and Delivery Schedules: H.Approval of Design: I.Final Drawings and Instruction Books: J.Guarantee: minimum K.New Materials and Workmanship: L.Manufacturing Climate: M.Manufacturing Inspection: N.Shipment and Delivery: Delivery method and location: Shipments: Unloading: Delivery location: Notice of factory shipments: 5 days The truck driver or manufacturer shall provide notice on a normal City of Denton workday at least 24 hoursprior to expected delivery. Contact Sam Bridges at (940) 390-6279 for notices of shipment. Secondary contact is Brad Gibbons at (940)-390-9359. Delays from failure to provide notice: Delivery of the control buildingswillbeacceptedonlybetweenthe Delivery times: hoursof8:30amand2:00 pm,MondaythroughFriday,excludingholidays. Damaged or defective material or equipment: O.Payment: VI.DESIGN STANDARDS A.International Building Code (IBC) B.American National Standards Institute (ANSI) C.American Society of Civil Engineers (ASCE) D.American Institute of Steel Construction (AISC) E.American Iron and Steel Institute (AISI) F.Metal Building Manufacturers Association (MBMA) G.American Society for Testing and Material (ASTM) H.American Society of Heating, Refrigeration, and Air conditioning Engineers (ASHRAE) I.National Electric Manufacturers Association (NEMA) J.National Electric Code (NEC) K.Steel Door Institute (SDI) L.Institute of Electrical and Electronics Engineers (IEEE) VII.BUILDING REQUIREMENTS A.Scope of Work B.Work not included: C.Drawings and Plans: D.Mandatory use of Certain Products: Square D Primax Technologies - Konnext E.General Building Requirement: F.Design Supervision: G.Basic Construction H.Base I.Floor J.Exterior Walls K.Roof L.Interior Walls M.Ceiling N.Shipping Splits (If Required with Approval of the Owner) O.Personnel Access Doors: P.Pull Box Access Doors Q.Electrical Utilities R.Building Grounding External ground pads: Interior ground bus: S.Heating and Air Conditioning Air conditioning: Heating: Automatic control: T.Coating System HVAC U.Building Electrical AC power transfer switch: AC panel: Lighting and Receptacles: Emergency lighting: Exterior lighting: Alarm and Entry System Provision: Telephone jacks: DC panel: V.Station Batteries and Battery Charger Station Batteries: Battery charger: ite DC Manual Transfer Switch: W.Terminal Board Wall X.Material Non-Flammability do not Y.Spare Parts EXHIBIT C TECHNICAL DRAWINGS EXHIBIT D SUPPLIERS PROPOSAL EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D Above pricing subject to Trachte standard terms & conditions of sale (see below). RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D * Above shipping height does not include trailer height. RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D "Orders") ("Buyer") ("Products") ("Services") ("Terms") RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D "Confidential Information" RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D Thursday, January 17, 2013 BrandSaft Cell typeUP1M 32 Cell P/N31-05606-7* Capacity at 5 hours rate32 Ah IEC DesignationKGM32P According to IEC 62259 Overall height10,63 in Width4,84 inWeight per cell5,5 lb LengthBlock length - 2 cells Block length - 3 cellsBlock length - 4 cells7,52 in Block length - 5 cells9,33 inBlock length - 6 cells11,14 in Block length - 7 cells12,95 inBlock length - 8 cells14,76 in Block length - 9 cells16,57 inBlock length - 10 cells18,39 in Container materialPolypropyleneNo. of terminals/polarity1 Separator typeFeltTerminal materialSteel Connection torque97,4 +/- 9,7 Lbf.inVent typeLow pressure flame arresting vent Terminal sizeM6 PositiveNegative Type of platesUltra Low Maintenance Type of platesUltra Low Maintenance PocketPocket RFP 5156 EXHIBIT D Thursday, January 17, 2013 Electrolyte type: RenewalE13Max/Min1,38 in Electrolyte type: InitialE22Vent oil quantity Electrolyte per cell: Liquid0,6 liters Cable area1,49 sq.ft. Float voltage1,43 V/CellHigh rate voltage (min)1,45 V/Cell Single-level voltage1,43 V/Cell Internal resistance3,13 mOhmShort circuit current491 A RFP 5156 EXHIBIT D Wednesday, January 16, 2013 BrandSaft Cell typeUP1M 100 Cell P/N31-05611-7* Capacity at 5 hours rate100 Ah IEC DesignationKGM100P According to IEC 62259 Overall height16,57 in Width7,68 inWeight per cell13,9 lb LengthBlock length - 2 cells Block length - 3 cellsBlock length - 4 cells7,32 in Block length - 5 cells9,06 inBlock length - 6 cells10,75 in Block length - 7 cellsBlock length - 8 cells Block length - 9 cellsBlock length - 10 cells Container materialPolypropyleneNo. of terminals/polarity1 Separator typeFeltTerminal materialSteel Connection torque177,0 +/- 17,7 Lbf.inVent typeLow pressure flame arresting vent Terminal sizeM8 PositiveNegative Type of platesUltra Low Maintenance Type of platesUltra Low Maintenance PocketPocket RFP 5156 EXHIBIT D Wednesday, January 16, 2013 Electrolyte type: RenewalE13Max/Min1,97 in Electrolyte type: InitialE22Vent oil quantity Electrolyte per cell: Liquid1,4 liters Cable area3,25 sq.ft. Float voltage1,43 V/CellHigh rate voltage (min)1,45 V/Cell Single-level voltage1,43 V/Cell Internal resistance1,14 mOhmShort circuit current1075 A RFP 5156 EXHIBIT D B H 7.28" 15.16" RFP 5156 EXHIBIT D B RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 EXHIBIT D RFP 5156 ConsentAgendaK AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Emerson Vorel 349-7460 ACM: Bryan Langley SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the rental of twelve (12) fifteen-passenger vans for the City of Denton Parks and Recreation Department Summer Camp Programs and four (4) cargo vans for the Summer Food Service Program (City will be reimbursed through Texas Department of Agriculture grant funding) in a three (3) year not-to-exceed amount of $172,365; providing for the expenditure of funds therefor; and providing an effective date (RFP 5196-awarded to EAN Holdings, LLC DBA Enterprise Rent-A-Car). FILE INFORMATION Every summer the City of Denton Parks and Recreation Department receives a grant from the Texas Department of Agriculture to operate the Summer Food Service Program. The City uses up to four (4) cargo rental vans for the delivery of free lunches to twenty-two (22) different low income sites such as parks and schools, which serve up to 40,000 lunches each summer to children ages 1-18 years old. In addition, the City of Denton Parks and Recreation Department operates seven (7) different full-time summer camps, that are located at recreation centers and schools, for children ages 3½ to 15 years old. The children are transported on field trips to locations throughout the Dallas/Fort Worth metroplex, and within the City of Denton, on a daily basis. This requires the use of up to twelve (12) 15-passenger rental vans. Requests for proposals were sent to thirty-one (31) prospective suppliers. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and advertised in the local newspaper. Two (2) proposals were received. Proposals were evaluated based upon published criteria including performance, delivery, quality, reliability, and price. The three (3) person evaluation committee from the Parks and Recreation Department reviewed the two (2) proposals and rank ordered them based on the established criteria. EAN Holdings, LLC DBA Enterprise Rent-A- evaluated score, resulting in the best value for the City. RECOMMENDATION Staff recommends awarding RFP 5196 to EAN Holdings, LLC DBA Enterprise Rent-A-Car in the estimated annual amount of $57,455 for a three (3) year not-to-exceed amount of $172,365. This includes the rental of four (4) cargo vans and twelve (12) 15-Passenger vans. Agenda Information Sheet May 7, 2013 Page 2 PRINCIPAL PLACE OF BUSINESS EAN Holdings, LLC DBA Enterprise Rent-A-Car Dallas, TX ESTIMATED SCHEDULE OF PROJECT This is a one (1) year contract with the option to renew for two (2) additional one (1) year periods. The rental vans will be used annually from June through August of each contract year. FISCAL INFORMATION Rental of the vans will be funded from the following operating accounts for the Fiscal Year 2012-2013: 9 vans 411120.7802, 411120.6389 $37,050 1 van 401120.6389 $ 3,575 1 van 411140.7802 $ 3,575 1 van 411180.7802 or 411180.6389 $ 3,575 4 cargo vans 932013030.1355.10100 $ 9,680* Total $57,455 *The rental of the four (4) cargo vans will be reimbursed through the Texas Department of Agriculture Summer Food Service Program grant. EXHIBITS Exhibit 1: RFP Evaluation Sheet Respectfully submitted: Chuck Springer, 349-8260 Director of Finance 1-AIS-RFP 5196 ORDINANCE NO. _________ AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE RENTAL OF TWELVE (12) FIFTEEN-PASSENGER VANS FOR THE CITY OF DENTON PARKS AND RECREATION DEPARTMENT SUMMER CAMP PROGRAMS AND FOUR (4) CARGO VANS FOR THE SUMMER FOOD SERVICE PROGRAM (CITY WILL BE REIMBURSED THROUGH TEXAS DEPARTMENT OF AGRICULTURE GRANT FUNDING) IN A THREE (3) YEAR NOT-TO-EXCEED AMOUNT OF $172,365; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5196-AWARDED TO EAN HOLDINGS, LLC DBA ENTERPRISE RENT-A-CAR). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the Rental of Summer Camp Vans for the Parks and Recreation Department in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, for on file in the office of the Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5196 EAN Holdings, LLC DBA Enterprise Rent-A-Car $172,365 SECTION 2. 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, quantities and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; 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. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under the RFP 5196 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2013. ______________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY:____________________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ________________ BY: _________________ 4-ORD-RFP 5196 Exhibit B Special Terms and Conditions The Quantities indicated on Exhibit D are estimates based upon the best available information. The City reserves the right to increase or decrease the quantities to meet its actual needs without any adjustments in the bid price. Individual purchase orders will be issued on an as needed basis. Product Changes During Contract Term The supplier shall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to dentonpurchasing@cityofdenton.com, with the above file number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be Authorized Distributor The supplier shall be the manufacturer or authorized distributor of the proposed products. The distributor shall be authorized to sell to the City of Denton, and make available the Contract Terms The contract term will be one (1) year, effective from date of award or notice to proceed as determined by the City of Denton Purchasing Department. At the City of Denton approval by the vendor, the contract may be renewed for up to two additional one-year periods. Renewal Options The City of Denton reserves the right to exercise an option to renew the contract of the vendor for two (2) additional one (1) year periods if agreed upon in writing by both parties. All terms and conditions must remain the same for each optional additional renewal year. Price Escalation and De-escalation The City will implement an escalation/de-escalation price adjustment quarterly. The escalation/de-escalation will be based upon manufacturer published pricing sheets to the vendor. The price will be increased or decreased based upon the quarterly percentage change in the price list. The price adjustment will be determined quarterly from the award date. Should the change exceed or decrease a minimum threshold value of +/-1%, then the stated eligible bid prices shall be adjusted in accordance with the published price change. It is the supplier or the Cities responsibility to request a price adjustment quarterly in writing. If no The supplier must request is made, then it will be assumed that the bid price will be in effect. submit or make available the manufacturers pricing sheet used to calculate the bid proposal, to participate in the escalation/de-escalation clause. Total Contract Amount The contact total for services shall not exceed $57,455 per term. Pricing shall be per Exhibit D attached. RFP # 5196 Page 17 of 18 Exhibit D ConsentAgendaL AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Terry Kader at 349-8729 ACM: Bryan Langley SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of three (3) John Deere 1600 Turbo Series II Commercial Wide Area Mowers for the City of Denton Parks and Recreation Department; providing for the expenditure of funds therefor; and providing an effective date (RFP 5213-awarded to Lawn-Land in the amount of $135,816). FILE INFORMATION These three (3) John Deere 1600 Turbo Series II Commercial Wide Area Mowers are replacements for two (2) Toro 16-foot cut mowers that have met City of Denton fleet replacement criteria. The replacement mowers were approved in the Fiscal Year 2012-2013 Vehicle/Equipment Replacement Plan and Fiscal Year 2012-2013 Annual Operating Budget. Requests for proposals were sent to nine (9) prospective suppliers. In addition, specifications were placed on the Material Management website for prospective suppliers to download. Three (3) proposals were received, including one (1) from the local John Deere vendor, Lawn-Land (Exhibit 1). Proposals were evaluated based upon the published criteria of price and delivery. The evaluation committee from the Fleet and Parks and Recreation Departments reviewed and rank ordered the proposals based on the established criteria. The proposal submitted by Lawn- Land of Denton, received the highest evaluated score, resulting in the best value for the City (Exhibit 2). The new John Deere mowers will have an 11-foot cut span which should reduce the maintenance costs that are typically associated with larger 16-foot cut mowers. The current mowers will be scheduled for auction once the new mowers are placed in service. Exhibit 3 provides the vehicle replacement information. RECOMMENDATION Award the purchase of three (3) John Deere 1600 Turbo Series II Commercial Wide Area Mowers to Lawn-Land in the amount of $135,816. PRINCIPAL PLACE OF BUSINESS Lawn-Land Denton, TX Agenda Information Sheet May 7, 2013 Page 2 ESTIMATED SCHEDULE OF PROJECT The delivery of the mowers will occur within 30 days of purchase order issuance. FISCAL INFORMATION These items will be funded from Fiscal Year 2013 Certificate of Obligation accounts 810132466.1355.30100 in the amount of $90,544, and 810140466.1355.30100 in the amount of $45,272. Requisition #112892 has been entered in the Purchasing software system. EXHIBITS Exhibit 1: Quote Comparison Exhibit 2: RFP Evaluation Matrix Exhibit 3: Equipment Replacement Respectfully submitted: Chuck Springer, 349-8260 Director of Finance 1-AIS-File 5213 ORDINANCE NO. _________ AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE PURCHASE OF THREE (3) JOHN DEERE 1600 TURBO SERIES II COMMERCIAL WIDE AREA MOWERS FOR THE CITY OF DENTON PARKS AND RECREATION DEPARTMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5213-AWARDED TO LAWN- LAND IN THE AMOUNT OF $135,816). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for three (3) wide area mowers for the City of Denton Park and Recreation Department in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, for Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5213 Lawn-Land $135,816 SECTION 2. 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, quantities and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; 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. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under the RFP 5213 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2013. ______________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY:____________________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: _________________________________ 5-ORD-RFP 5213 ConsentAgendaM AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Solid Waste ACM: Jon Fortune ______________________________________________________________________________ SUBJECT Consider adoption of an ordinance finding that a public use and necessity exists to acquire fee simple to a 0.418 acre tract situated in the Gideon Walker Survey, Abstract No. 1330, located in attached to the ordinance and made a part thereof, located generally at 781 and 801 South of Denton Landfill, a permitted municipal solid waste disposal facility; authorizing the City Manager or his designee to make an offer to (1) Shiron Investments, LLC, a Texas Limited Liability Company; Jorge Maldonado, Maricela Maldonado and Victor Maldonado; and Charles Bloodworth and Merideth Mitchell owner to the property interests; or (3) any other owners of the property interests, as may be applicable, to purchase the property interests for the purchase price of One Hundred Forty Two Thousand Dollars and No cents ($142,000.00), and other consideration, as prescribed in the authorizing the expenditure of funds therefor; authorizing relocation expenditures; and providing an effective date. BACKGROUND This tract is necessary to provide additional land and infrastructure for future solid waste operations. The acquisition is included as part of the Solid Waste Doverall strategic plan. Integra Realty Resources has provided a real estate appraisal report in regard to the property tract and the land rights necessary for the Project. Their findings constitute the present offer to purchase. OPTIONS 1.Approve the proposed Ordinance. 2.Decline to approve the proposed Ordinance. 3.Table for future consideration. RECOMMENDATION Recommend approval of the Ordinance. Agenda Information Sheet May 7, 2013 Page 2 PRIOR ACTION/REVIEW (Council, Boards, Commissions) PUB Executive Session January 23, 2012 City Council Closed Session February 7, 2012 PUB May 6, 2013 FISCAL INFORMATION The acquisition will be funded from Solid Waste Long Term Bonds in the amount of the 00 purchase price $142,000. plus transaction closing costs. EXHIBITS 1.Location Map 2.Ordinance Respectfully submitted, Vance Kemler, General Manager Solid Waste Prepared by, Pamela England, Real Estate Specialist Denton Municipal Landfill Proposed Acquistion Shiron - 0.418 Acres Legend Denton Municipal Landfill Proposed Acquisition µ SITE Shiron .418 Acres Parcels 160800160Feet Streets ConsentAgendaN CITY OF DENTON CITY COUNCIL MINUTES April 1, 2013 After determining that a quorum was present, the City Council convened in a Work Session on Monday, April 1, 2013 at 11:30 a.m. in the Council Work Session Room at City Hall. PRESENT: Council Member Engelbrecht, Council Member Watts, Council Member Gregory, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden ABSENT: Council Member King 1. Receive a report, hold a discussion, and give staff direction concerning the City of Denton Mosquito Surveillance and Response Plan. Ken Banks, Director of Environmental Services and Sustainability, stated that the purpose and background of his presentation would be to incorporate new information and lessons learned from the 2012 season into the Mosquito Surveillance and Response Plan (MSRP). Staff had held several meetings with the Committee on the Environment to discuss trigger levels for spraying and proposed changes/modifications to the MSRP. The MSRP was divided into two sections. One section dealt with mosquito surveillance and general information and the other dealt with mosquito response. The Plan had five risk levels which were based on specific trigger conditions. Once enacted, the risk level outlined a series of responses. The Plan had flexibility to address the complexities of the mosquito-bird-human weather complex. Mosquito Response Section – The recommended changes to this section were reviewed. Mayor Burroughs stated that in the past, there was reluctance to having a broader distribution of BTI. He noted that the product was available commercially and asked if that issue have been overcome. Banks indicated that he did not recall a concern with the City’s partners. The product was distributed to anyone who wanted it long as the individual was a Denton resident. The concern might have been in providing large quantities to a single individual or having the product go out into the County as the County had its own program. The issue of providing a large quantity to one person was that person might turn around and sell the product. Mayor Burroughs asked harmonizing the evaluation of the edges of the city limits so that County areas that were close to the city limits were not missed. Banks stated that there were potential concerns of getting BTI from the County in those areas. There was an extra step to approach the County for the BTI. Mayor Burroughs suggested if traps were set in the areas around the edge of the city limits, that an inventory be done to determine if they were migrating from the County part near a dense population. The City could then warn the County and request assistance in those types of areas. Council Member Gregory asked if the Spinosad was more potent and not targeted just to mosquitoes. Banks stated if the normal formulation was used, it was similar to BTI. Ultra-low Volume (ULV) spraying application trigger evaluation involved evaluating the current "Risk Level 5" City of Denton City Council Minutes April 1, 2013 Page 2 trigger of multiple human cases of West Nile Virus (WNV) and associated response of ground based ULV spraying. Setting spray triggers was challenging and decisions involved complex biological, ecological and public health factors. The decision would always be made with incomplete information and there would be strong feelings from the public in response to the decision. Trigger conditions should always attempt to balance public health protection, non- target impacts, efficient resource use and realistic response level expectations. Information on what other cities did in terms of spraying was presented. Denton’s spraying in 2012 was the first spraying in more than a decade. Under the current trigger, spraying started on June 30, 2012 and continued until the middle of September for a total of 30 spray events. It was possible to reconstruct how the spraying would have looked under various trigger scenarios. However, the scenarios were based on data collected using the monitoring network under the spraying application strategy currently used and were theoretical. Pros and cons were presented for scenarios involving (1) spraying for every WNV positive trap, (2) spraying for two or more positive traps, non consecutive, (3) spraying for three or more positive traps, non-consecutive, (4) spraying for three or more positive traps, consecutive, and (5) and spraying for 2 or more positive human cases which was the current trigger. A table on spraying scenarios was reviewed which was based on conditions from last year. Options presented to Committee on the Environment involved (1) no further action, (2) direct staff to adopt the changes recommended for the MSRP, as finalized via discussion with the Committee on the Environment, or (3) table the discussion for future consideration. Staff recommended Option 2 and the Committee on the Environment supported this recommendation. Council Member Roden stated that there appeared to be ebb and flow of the season and suggested a hybrid system using one circumstance as a trigger and then as season goes on, using another. Banks felt that could be a good idea to have an aggressive treatment in the beginning and then change throughout the season. Council Member Gregory asked if other cities got together to discuss the processes done in their cities. Banks stated that staff had informal contacts for years but the County had an active role in pulling areas cities together for discussions. Council Member Engelbrecht asked what method the County used. Banks stated that the County’s plan was very similar to Denton's with larvicides aggressively used and had a spraying trigger in their draft. Their spraying would be ground based - not aerial. Mayor Burroughs asked about public notices and possible modifications to those notices. Banks stated that the plan only outlined in a basic sense the notification process. The Public Communication Office had a free standing plan to enact at the beginning of the mosquito season. City of Denton City Council Minutes April 1, 2013 Page 3 Mayor Burroughs suggested establishing contact with homeowner associations and having that individual pass information on to the members of the association. He asked if there was a way to identify the areas of the City that had the most hits in the traps so if the infestation was high the City would be able to go out early and have a higher level of aggression this season to undercut that number. Banks stated that staff looked at the trap data and areas that showed a significant amount of WNV had adjustments made to the traps to account for that. There was a need to be cautions as there was such a dependency on the weather. A hard rain event might kill the larva and set back the mosquito population for three weeks. Areas last year with WNV did not mean they were going to have the same amount in those areas this year. Surveillance and General Information Section – the recommended changes and rationale for the changes to this section were reviewed. Council Member Engelbrecht asked if recovery from WNV for someone over 50 was harder than on a younger person. Banks stated that there might be some people younger than 50 who may have lifelong side effects from the disease. There was no way of predicting how an individual would respond to the disease Options presented to the Committee on the Environment included (1) no further action, (2) direct staff to adopt the changes recommended for the MSRP, as finalized via discussion with the Committee on the Environment or (3) table the discussion for future consideration. Staff recommended Option 2 which the Committee on the Environment supported. Mayor Pro Tem Kamp expressed a concern that the Committee along with Council had a concern regarding unfunded mandates and whether there was a need to place an item in the upcoming budget for expenses associated with the program. Banks stated that it might be possible that a supplemental package would be brought forward but there was always the issue that it may or may not be needed. It was important to set up funding so that it could be in place across seasons and if not used one year, would be available for the next year. Mayor Pro Tem Kamp asked Banks for his opinion for this season. Banks stated that it was difficult to predict but professionals felt that because the mosquitoes went into the dormant season with a higher amount of WNV in the population, there might be an earlier emergence this season but there were also many variables to deal with. Weather events could change the situation one way or another. Mayor Burroughs asked for a suggestion on what do with a homeowners association in terms of distributing BTI. He questioned if the homeowners association could be used as a sub- distributor to keep list of who received the product. City of Denton City Council Minutes April 1, 2013 Page 4 Banks stated that might be a possibility. There was also the need to educate people on how to apply the material. Some people were unfamiliar with the application of BTI and staff provided a safety data sheet with the application. Mayor Burroughs stated that some subdivisions were more formed with a homeowners association than others. For those willing to set up a program to hand out the materials and to education members, it would be a ready resource that engaged citizens and could energize the education process. Kiersten Dieterle, Public Communication, stated that her staff was already working with the Planning Department for homeowner association information and preparing brochures, door hangers and postcards telling people how to host meetings and how to distribute the materials. Council Member Roden asked when it would be necessary to start being concerned about standing water, etc. Banks stated that May 1 was date the State considered the start of the season and was when they started testing mosquitoes. He felt it was weather dependent so picking a specific date was hard. Dieterle stated that Public Communication was working on campaign pieces now for the beginning of May. Following the completion of the Work Session, the City Council convened in a Closed Meeting to consider the following: A. Consultation with Attorneys - Under Texas Government Code Section 551.071. 1. Consult with the City’s attorneys regarding legal issues associated with the creation of municipal utility districts within the City’s corporate limits and extraterritorial jurisdiction under existing and proposed State legislation, and administrative regulations. The duty of the City’s attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the provisions of the Open Meetings Act, Chapter 551 of the Texas Government Code in this matter. Following the completion of the Closed Meeting, the Council convened in Open Session at 1:50 p.m. and with no further business, the meeting was adjourned. __________________________ __________________________ MARK A. BURROUGHS JENNIFER WALTERS MAYOR CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES April 2, 2013 After determining that a quorum was present, the City of Denton City Council convened in a Work Session on Tuesday, April 2, 2013 at 3:30 p.m. in the Council Work Session Room. PRESENT: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden ABSENT: Council Member King 1. Citizen Comments on Consent Agenda Items There were no citizen comments on Consent Agenda items. 2. Requests for clarification of agenda items listed on the agenda for April 2, 2013. Council Member Gregory asked about Consent Agenda Items M and N. He stated that the ordinance for these legal contracts did not contain specific language for a price not to exceed. The attachment from the attorney had recommended prices with not to exceed amounts for each project. He questioned if the Council was authorizing that not to exceed figure or did that need to be included in the ordinance. City Attorney Burgess stated that the ordinance did not provide a cap on the amount of fees as it was an estimated budgeted amount suggested by the attorneys. It was difficult to put a specific amount for the legal work. Council Member Gregory stated that when there was a provision of fees not to exceed a certain amount, he could understand that they might exceed that amount but staff came back to Council and thus they would be notified. He would be more comfortable if the ordinance was adjusted to the amount of fees not to exceed as noted in the attorney’s letters. City Attorney Burgess stated that the changes would be made and ready for the Council’s Regular Session. Mayor Burroughs stated that Consent Agenda Item E had three or four bids and one local firm and noticed the bid was three times the low bid. This usually suggested there was something wrong with the bid reading or interpretingand questioned why the local bid was so high. Elton Brock, Purchasing Agent, stated that Calvert had not previously done this type of work so he assumed that was why the bid was high. 3.Receive a report, hold a discussion, and give staff direction regarding funding options for the planned construction of the Linda McNatt Animal Care and Adoption Center. Scott Fletcher, Captain-Denton PD, stated that this information had been presented at a recent Animal Shelter Foundation Board meeting. During the update staff discussed the project milstones that had been achieved over the course of the project. Staff also outlined a timeline of key dates for the project moving towards construction and a review of the comprehensive project City of Denton City Council Minutes April 2, 2013 Page2 budget. The project was in the final stages of the development review process and finalization of bids. It appeared that there was revenue and projected costs have to have sufficient funds on hand to issue the bid. The total project was $7 million with the purchase of the land already completed. The City funds totaled $4.4 million, the Foundation cash and pledges were at $1.5 million. Additional money had been set aside for furniture, equipment, etc. When added, there was a deficit of $1.8 million. The Foundation also received in-kind offers for services that totaled under $505,000. From a planning standpoint in-kind amounts could not be added in until the services were received. Because the bids for the Public Training Facility were lower than anticipated, money could be taken from that project to assist with any deficit in funding for the animal facility. Any remaining funding needed could be pulled from the 2013 facility improvements. Once the bids were received there would be a better look at what the costs would be. Council Member Watts questioned how long it would take to get the bids back if they went out in early April. Elton Brock, Purchasing Agenda, stated it usually took about thirty days. Council Member Watts stated that at the Foundation meeting the plans were for May or June for the bids so he appreciated that moving up in the time line. He felt that in May it would be known if there was any kind of a gap for funding. Mayor Pro Tem Kamp stated that she attended the Foundation meeting and thanked everyone who worked on the project. This was a $7 million project and the Foundation would probably have a $1.2 or $1.3 million of the funding. This would be a city project that would be owned by the citizens of Denton. Council Member Roden asked when the new facility would be open. Fletcher stated that it would be about a year from the start on construction. It probably would be July of next summer for the opening of the facility. Consensus of the Council was to proceed with the funding proposal as outlined by staff. 4.Receive a report, hold a discussion, and give staff direction regarding the procurement process associated with the 2013 Streets Bond Program. Jim Coulter, General Manager of Wastewater and Streets, stated that last November the citizens of Denton approved a streets bond program. He noted that there were six different annual contracts used for the last issue which produced a successful bond project. Staff was proposing to move forward with same process for this project. Eleven segments had been cleared with Utilities and were ready to go. The Bond Committee was looking forward to getting the projects started. City of Denton City Council Minutes April 2, 2013 Page3 Following the completion of the Work Session, the Council convened in a Closed Session to discuss the following: 1. Closed Meeting: A. Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. 1. Discuss, deliberate, and receive information from staff and provide staff with direction pertaining to the potential purchase of certain real property interests located in the Gideon Walker Survey, Abstract No. 1330, City of Denton, Denton County, Texas, and located generally along the 1000 block of S. Mayhill Road, north of Gayla Drive. Consultation with the City's attorneys regarding legal issues associated with the potential acquisition and condemnation of the real property described above where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. B. Consultation with Attorneys - Under Texas Government Code Section 551.071. 1. Consult with and provide direction to City's attorneys regarding legal issues associated with the regulation of gas well drilling and production with the City Limits and the extraterritorial jurisdiction, including Constitutional limitations, current and proposed statutory limitations upon municipal regulatory authority, current and proposed statutory preemption and/or impacts of current and proposed federal and state law, including case law, regulations, and proposed legislation as it concerns municipal regulatory authority and matters relating to enforcement of the ordinance. Regular meeting of the City of Denton City Council at 6:30 p.m. in the Council Chambers at City Hall, 215 E. McKinney, Denton, Texas. 1. PLEDGE OF ALLEGIANCE The Council and members of the audience recited the Pledge of Allegiance to the U. S. and Texas flags. 2. PROCLAMATIONS/PRESENTATIONS A. Proclamations/Awards Mayor Burroughs presented the proclamation for National Community Development Week. City of Denton City Council Minutes April 2, 2013 Page4 3. CITIZEN REPORTS A. Review of procedures for addressing the City Council. B. Receive citizen reports from the following: 1) Robert Donnelly regarding Mayhill Road and city use of condemnation. Mr. Donnelly asked the City to not take four acres of the middle of his property needed for public use. The City had asked to purchase an acre of land in 1997 which he sold for the expansion of Mayhill along the existing road. There was right-of-way for the expansion from that. The current mobility plan tied Mayhill into Quail Creek Road. It did not tie in for over a mile but that was known when the schematics were done. The City needed to work within the parameters provided by the engineering designers rather than the City determining where the road would be located. 4. CONSENT AGENDA Council Member Gregory asked that Item M and N be pulled for individual consideration. Council Member Gregory motioned, Mayor Pro Tem Kamp seconded to adopt the Consent Agenda and accompanying ordinances and resolutions with the exception of Items M and N. On roll call vote: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. Ordinance No. 2013-077 A.Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the State of Texas for the purchase of temporary labor services for various City departments as awarded by the State of Texas Contract 962-M3; and providing an effective date (File 5215- Purchase of Temporary Labor Services awarded to TIBH Industries, Inc. (Central Non-Profit Agency) in the estimated annual amount of $150,000) Ordinance No. 2013-078 B. Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the Buy Board Cooperative Purchasing Network for the acquisition of one Bucket Truck for the Electric Operations division; and providing an effective date (File 5209-Purchase of Bucket Truck awarded to Southwest International Trucks, Inc. in the amount of $191,038.91. The Public Utilities Board recommends approval (6-0). Ordinance No. 2013-079 C. Consider adoption of an ordinance authorizing the City Manager to execute an Interlocal Cooperative Purchasing Program Agreement with the City of Frisco, Texas under Section 271.102 of the Local Government Code, to authorize mutual City of Denton City Council Minutes April 2, 2013 Page5 participation in various City of Frisco and City of Denton contracts for the purchase of various goods and services; authorizing the expenditure of funds therefor; and declaring an effective date (File 5214-Interlocal Agreement with City of Frisco). Ordinance No. 2013-080 D. Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a Professional and Personal Services Agreement by and between the City of Denton, Texas and W&M Environmental Group, Inc. for engineering services and personal services pertaining to the completion of a leaking petroleum storage tank closure request, Voluntary Cleanup Program project management, and miscellaneous action items needed to obtain a Voluntary Cleanup Program Certificate of Completion and site closure for a two (2) acre tract of land situated generally at the southeast corner of Oakland Street and East McKinney Street, in Denton, Texas; authorizing the expenditure of funds therefor; providing an effective date (File 5204 in an amount not-to-exceed $154,000). Ordinance No. 2013-081 E. Consider adoption of an ordinance accepting competitive bids and awarding a public works contract for the clearing of sanitary sewer easements and installation of gates at multiple locations as specified in Bid 5171-Sanitary Sewer Easement Clearing and Gate Installation; providing for the expenditure of funds therefor; and providing an effective date (Bid 5171-awarded to the lowest responsible bidder meeting specification, DCI Contracting, Inc. in the not to exceed amount of $318,860.00). The Public Utilities Board recommends approval (6-0). Ordinance No. 2013-082 F. Consider adoption of an ordinance accepting competitive bids and awarding a public works contract for water and wastewater improvements as specified in Bid 5181-Cooper Creek Interceptor III; providing for the expenditure of funds therefor; and providing an effective date (Bid 5181-awarded to the lowest responsible bidder meeting specification, Condie Construction Company, Inc. in the amount of $990,958). The Public Utilities Board recommends approval (6-0). Ordinance No. 2013-083 G. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of High Density Polyethylene Pipe (HDPE) for use in the City of Denton Landfill in a three (3) year amount not to exceed $150,000; providing for the expenditure of funds therefor; and providing an effective date (RFP 4892-awarded to Gajeske, Inc.). The Public Utilities Board recommends approval (7-0). Ordinance No. 2013-084 H. Consider approval of an ordinance finding that a public use and necessity exists to acquire fee simple to a 4.620 acre tract situated in the Gideon Walker Survey, Abstract No. 1330, located in the City of Denton, Denton County, Texas, as more City of Denton City Council Minutes April 2, 2013 Page6 particularly described on Exhibit "A", attached to the ordinance and made a part thereof, located generally at 1001 South Mayhill Road (the "Property Interests"), for the public use of expanding and improving the City of Denton Landfill, a permitted municipal solid waste disposal facility; authorizing the City Manager or his designee to make an offer to (1) Denmiss Corporation, a Mississippi corporation, Dynamic Color Images, Inc., a Texas corporation, d/b/a Gameguard Camouflage and Elite Creative Solutions, L.L.C., a Texas limited liability company (collectively, the "Owner"); (2) successors in interest to the owner to the property interests; or (3) any other owners of the property interests, as may be applicable, to purchase the property interests for the purchase price of One Million Two Hundred Fifty Thousand Dollars and No cents ($1,250,000.00), and other consideration, as prescribed in the Contract of Sale (the "Agreement"), as attached to the ordinance and made a part thereof; authorizing the expenditure of funds therefor; authorizing relocation expenditures; and providing an effective date. Approved the Noise Exception requested below. I. Consider a request for an exception to the Noise Ordinance for the purpose of the Texas Tea Music Fest hosted by RedStarr Entertainment, LTD to be held at the North Texas State Fairgrounds on Friday and Saturday, May 24 and 25, 2013, beginning at noon and concluding at 11 p.m. The exception is requested for extension of the hours of operation. There is no request to exceed the allowable 70 decibels. Staff recommends approval of the requested exception to the noise ordinance. Ordinance No. 2013-085 J. Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the National Intergovernmental Purchasing Alliance Company (National IPA) for the purchase of gasoline and diesel fuels for the City of Denton as awarded by Contract#09- 0112; and providing an effective date (File 5208-Purchase of Gasoline and Diesel Fuels awarded to Martin Eagle Oil Company, Inc. in the annual estimated amount of $5,500,000). Ordinance No. 2013-086 K.Consider adoption of an ordinance abandoning and vacating (1) a portion of a 2.322 acre drainage easement (herein so called) granted to the city of Denton, Texas, pursuant to that certain drainage easement, accepted by the city of Denton on March 15, 2007, from D.R. Horton - Texas, Ltd., and recorded as Instrument No. 2007-30855, Real Property records, Denton County, Texas, and (2) a 0.693 acre public drainage easement (herein so called), granted to the city of Denton, Texas, pursuant to that certain public drainage easement, accepted by the city of Denton on September 21, 2011, from D.R. Horton - Texas, Ltd., and recorded as Instrument No. 2011-91225, Real Property records, Denton County, Texas (the 2.322 acre drainage easement and the 0.693 acre public drainage easement are collectively referred to herein as the "drainage easements"), said drainage easements located in the William Roark survey, abstract no. 1087, Denton City of Denton City Council Minutes April 2, 2013 Page7 County, Texas; and declaring an effective date. (Meadows of Hickory Creek Subdivision) Approved the tax refund listed below. L.Consider approval of a tax refund for the following property taxes: Name – Target Corporation Reason – Supplemental Change Tax Year - 2012 Amount - $6,882.83 Ordinance No. 2013-087 M. Consider adoption of an ordinance of the City Council of the City of Denton, Texas authorizing the City Manager to execute an engagement arrangement with Burford & Ryburn, L.L.P. for legal services regarding condemnation matters related to the Bonnie Brae Street Widening and Improvements project; authorizing the expenditure of funds therefor; and providing an effective date. Council Member Gregory stated that he had pulled these two items due to the fact that the ordinance did not limit the amount of money to be spent. The accompanying contract stated that information but the amounts were not included in the ordinance. Paul Williamson, Real Estate Manager, stated that there were two elements to the scope of work for the engagements. One was for work during the condemnation phase and the other was for the filing of lawsuits and judicial scope in case something went to trial. Those added together reflected what would be added to the ordinance. Council had been provided updated ordinances for consideration. Mayor Pro Tem Kamp motioned, Council Member Engelbrecht seconded to adopt the ordinances for both M and N. On roll call vote: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. Ordinance No. 2013-088 N.Consider adoption of an ordinance of the City Council of the City of Denton, Texas authorizing the City Manager to execute an engagement arrangement with Burford & Ryburn, L.L.P. for legal services regarding condemnation matters related to the Mayhill Road Widening and Improvements project; authorizing the expenditure of funds therefor; and providing an effective date. This ordinance was approved with the motion for Item M. 5. ITEMS FOR INDIVIDUAL CONSIDERATION Ordinance No. 2013-089 A. Consider adoption of an ordinance of the City of Denton, Texas, approving a Specific Use Permit to allow a basic utility; a DME Electric Substation, on City of Denton City Council Minutes April 2, 2013 Page8 approximately 8.75 acres of land within a Neighborhood Residential Mixed Use 12 (NRMU-12) zoning district classification and use designation; located west of Loop 288, south of Audra Lane, and directly east of Audra Meadows, Phase 2 Subdivision, within the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof; providing a severability clause and an effective date. (S12-0005, DME Audra Substation) The Planning and Zoning Commission recommends approval (5-0). Brian Lockley, Director of Planning and Development, presented the details regarding the item. He noted that this was a request for specific use permit to locate a DME substation on the property. He reviewed the zoning map and noted that the use of the property for a substation required a specific use permit. He noted that the original proposal included a 100 foot buffer to include a Type C buffer along the western property line and a 10 foot masonry wall. Council directed staff to meet with the neighborhood to consider additional improvements so they would feel comfortable supporting the proposal. The new proposal included the 100 foot buffer area with a Type D buffer which would extend to the east at the north property line and a perimeter masonry wall to be constructed with a minimum height of 10 feet. Notices received from the mailings represented 13.87% which did not necessitate a super majority vote. Phil Williams, General Manager-DME, presented an update on the neighborhood meeting. From that meeting it was determined that a Type D buffer would provide more trees and more landscaping for the area than a Type C buffer. The following was a list of several of the neighborhood requests: (1) a Type D buffer, (2) extension of the buffer, (3) more than 45% evergreens in the buffer, (4) specific tree requests, (5) a gate to prevent unauthorized access, and (6) noise concerns. Staff indicated that a gate at to the entrance of the access road would be installed to prevent unauthorized access. Another issue was a noise concern. DME agreed if a citizen had a concern regarding noise; it would try and assist the citizen. However, there needed to be a differentiation between the Loop traffic noise and the substation noise. Council Member Watts questioned if the trees planted would be conducive to the Texas climate. Williams indicated that the City Urban Forester was consulted and she recommended Texas native trees. Council Member Gregory stated that he had read an email from a citizen in the area indicating support of the meeting that DME held. Williams stated that there were about 17 residents at the meeting. After a lengthy discussion one of them called for a vote on whether they were in favor of the proposal or not. All there were in favor. Council Member Gregory asked if there would be more evergreens for the winter months. Williams replied correct. There was nothing specific set about the type of trees as they would be planted at the end of the project. The residents would help decide which type of trees to plant. City of Denton City Council Minutes April 2, 2013 Page9 Tim May, Landscape Architect for Teague, Nall and Perkins, reviewed the plan for the plantings in the area. Live oaks would be present with a variety of other trees in the area. All of the trees would be irrigated. He also noted that there were existing trees in the area and if they were not in the way of the transmission lines or clear zone, they would save the trees. The tree planting would create a double row of trees with all of the trees being native to Texas or on the approved list by the City Urban Forester. The shrubs that would be used were also on the City approved plant list. The following individuals submitted Speaker Cards: Richard Hayner - spoke in opposition Alan Breese - spoke in support A Comment Card was submitted by Jean Ellen Rogers in support. Mayor Pro Tem Kamp motioned, Council Member Gregory seconded to adopt the ordinance with the following conditions: (1) a 100 feet wide buffer area would be maintained on the western property line, adjacent to the existing single family subdivision. In the 100 foot buffer there would be a Type D buffer using existing and new plantings. The Type D buffer would include a 30 foot planted strip with a combination of 8 evergreen and deciduous trees and 20 shrubs per on-hundred linear feet. The remaining 70 feet would be grass/ground cover only. (2) the Type D buffer would extend to the east along the northern property line approximately 250 feet, (3) a gate would be erected at the entrance of the access road to prevent unauthorized access, and (4) a perimeter masonry wall would be constructed with a minimum height of 10 feet. On roll call vote: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. 6. PUBLIC HEARINGS Ordinance No. 2013-090 A. Hold a public hearing in accordance with Chapter 26 of the Texas Parks and Wildlife Code and consider adoption of an ordinance authorizing the City Manager or his designee to execute on behalf of the City of Denton, Texas an Agreement, contemplating a real estate conveyance from the City of Denton to the State of Texas, of a 5,689 square foot tract of real property, located in the M.E.P. & P.R.R. Co. Survey, Abstract No. 950, Denton County, Texas, being a portion of Lot 1, Block 1, of the Briercliff Park Addition, an addition to the City of Denton, Denton County, Texas, recorded under County Clerk's Number 2009- 6 of the Official Records of Denton County, Texas and being a portion of the tract conveyed by deed to the City of Denton, recorded under County Clerk's Number 2004-56699 of the official records of Denton County, Texas, and generally located at 3200 State School Road, Denton, Texas; authorizing execution of a Deed Without Warranty conditionally effectuating such real estate conveyance; and providing an effective date.The Parks, Recreation and Beautification Board recommends approval (7-0.) City of Denton City Council Minutes April 2, 2013 Page10 Jim Mays, Parks Superintendent, presented the details of the item. The Texas Department of Transportation was requesting to purchase 5,689 square feet of parkland in order to widen State School Road, at Briercliff Park. Chapter 26 of the Texas Parks and Wildlife Code required a public hearing to determine that there was no feasible alternative to the use or taking of the parkland and that the project included all reasonable planning to minimize harm to the land. The proposal would assist with the widening of State School Road. The expansion of the road was anticipated during the renovation of Briercliff Park and significant effort was made to locate park infrastructure outside of the proposed right-of-way expansion. Staff felt that all due diligence had been completed as required by the State. The Mayor opened the public hearing. No one spoke during the public hearing. The Mayor closed the public hearing. Council Member Gregory motioned, Mayor Pro Tem Kamp seconded to adopt the ordinance. On roll call vote: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. B. Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for a zoning change from a Rural Residential (RD-5) zoning district classification and use designation to an Employment Center Industrial (EC-I) zoning district classification and use designation for approximately 27.76 acres of land, generally located north of University Drive and west of Masch Branch Road, legally described as Lot 2, Block 1 of the Marriott Gardens Addition, in the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof; and providing a severability clause and an effective date. (Z12-0014, Masch Branch Rezoning) The Planning and Zoning Commission recommends approval (7-0). Brian Lockley, Director of Planning and Development, presented the details of the proposal. The request was a zoning change from a Rural Residential 5 (RD-5) zoning district to an Employment Center Industrial (EC-I) zoning district. Rezoning the property would allow continued use of the current industrial uses and bring existing uses into conformance (including existing light manufacturing). The proposal would also allow new uses by right in the EC-I district. The location of the proposal, the future land use and the current zoning was reviewed. The current zoning of Rural Residential-5 was a result of the annexation of the property. The chronology of the annexation process for the property was presented. The property was voluntarily annexed into the City as a result of an agreement between the property owner and the City. The agreement indicated that if the uses within the property were expanded beyond the building footprint that existed at the time of the agreement, the City would have the right to voluntarily annex the property. The City began the annexation proceedings when it was determined that the property owner violated the agreement. The Planning and Zoning Commission as well as the Development Review Committee recommend approval. City of Denton City Council Minutes April 2, 2013 Page11 Council Member Roden stated that in 2008 part of the zoning request was for heavy industrial uses which would not be allowed with the current request. He questioned what changed between 2008 to make staff think there was not currently heavy industrial there. Lockley stated that staff had reviewed the actual activity in the located sites. It was clarified that existing uses which were thought to be heavy manufacturing were more in line with light manufacturing. Council Member Watts stated that his objections were the same as in 2008. At the time of annexation the restrictive covenant indicated that there would be no material expanding uses as defined unless the property was zoned. After the agreement, 154,000 of additional square feet was built. He questioned if in 2008 was the additional 154,000 square footage subject to City regulations when built. Lockley stated they did not because the property was not located in the City limits. Council Member Watts stated that they did not have to follow any of the building codes, street repairs, right-of-way, etc. If those improvements were done today, they would have to conform to City codes. The Mayor opened the public hearing. Patricia Adams, representing the property owner, spoke in favor. She indicated that currently if they had a space to finish out, they got a permit from the City and followed City codes. Council Member Watts questioned Adams regarding the time frame when the additional square footage was constructed. Adams stated she did not know and that the property owner was also vague about when the additional property was built. He only knew it was somewhere around 2004 but not was definite. Council Member Watts stated that part of his concern was that in 2004, 154,000 square feet was developed, that if it occurred today, City codes would have to be followed. Masch Branch Road was inadequate and the developer was not being held responsible for any of the improvements. The property was developed 1½ times the size at the time of the annexation agreement and was done outside code. There was also the question of some of the buildings being located in the flood plain. Council Member Gregory asked why the applicant was asking for a zoning change as the property was already built out. He questioned what would be the benefit if approved or the harm if not approved. Adams stated that the housekeeping issue was to have proper zoning. This was a practical matter for a Certificate of Occupancy. The change would give a realtor the ability to market more effectively and moved the certificate of occupancy process along. City of Denton City Council Minutes April 2, 2013 Page12 Council Member Gregory felt that Council was being asked to bless something that was inappropriate in the first place. Adams stated that she understood that but they wanted now to get into compliance. They had been getting City permits for everything they had been doing. Council Member Watts asked Adams if the applicant would consider some kind of agreement regarding infrastructure improvements that would have been required if the property had been in the city limits when it was expanded. He stated that he had a concern for health and safety out there because the buildings were not in the City when constructed and the City’s fire codes did not apply. He questioned Ms. Adams if the property owner would consider making the property more consistent with the codes in place at the time the additional footage was built. Adams stated that had not been discussed. In the past the property owner had dedicated land for the County yard and easements to the City. They wanted to be a good neighbor and she could talk with the owner about those suggestions. The Mayor closed the public hearing. Council Member Watts stated that he was open for a dialog to postpone the request to give the owner a chance to have discussions with staff look at code issues. He wanted to make sure the City did not take on all of the responsibilities of road repair and public safety issues that would have been the developer’s responsibilities. Mayor Pro Tem Kamp stated that other than the voluntary annexation, Council could not stipulate conditions to the applicant. City Attorney Burgess stated that as this was a zoning case, the Council had the option to either grant or not grant the zoning. Mayor Pro Tem Kamp stated that there were lots of non-industrial uses in this area. The property was annexed into City and had complied with everything since then. Council Member Gregory felt that the applicant was trying to make it right so he could continue to do his business. He was open to making it right and felt that if the applicant really wanted the zoning change, he would take some additional steps. He expressed concern about the conditions of the structure for the people working there, for customers and emergency responders. He would want assurances that the building was properly designed as it should have been if done correctly from the start. Council Member Watts stated that it was the spirit of what happened. 154,000 square feet was developed without City knowledge. This was a zoning case so stipulations could not be included but he felt that it would not be correct for Council to not have a conversation on what could be done to correct the situation. Council Member Roden stated that the annexation agreement indicated that if the property owner built out beyond the area in the agreement, the property would be annexed. He asked if there City of Denton City Council Minutes April 2, 2013 Page13 was any additional language in agreement that addressed the need to come up to code if the annexation were done. Lockley stated that it did not go into that great detail. There were only general requirements similar to any other type of annexation. Council Member Roden noted that the City had the opportunity to foresee and address these types of concerns in the agreement but did not put it in the agreement at that time. The main thrust of the agreement was that if it was not followed, the property would be annexed. He questioned on what basis more conditions could be added. Council Member Watts stated that the covenants specifically described what the landowner was restricted to with the language that the existing space of the property would not materially be expanded unless the property was zoned to allow for other uses after annexation. He felt that was the wording that would extend the other regulations. When property was developed 1½ times the space agreed on, there was a question mark on the codes to be included. Some of those issues included health and fire, a sprinkler system, the ability to get fire trucks to the area, parking requirements, etc. Although not expressly stated, it would be expected that the codes would be followed. Mayor Burroughs asked when the property owners would have been required to meet city codes during the annexation process. City Attorney Burgess stated that the annexation process would have to been completed for the City’s codes to apply. Mayor Burroughs stated that so no matter when the additional construction was discovered the City codes could not have been applied until the completion of the annexation. He questioned if additional remedies for violation of the agreement could have been in place other than just the annexation. City Attorney Burgess stated that she had never seen a non-annexation agreement with penalties other than subjection to immediate voluntary annexation. Council Member Roden asked what triggered conformance to new code regulations. Lockley stated that there was an administrative certificate of occupancy if there was a change from owner to owner. There was a full certificate of occupancy if there was a change in use. The Fire Department inspected for a new use based on the business. Council Member Roden stated that it was possible over the past five years that there were some changes in the businesses. He questioned if Council had the ability to apply conditions to zoning cases. City Attorney Burgess stated that as a zoning case Council would want to see what voluntarily came forward and the look at those issues as it came back. City of Denton City Council Minutes April 2, 2013 Page14 Council Member Engelbrecht stated that a statement had been made that the zoning could be changed to EIC and then move the property into compliance. He felt that process was backwards. He felt the property should be in compliance and then get the zoning. Lockley stated that the applicant could do that. Mayor Burroughs asked if staff had any idea of what codes would have applied that were not in compliance when the structure was built. Lockley stated nothing outside the change in zoning. Mayor Burroughs suggested identifying what codes were in existence at the time of construction and had the development been done properly would have been imposed. Once those were identified determine what were reasonable to implement. Because the process was done backwards, conditions that normally would have been discussed before construction was done, were not imposed. Council Member Watts motioned, Mayor Pro Tem Kamp seconded to continue the request to a date certain of May 7, 2013. On roll call vote: Council Member Watts, Council Member Gregory, Mayor Pro Tem Kamp, Mayor Burroughs, and Council Member Roden – “aye”; Council Member Engelbrecht “nay”. Motion carried with a 5-1 vote. Ordinance No. 2013-91 C. Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for a Comprehensive Plan Amendment from "Employment Center" Future Land Use Designation to "Existing Land Use" Designation on approximately 8.532 acres of land located east of Loop 288 and north of University Drive (US 380); within the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations, thereof, severability and an effective date. (CA12-0004, Spring Valley Estates) The Planning and Zoning Commission recommends approval subject to conditions (7-0). Mayor Burroughs noted that Items C and D would be presented together. Brian Lockley, Director of Planning and Development, presented the details of the proposal. Item C was a Comprehensive Plan Amendment from Employment Centers future land use to the Existing Land Use. The property was located north of University and east of Loop 288. He reviewed the details of the current zoning map, the current land use map and the objectives of an employment center. The property owners of the Spring Valley Neighborhood petitioned staff to assist with this rezoning. The property owners felt that this zoning was more appropriate to prevent intrusion and development of incompatible uses while also allowing existing residences to conform to the NR-3 zoning district standards and regulations. The Planning and Zoning Commission recommended approval of Comprehensive Plan Amendment as did the Development Review Committee. Item B was a request of the neighborhood to rezoning the area from an Employment Center Industrial to Neighborhood Residential 3 (NR-3). The current zoning map, proposed zoning map, exiting future land use map, and proposed future land use City of Denton City Council Minutes April 2, 2013 Page15 map were reviewed. Both the Planning and Zoning Commission and the Development Review Committee recommended approval of the rezoning. The Mayor opened the public hearing for both Items C and D. The following individuals spoke during the public hearing: John Burnett, 1902 Spring Valley, Denton, 76208 - favor Helen Reed – address not given - favor The Mayor closed the public hearing for Item C and D. Council Member Gregory motioned, Council Member Watts seconded to adopt the ordinance. On roll call vote: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. Ordinance No. 2013-092 D. Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for a zoning change from Employment Center Industrial (EC-I) zoning district classification and use designation to a Neighborhood Residential 3 (NR-3) zoning district classification and use designation on approximately 8.532 acres of land located east of Loop 288 and north of University Drive (US 380), within the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations, thereof, severability and an effective date. (Z12-0009, Spring Valley Estates) The Planning and Zoning Commission recommends approval subject to conditions (7-0). The public hearing for this item was held with Item C. Mayor Pro Tem Kamp motioned, Council Member Engelbrecht seconded to adopt the ordinance as recommended by the Planning and Zoning Commission. On roll call vote: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. Ordinance No. 2013-093 E. Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for a zoning change from Regional Center Commercial Downtown (RCC-D) zoning district classification and use designation to Regional Center Residential 2 (RCR-2) zoning district classification and use designation, on 6.963 acres, located on the north and east sides of Shoreline Drive, west of Unicorn Lake Boulevard, in the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof; providing a severability clause and an effective date. (Z12-0012, Unicorn Lake Multifamily) The Planning and City of Denton City Council Minutes April 2, 2013 Page16 Zoning Commission recommends approval (4-3). Brian Lockley, Director of Planning and Development, stated that the request was for a rezoning from Regional Center Commercial Downtown (RCC-D) to Regional Center Residential 2 (RCR- 2) zoning district. He reviewed the current zoning map, proposed zoning map, future land use map and the approved ADP site plan. The purpose of the rezoning was to allow for the construction of a multi-family development without the provision of the ground floor commercial uses required per Limitation L(6) in the existing zoning district. The applicant maintained that the area could not support additional commercial storefronts. Commercial businesses located in the Unicorn Lake area were currently struggling to survive and some had recently closed. The addition of the proposed multi-family development would provide a built-in customer base for the commercial uses located at Unicorn Lake. Multi-family would act as a catalyst for development and more commercial was not needed at this time. The Planning and Zoning Commission recommended approval as did the Development Review Committee. A question had been asked regarding the vote by the Commission. It was noted that a question had come up regarding the 380 agreement provided to the property in terms of meeting the requirements of the agreement. Staff indicated that this proposal was in full compliance with the 380 agreement. Council Member Gregory asked how the original approved plan differed from the proposed plan. Lockley stated that the main difference was the connection to Unicorn Lake. The original plan had the walkways going interior to the development while the proposed plan had the connection outside the multi-family with wider sidewalks. Council Member Roden stated that it was important to consider the economics in the area. If the goal was to get more residents in the area, he questioned the difference in previous units to the proposed units. Lockley stated that the applicant had proposed the density figures. Council Member Engelbrecht asked if there were space requirements for bike space parking. Lockley stated that there were no requirements for bike parking. The Mayor opened the public hearing. The following Speaker Cards were submitted: Steve Homeyer, Engineer on project - favor Mark Martin, 521 S. Loop 288, Denton, 87205 - favor Council Member Gregory stated that he understood about not wanting to have retail on the first floor of the multi-family development at this time. He asked if a transition could be made to retail in the future if desired. City of Denton City Council Minutes April 2, 2013 Page17 Martin stated at this point in time they were just considering residential. Council Member Gregory asked about an estimated canopy percentage for the sidewalk area. Homeyer stated that on the east side 11 trees were required, on the west side 11 trees were required and 9 trees would be allowed on Shoreline. He stated that individual densities had been questioned. Under the current RCC-D, 100 units per acre would be allowed which would equate to almost 700 units. The proposed zoning would allow 40 units per acre which would equate 280 units per acre. Their proposal was for 205 units. Council Member Roden asked if it would be possible to design the ground floor up to retail specifications but put in residential until more retail in the area might be needed. Martin stated that could be done but it would be more costly. Council Member Watts asked about the marketing for the units. Lee Ramsey with the development group stated that the marketing would be geared towards young professionals and not students. The development would have amenities a young professional would like. Council Member Watts stated that the idea would be to not rent by bedroom. Ramsey stated they would not be doing that. Council questioned the developers regarding DCTA bus stops in the area, setbacks from the street and green space, economic viability in the area, the layout of the three levels in terms of interior corridors, bike storage areas, covered bike parking and consideration of older professionals for the marketing. Bob Dickson, 9480 Stanton, Lantana - favor Alex Payne, 1517 Centre Place Drive, Denton, 76205 - favor Marsha Atchison - favor The Mayor closed the public hearing. Council Member Watts motioned, Mayor Pro Tem Kamp seconded to adopt the ordinance. On roll call vote: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. 7. CITIZEN REPORTS There were no citizen reports for this section of the agenda. City of Denton City Council Minutes April 2, 2013 Page18 8. CONCLUDING ITEMS A. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. Council Member Watts requested either a Work Session or Informal Staff Report regarding the annexation agreements and the provisions included in the agreements. Mayor Burroughs stated that he had previously asked about identifying appropriate zoning for newly annexed property and offering that zoning to the property owners when annexing. He suggested a discussion regarding that concept being combined with non-annexation agreements and include appropriate zoning established with those agreements. B. Possible Continuation of Closed Meeting under Sections 551.071-551.086 of the Texas Open Meetings Act. There was no continuation of the Closed Meeting. With no further business, the meeting was adjourned at 9:24 p.m. _____________________________ MARK A. BURROUGHS MAYOR CITY OF DENTON, TEXAS _____________________________ JENNIFER WALTERS CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES April 9, 2013 After determining in Open Session in that a quorum was present, the City Council convened in a Closed Session on Tuesday, April 9, 2013 at 3:00 p.m. in the City Council Work Session Room at City Hall. PRESENT: Council Member Engelbrecht, Council Member Watts, Council Member Gregory, Council Member King, Mayor Pro Tem Kamp, Mayor Burroughs, Council Member Roden ABSENT: None 1. Closed Meeting: A.Competitive Matters Concerning Public Power Utilities - Under Texas Government Code Section 551.086. 1.Receive competitive public power information from staff regarding plans and proposals respecting the Denton Municipal Electric ("DME") system and its resources; and discuss, deliberate and provide staff with direction regarding such matters. B. Consultation with Attorneys - Under Texas Government Code Section 551.071. 1.Consult with the City's attorneys regarding legal issues associated with the delegation of authority to the City Manager to make offers and accept counter offers to purchase real property for public works and electric utility capital projects where the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the provisions of the Open Meetings Act, Chapter 551 of the Texas Government Code. 2.Consult with and provide direction to City's attorneys regarding legal issues associated with the regulation of gas well drilling and production with the City Limits and the extraterritorial jurisdiction, including Constitutional limitations, current and proposed statutory limitations upon municipal regulatory authority, current and proposed statutory preemption and/or impacts of current and proposed federal and state law, including case law, regulations, and proposed legislation as it concerns municipal regulatory authority and matters relating to enforcement of the ordinance. Council Member King left the meeting during the Closed Session. Following the completion of the Closed Session at 5:04 p.m., the City Council convened in a 2nd Tuesday Session to consider the following: City of Denton City Council Minutes April 9, 2013 Page2 1.Receive a report, hold a discussion, and provide staff with direction regarding delegation of authority to the City Manager to make offers and accept counter offers to purchase real property for public works and electric utility capital projects. Paul Williamson, Real Estate Manager, stated that the proposed ordinance would give the City Manager the authority to extend offers to property owners for easements and rights-of-way for electric linear projects as well as wastewater, drainage and sewer projects. Mayor Burroughs asked Williamson to describe what the proposed changes were and the purpose of the changes. Williamson stated that the changes included separating out “capital projects” to “public works facilities” and provided a range of authority to the City Manager that tracked with the existing authority he had for procurement purchases. Mayor Burroughs noted that there were generic changes for both options. Both eliminated the wording "or his designee" and provided definition of public works facilities. Williamson stated that the authority of the ordinance would only be for the City Manager and not to a designee. Capital projects were reworded as public works facilities to include linear electric project, street and roadway expansion and improvement, water utility infrastructure expansion and improvements, sanitary sewer utility infrastructure expansion and improvements and storm water utility infrastructure expansion and improvements. There was also a statement that these were authorizations for offers and not authorizations for eminent domain. Eminent domain issues would still go to Council as a separate action. Council and staff presented and discussed suggested changes to the ordinance. (1) Last “whereas” on page two was changed to include the wording “nothing contained herein shall be deemed to be authority to take or acquire property by eminent domain, rather the City Council shall make such determinations independent of this ordinance and this ordinance serves as a mere delegation of the process of making offers required by law and accepting counteroffers within the limited amounts herein specified”. (2) Section 1 – remove the wording “a public use and necessity exists” and keep the wording “that the public welfare and convenience require the acquisition…” (3) Section 2 – the discussion noted that there were policy concerns with regard to the siting of projects particularly above ground projects such as transmission lines and substations. Wording was added “after siting approval by the City Council of any above ground Public Works Facilities which do not require a Specific Use Permit”. (4) Settlement Amounts- the discussion centered around total compensation amounts; tracking the amounts more along the line of the current procurement ordinance and carrying that over to the land rights, and percentages of variance in terms of appraised value. Wording was changed to indicate that the Settlement Amount for public works facilities except electric utility infrastructure expansion and improvements, would not exceed the greater of $100,000 and for City of Denton City Council Minutes April 9, 2013 Page3 properties with a Total Compensation Amount of more than $100,000 but less than $500,000, as prescribed in the appraisal, the amount would not exceed an amount equivalent to the Total Compensation Amount of the property plus 20% of such Total Compensation Amount. For Public Works Facilities that were electric utility infrastructure expansion and improvements, the amount would be the greater of $500,000 and for those properties with a Total Compensation Amount of more than $500,000 but less than $1 million, as prescribed in the appraisal, the Settlement Amounts would not exceed an amount equivalent to the Total Compensation Amount plus 20% of such Total Compensation Amount. (5) Council consideration – wording was included that would allow the City Manager to place any offer or counteroffer on a City Council agenda for consideration by the Council. (6) Section 8 included wording that the City Manager would provide a quarterly report to Council regarding occasions when this ordinance was used. Williamson noted that the public works facilities related to electric infrastructure tracked with the procurement authorization for the DME electric operations. Council Member Gregory stated that he was comfortable with using this for property because it was still based on the appraised value. Mayor Burroughs noted that he had two issues going into this proposal. One was the delegation of public use which he now understood and was comfortable with that. The second was the proposed wording for Section 2 regarding the siting of a project. He initially had concerns about a situation where a public facility or public works facility project was vetted internally with siting determinations such as a roadway not made by Council. He felt better with the proposed wording change. Mayor Pro Tem Kamp left the meeting. Council Member Roden stated that with a specific use permit, the public process for the purchase of the property had already been made and the ability of the Council was limited with that type of project. He questioned what form would the siting approval take place. City Attorney Burgess stated that there were several opportunities for the siting such as during the budget process. There would also be opportunities when letting a contract for a street widening project. Mayor Burroughs stated that a mobility plan amendment would be another opportunity. Council Member Roden suggested developing a parallel procedure similar to the above ground projects and use it with future road projects. That would clarify the process. He was also concerned about the specific use permit being done after the site was selected. Mayor Burroughs stated that some project acquisitions were made by contract but did not close until the due diligence process was completed which included the specific use permit. City of Denton City Council Minutes April 9, 2013 Page4 Following the completion of the 2nd Tuesday Session, the Council convened in a Special Called Session to consider the following: Ordinance No. 2013-094 1.Consider adoption of an ordinance of the City of Denton, Texas, delegating certain authority to the City Manager to make offers and to accept counter offers to purchase eligible real property interests necessary for City of Denton public works and electric utility capital improvement projects; authorizing the City Manager to execute contracts to purchase said real property interests for and on behalf of the City of Denton; authorizing the City Manager to expend funds in accordance with the terms of said contracts; providing a severability clause; and providing an effective date. After completing the above discussion on proposed changes to the ordinance, Council Member Gregory motioned to adopt Option 2 of the ordinance with the conditions noted above in (1), (2), (3), and amending Section 2, (2)b) to indicate 20% in place of 120%. Motion died for lack of a second. Council Member Roden asked about provisions for a sunset clause. If this procedure was being done for pressing needs at hand, it might be good to relook at it in a future time frame. There might be benefits to realigning numbers as new needs came up in the future. He suggested five years to relook at the ordinance. City Attorney Burgess indicated that wording could be added to Section 10 of the ordinance that it would terminate five years from the effective date. Council Member Engelbrecht asked what would happen if the termination date were missed and the ordinance was still needed. City Attorney Burgess stated that rather than a termination date, the wording could direct staff to review the ordinance at a set time period. Williamson stated that SB 18 which was the legislation associated with all of the required paperwork was not going away and that element would not change the requirements. Council Member Gregory motioned, Council Member Roden seconded to adopt the ordinance with the above noted changes. On roll call vote: Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. 2. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an City of Denton City Council Minutes April 9, 2013 Page5 honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. Council Member Engelbrecht asked for an accounting on where the brochures for the special election had been distributed. With no further business, the meeting was adjourned at 6:12 p.m. _____________________________ MARK A. BURROUGHS MAYOR CITY OF DENTON, TEXAS _____________________________ JENNIFER WALTERS CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES April 16, 2013 After determining that a quorum was present, the City Council convened in a Work Session on Tuesday, April 16, 2013 at 3:00 p.m. in the Council Work Session Room. PRESENT: Council Member King, Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden ABSENT: Mayor Pro Tem Kamp 1. Citizen Comments on Consent Agenda Items There were no citizen comments on Consent Agenda Items. 2. Requests for clarification of agenda items listed on the agenda for April 16, 2013. Council MemberGregory asked if Consent Agenda Item L included an agreement for mosquito trapping and testing. City Manager Campbell stated that agreement was part of the item plus other projects when needed. Mayor Burroughs noted that he would probably pull that item for separate consideration. Council Member Watts asked about Consent Agenda Item H regarding the training facility. He asked about how the general determination was made regarding awarding the contract for indicators for performance. Scott Fletcher, Captain-Denton Police Department, stated that the evaluation committee did an initial grading of the bidders and when those were narrowed down to the top five they had a second grading. The committee looked at best value. If a bidder was marked down on performance indicators it was either on past experience, references, or maintenance agreements. Council Member Gregory asked about Consent Agenda Item T and the funding of a civilian awareness position. Lee Howell, Chief of Police, stated that was a specific person already attached to another grant of similar nature. That person was currently attached to the Dallas Police Department but the grant in Dallas was being discontinued. Denton was working towards hiring that person for the position. Council Member Gregory asked about the length of funding for the grant. Howell stated that it was renewal grant every year. The funding stream was attached to funding from the State. In 19 years the PD had never had a position go away. City of Denton City Council Minutes April 16, 2013 Page 2 Council Member Engelbrecht state that part of the function of this position was outreach education to the public. He questioned about outreach efforts to apartment complexes. Scott Langford, Denton Police Department, stated that staff worked with apartment managers, joined with UNT for freshman orientation and also worked with the DISD on this program. Council Member Watts asked about Consent Agenda Item R and the using of the bonds under economic development. Bryan Langley, Assistant City Manager, stated that this was an opportunity for private companies to issue bonds through the Corporation. State law gave the authority for that issuance. Council Member Watts questioned if someone wanted to do economic development in the area of the airport could the bonds through the Corporation be used instead of a commercial market. Langley stated that there would be an advantage for the interest rate but there was no obligation of the City. This was meant to be an economic development tool if qualified. Council Member Watts asked for an Informal Staff Report on that Board. Mayor Burroughs suggested including examples of situations where those types of bonds had been issued. Council Member Roden asked about Consent Agenda Item V in terms of target construction dates for the shelters. Mark Nelson, Director of Transportation, stated that DCTA would move forward within 30 days for the first 3-5 shelters. He would provide an Informal Staff Report to Council once the project moved forward. Council Member Engelbrecht stated that he would like to pull Consent Agenda Item S in order to have a staff report regarding the program with DISD on hunger. Council Member Watts requested a brief staff report on Consent Agenda Item N. Phil Williams, General Manager – DME, stated that TMPA previously funded the construction of off-system assets for which it had been fully reimbursed. TMPA and the member cities had determined that ownership of these transmission assets was problematic from a regulatory compliance standpoint. The proposal was to receive ownership in the transmission related facilities from TMPA and in turn convey ownership to the Brazos Electric Power Cooperative and the city of Bryan, Texas. Council Member Watts stated that the property would just be deeded to the entities and there was no monitory consideration. Williams said that was correct. City of Denton City Council Minutes April 16, 2013 Page 3 3. Receive a funding recommendation report from the Community Development Advisory Committee (CDAC) and the Human Services Advisory Committee (HSAC). Hold a discussion and give staff direction regarding the proposed 2013 Action Plan for Housing and Community Development. Barbara Ross, Community Development Manager, introduced the speakers from the two committees who would be making the presentations. Gerard Hudspeth would be presenting the recommendations from the Community Development Advisory Committee and Mary Ann McDuff would be presenting the recommendations from the Human Services Advisory Committee. Gerard Hudspeth presented the funding recommendations from the Community Development Advisory Committee. He stated that more marketing had been done this year to get more applications which appeared to be very successful. Staff would be tracking where applicants found out about the program for future use. The total amount requested was $2,006,694 with $981,560 allocated. That amount was subject to change once the final numbers were received. Community Development funds were the only city funds used for low and moderate incomes. Mayor Burroughs questioned what the federal funding impact was this year versus last. Ross stated that the Action Plan had a sheet that showed $847,000 for CDBG funds and $327,000 for HOME funds for a total funding of $1 million. The HOME funds had dropped this year from last year. Council Member Engelbrecht asked about Baldwin water and sewer as they were not addressed. He questioned if the projects were going into the utility program or if it was that they just could not be done at this time. Hudspeth stated that the project had been discussed in terms of the cost of the immediate effect for each project; how many people did this project help in this area. Going forward it was felt that the Fred Moore Day Nursery School was a top priority. The School was now at maximum so going forward it should free up money in the future. Council Member Watts stated that he appreciated how program had been administered and the good help that was given. Mayor Burroughs stated with shrinking dollars it was difficult to manage the funds, especially when the direct result to individuals was seen. Staff managed that very well. Council Member Roden stated that some applications were from the City and some from outside. He asked for an identification of those. It appeared that Item 1, 3, and 8 were city related. Hudspeth stated that 9 was also city related. Council Member Roden questioned what determined from the City perspective to use these funds for city projects rather than from other funding. City of Denton City Council Minutes April 16, 2013 Page 4 Hudspeth stated that the funding was based on the neighborhood as that was where the dollars would be used. Council Member Roden asked if the neighborhood had to meet certain requirements. Ross stated that there were specific definitions of the service area and at least 51% of the residents had to be low-moderate income. Mary Ann McDuff presented the recommendations from the Human Services Advisory Committee. She stated that the number of requests continued to increase with fewer available resources. The Committee had received 18 applications this year with 2 new agencies. The Committee had a stringent review process of the applications and each agency made a presentation to the Committee. The funding recommendations were based on per capita from the General Fund and 15% of the estimated CDBG allocation. Continued funding reductions meant increased funding requests from the City. The total agency funding was $511,000. It was the consensus of the Committee to try and restore the amount to the 2003-2004 level. That would be increasing the per capita amount towards a goal of $2.00 or even $2.50 in the next few years. There was no guarantee of what the federal funding level would be. Mayor Burroughs questioned if Day Stay for Adults had relocated to Lewisville. McDuff stated that they had not requested funding this year. Council Member King stated that Health Services of North Texas and PediPlace had a substantial difference between what was requested and what was funded. McDuff stated that Health Services of North Texas continued to request funding for two positions. The Committee was trying to increase funding each year for them. Pediplace was located in Lewisville and the Committee had questioned them about establishing in Denton. Pediplace was looking into that. Council Member Engelbrecht felt that it was a conservative movement to the $1.64 per capita rate. With the savings that would be realized by selling Certificates of Obligation, it might be possible move that amount to $1.75-$1.85 if it could be found in the budget. McDuff stated that they would gladly accept that amount and had several ideas on how to spend that increase. Ross stated that Day Stay for Adults no longer provided services and did not use this year's funding. Staff had ended the contract with them. 4.Receive a presentation, hold a discussion, and give staff direction regarding the implementation of a gas well air monitoring program. Darren Groth, Gas Well Administrator, stated that during the recent update on the gas well ordinance one topic of discussion was air quality monitoring. Since approval of the gas well City of Denton City Council Minutes April 16, 2013 Page 5 ordinance, staff had collected preliminary information concerning various options for implementing a gas well air monitoring program. Dr. Kenneth Tramm had agreed to present information on this topic and to answer any questions Council might have about air monitoring approaches. Dr. Kenneth Tramm stated that this overview would include sampling versus monitoring; emission concerns from oil and gas, monitoring tools, monitoring examples, and suggested approaches. Sampling versus monitoring - sampling was a specific process while monitoring was designed to keep track of information over a long term process. Sampling did a snapshot look, monitoring did a longer process. Mayor Burroughs asked where this area fell in the range of gas emissions. Tramm stated that there was a variable even within Denton. There were some that were wet and some that were dry. Mayor Burroughs stated that if a range could be identified where Denton might fall, it might be possible to adjust the monitoring program to assist with the monitoring. Tramm stated that would be source based monitoring. An alternative would be receptor based monitoring on locations. He presented examples of emission sources such as drilling/flowback; production and reviewed emission composition data/gas/vapor. He stated that in developing a monitoring program, the sources would have to be known. Secondary concerns included ozone, sulfur dioxide, and particulate matter. Secondary concerns also included maintenance and the question if the profit margin reductions resulted in maintenance issues. Mayor Burroughs asked if there were records regarding capped wells. Groth stated that staff kept records of the wells as did the Railroad Commission. There were specific requirements for keeping those records. Council Member King asked if there were any comparisons on the emissions from pad sites compared to industrial sites. Tramm stated that an industry might release different components and would be a question of volume. He presented information on monitoring tools. A pad site would have such things as a compressor, well, separator, setback distances, and tank batteries. On site there were limits on what could be emitted based on industrial emission criteria. Off site there were concerns regarding residential exposure criteria. The thought was to marry the two together. Tramm stated that there were four types of monitoring tools - (1) point sampling with low resolution; off site was difficult based on downwind monitoring, (2) point sampling with high resolution was broken down by individual compounds, (3) fence line sampling with high resolution yielded per meter concentrations across the entire fence line and could be minute to City of Denton City Council Minutes April 16, 2013 Page 6 hourly averages, and (4) continuous monitoring with high resolution and yielded hourly averages at the lowest possible levels. Council Member Gregory stated that from time to time Council would get videos of well monitoring and a lens was able to see benzene or something coming from the well. Tramm stated that was a screening tool called “Forward Looking Infrared”. It could see different wave lengths and identify things warmer than things behind it. It was a tool for screening rather than for monitoring. It would be a good screening tool to detect leaks and repairs and was a good tool if used properly. Open path monitoring could be moved for different responses and would allow continuous monitoring over a short or long term event. It would provide spectral evidence of specific compounds. Tramm presented information on the Fort Worth, Flower Mound, Kennedale/Coppell and Colleyville monitoring systems. His suggestion would be a balanced approach including downwind monitoring with minimum point sampling and fence line sampling with open path monitor. The program could include a tiered approach during production, fracking and flowback with website accessibility to data summaries. There could be a tiered level of interest with quarterly monitoring, biannual monitoring, annual monitoring and spot check monitoring. Things to look for would be things that would motivate change; that could change the focus of the TCEQ to help make changes. Mayor Burroughs asked what would be the action and who would do the action. Tramm stated that if the City could demonstrate that operators were exceeding air monitoring values as noted by TCEQ, it would warrant attention by TCEQ. Council discussed other industries that might be producing bad air emissions; how a pad site would compare with other industries in the city; the factor that pad sites were spread out over the City and not all in one area versus an industry located in one site; and spend more energy on tools for inspectors rather than broad based tools for monitoring. Council Member Watts questioned what direction staff was seeking at this point in time. City Manager Campbell stated that Council needed to determine the degree they wanted to do air testing monitoring such as at every well site or just some wells. Staff would take Council’s comments and develop a proposed program. Mayor Burroughs stated that he saw nothing about cost and who would pay for it. He was not sure how Council could give clear direction with large open issues such as whether the City had the authority to take action and who would pay for it. It would be a large issue if the level of expense was massive and the City could not pass it on to anyone else to pay. He was not sure what direction to give given the limited information on where the city stood on authority and cost. He would like to know more the money aspect of the monitoring. Council Member Watts stated that part of what he heard during the debate concern from the public was possible emissions. The concern was from the pad site and what was coming out of City of Denton City Council Minutes April 16, 2013 Page 7 it. If the thinking was to start small and if the concern was the pad site operations, he suggested taking a small sample of a pad site during an operation to determine which one to be most concerned about and do a one-time sample. Even if the City could not charge the cost back to the operators, limited testing could be done during specific operations which would give information that was not known at this time. He felt there was a need to give some kind of direction to get data.As far as other businesses with potential harmful air emissions, Council did not get community engagement regarding pollution from them. He suggested putting some financial parameters on it at the beginning. Council Member Roden felt that it was necessary to define the questions, what was wanted, where it was wanted and what was wanted to assess. It sounded like cities in region had already done that. He suggested a low cost or no cost starting point to get some definition of what questions were wanted. Council Member King suggested looking for numbers for average on what other industries in the City were doing to the atmosphere. He suggested using some techniques already there. Council Member Gregory stated that Council had assured citizens that they would address the issue of clean air. Council would need technical help to ask the right questions as the quality of the questions determined the quality of the outcome. He felt that the cost of air monitoring should be incorporated into the cost of the permit. Council Member Engelbrecht stated that the City may not have any authorization to charge operators for air quality monitoring. He felt one thing the City could catch would be lack of maintenance. Before going too far he would like to hear other aspects of the problem. Mayor Burroughs suggested to incrementally start off with the basics with certain resources. Arm and train inspectors to identify the problems from an equipment standpoint as faulty equipment comprised a lot of the problems to start with. He felt this would be a good first step. What would be done after that would be another question and another level of determination. They needed to find out the cost of equipment and a cost that was meaningful. Tramm stated that type of monitoring would be open path sampling and maintenance would preclude taking on that type of a task as it would be very expensive. There were many variables involved in that cost such as how long, what types of pad sites, and where located. He suggested prioritizing concerns and then expanding out to other facilities. Council Member Gregory stated that there might be times to monitor more than others such as when fracking or a certain age of a producing well, etc. Council Member Watts stated that he would like to see proposals of limited on pad site monitoring events to see if the equipment was working properly. He felt a recommendation was needed from someone for the best approach giving feedback and various costs. City Manager Campbell stated that obviously there was a number of different ways and a number of equipment inspections on selected gas well sites to look at. If Council was looking at City of Denton City Council Minutes April 16, 2013 Page 8 a program for some on site monitoring staff could develop different levels and associated costs for monitoring and Council could pick from a menu of what they wanted to see. Mayor Burroughs noted that it would be nice to try and see if there was any way to identify receptor based issues on sites in production and test a half a mile away versus 1200 feet away. Find out the ones most concerned and how many there were. Site based criteria would identify types of wells more at risk. Some wells were a less risk and less needful of monitoring. Look at low risk models from other cities and not monitor those wells as much. 5. Receive a report and provide direction regarding amending Subchapter 3 "Procedures" of the Denton Development Code by adding new Section 35.3.13 "Development Criteria Manual Procedure" establishing criteria for the amendment of Development Criteria Manuals and by amending Section 35.3.4.A adding a new action item that is required to follow the Zoning Amendment Procedure. PS Arora, Wastewater Division Manager, stated that the Development Criteria Manual Procedure was adopted by the Denton Development Code (DDC) and adopted the seven development criteria manuals by reference. The manuals included Application Criteria Manual, Construction Criteria Manual, Drainage Criteria Manual, Site Design Criteria Manual, Site Plan Criteria for Municipal Solid Waste and Recyclables Storage and Enclose Requirements, Transportation Criteria Manual and Water and Wastewater Criteria Manual. As new products came into the market, new specifications were developed, improvements made to existing products, new methods of construction were advanced, these needed to be incorporated into the Development Criteria Manuals to stay current. However, the Denton Development Code did not provide a procedure for making administrative amendments to these manuals. Staff was proposing to amend the procedures section of the DDC by adding a new section that would establish criteria for the amendment of these criteria manuals and by adding a new action item that was required to follow the Zoning Amendment procedure. The changing of Subchapter 3 would accomplish (1) the adoption of the seven development manuals as they currently existed, and (2) the administrative amendment procedure for keeping the development criteria manuals current. Staff would discuss the proposed amendments with stakeholders that included the development community comprising of developers, engineering architects, etc. The proposed amendment would be posted on the web site and at City Hall at the location for posting notices of all public meetings for a period of not less than 30 days. During this 30 day period, comments of interested persons and written protests or requests for review would be received by staff. All proposed amendments would become final unless review was requested or a written protest was filed within the 30 day period. The City would make an attempt to resolve all protests or requests for review and consider all comments filed with the 30 day period. If the protests or requests for review could not be resolved, the amendment would be processed as an ordinance Staff presented these changes to the Planning and Zoning Commission in a public hearing on November 14, 2012. Staff had proposed that the changes be discussed with stakeholders, get their input, and then post for 30 days. If there was a disagreement on any proposed change, and staff and the stakeholders could not come to an agreement, then only that change be brought to the Planning and Zoning Commission and then to the City Council in a public hearing. However, the Planning and City of Denton City Council Minutes April 16, 2013 Page 9 Zoning Commission recommended that all proposed changes be brought to the Commission prior to public posting after presentation to the stakeholders. Staff recommendation was to present the proposed changes to the stakeholders, achieve consensus, post the changes for 30 days and then adopt the criteria manual changes. If consensus could not be achieved, then the item would be taken to the Planning and Zoning Commission and the City Council only for those changes where there was disagreement between staff and stakeholders. Mayor Burroughs stated that the criteria was very detailed and in the past only someone in the business could consider them. One concern was that feedback in the past did not have enough vetting on the changes. He questioned who would get the information for the proposed changes. Arora stated that all developers in the community and all engineers working within the City would receive the information which comprised 50-60 entities. Mayor Burroughs agreed that policy makers could not weigh in on the changes but non policy makers would have comments regarding the changes. He wanted staff to take every step to send the information to everyone possible. Send the proposed changes to all engineers or engineering entities, design professionals, architects, the development community that came to the City with projects for the past five years. That would encompass a lot of people who had developed here. Arora stated that the Planning and Zoning Commission had asked that all proposed changes be taken to them before posted. Staff did not agree with that as they were so technical in nature and were not policy changes. Council Member Roden questioned what was an agreement on an issue and if it was going by consensus. Arora stated that if one person had a problem, staff would take the time to understand what the problem was and discuss and show the individual technically what would be the issue. It might be a state or federal issue or it might be a design issue. Council Member Roden suggested including the Planning and Zoning Commission as a stakeholder and not present the information to them during a meeting. If they were part of the stakeholders group they could give input rather than at a separate meeting. Council Member Watts stated that the DDC gave a higher elevation but when down on lower levels, those were heavy details where problems seemed to come into play. A criteria manual detailed how to do a project. His concern was that often people were not alerted to things posted on an official agenda. Arora stated that in that case, emails would be sent to people indicating that there would be a meeting and noting the items to change and what would be discussed. Council Member Watts questioned what was trying to be resolved with this proposal. City of Denton City Council Minutes April 16, 2013 Page 10 Arora stated that the majority of changes were in the criteria manual and had not been updated for a long time. Legal had indicated that they could not post the changes as there were no procedures in the DDC to make the changes. The question was whether to bring everything or just bring those with a disagreement. Council Member Watts stated that the origin of the issue was coming as a way for a developer driven concern to help get through issues. Staff was trying to help improve the developer process. Arora stated that staff had a big meeting regarding this issue and presented the issues. Staff made notes about what the developers said was wrong with the process. The development community currently did not object to what they were proposing. Mayor Burroughs stated that he was glad to hear these were stakeholder changes being requested. He questioned if there was a way to differentiate from City and stakeholder amendments. If they were City initiated, there was a need to be more careful in that area with more of a public process with that type of change. There was a different mindset if the change was City initiated versus stakeholder initiated. Arora stated that it was usually a combination. Sometimes City initiated changes were regulatory in nature but would still notify people regarding the changes for impact on what to do in the City. Council Member Engelbrecht suggested being diligent in the other direction. A developer initiated change might conflict with public interests and had to be vetted very carefully. He liked the idea of the Planning and Zoning Commission looking at these. Arora stated that the current manuals would be approved, then staff would go to the stakeholders for proposed changes. If there were no disagreements, the changes would be done administratively after being posted for 30 days. If there was any issue with a change, then that would come to a public hearing at the Planning and Zoning Commission and their recommendation would come to Council. Council Member Gregory stated that he was concerned about another set of eyes looking at the changes. Council Member King felt this would be building a pattern to change things quicker which might not be good. He was concerned about making it faster to change. City Manager Campbell stated that part of what was being faced were different objectives. If the process was too restrictive then it would have to go through the entire process to make a change. Staff was trying to accommodate reasonable changes without hindering the developer in the process. It took a long time to get these items through Planning and Zoning and Council. Council discussed the pros and cons of the proposal in terms of Council and Planning and Zoning involvement. City of Denton City Council Minutes April 16, 2013 Page 11 Council Member Roden stated that a developer could not push forward something just for the good for them. Staff would vet the issue before even a possible amendment for consideration. Mayor Burroughs stated that adding the Planning and Zoning Commission interjected the element of public involvement. The public interaction with the Planning and Zoning Commission covered his concerns about City driven issues. Arora stated that the process would stay with taking the amendments to the Planning and Zoning Commission and asking them for direction. Following the completion of the Work Session, the Council convened in a Closed Session to discuss the items listed below. 1. Closed Meeting: A. Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. 1. Discuss, deliberate, and receive information from staff and provide staff with direction pertaining to the potential purchase of certain real property interests located in the David Hough Survey, Abstract Number 646 (located generally in the 3900 block of Quailcreek Road), within the City of Denton, Texas. Consultation with the City's attorney's regarding legal issues associated with the acquisition or condemnation of the real property interests referenced above where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceedings or potential litigation. (Mayhill Widening and Improvements project) 2. Discuss, deliberate, and receive information from staff and provide staff with direction pertaining to the acquisition of real property interests located (1) in the A.N.B. Tompkins Survey, Abstract Number 1246, Denton County, Texas (located generally in the 2100 block of South Bonnie Brae Street); (2) in the William Roark Survey, Abstract Number 1087, James L. Harris Survey, Abstract No. 555 and James Edmonson Survey, Abstract Number 400, Denton County, Texas (located generally in the 4500 block of South Bonnie Brae Street); and (3) in the William Roark Survey, Abstract Number 1087, Denton County, Texas (located generally in the 4600 block of South Bonnie Brae Street), all in the City of Denton, Denton County, Texas. Consultation with the City's attorneys regarding legal issues associated with the acquisition or condemnation of the real property interests referenced above where a public discussion of these legal matters would conflict with the duty of the City's attorneys to City of Denton City Council Minutes April 16, 2013 Page 12 the City of Denton and Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceedings or potential litigation. (Bonnie Brae Widening and Improvements project) B. Consultation with Attorneys - Under Texas Government Code Section 551.071. 1. Consult with the City's attorneys regarding status of litigation styled Consumer Service Alliance of Texas, Inc. v. City of Denton, Cause No. 2013-60479-393, currently pending in the 393rd District Court, Denton County, Texas. 2. Consult with the City's attorneys regarding legal issues associated with a personal services contract with the law firm of Kelsey, Kelsey, & Hickey dated February 6, 2013 as it regards legal work to be performed for the City for property acquisition for electric utility projects and for representation in the litigation styled Roth et.al. v. City of Denton. 3. Consult with City's attorneys regarding status and possible disposition of litigation styled Sutton, et al. v. City of Denton, Cause No. 2011-60760- 393, currently pending in the 393rd District Court, Denton County, Texas. 4. Consult with and provide direction to the City's attorneys associated with proposed enforcement related to sanitary sewer overflows and where a public discussion of such legal matters would conflict with the duty of the City's attorneys to the City of Denton, Texas and the City Council of the City of Denton, Texas under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. Regular Meeting of the City of Denton City Council at 6:30 p.m. in the Council Chambers at City Hall. 1. PLEDGE OF ALLEGIANCE The Council and members of the audience recited the Pledge of Allegiance to the U. S. and Texas flags. 2. PROCLAMATIONS/PRESENTATIONS A. Proclamations/Awards 1. National Day of Prayer Mayor Burroughs presented the proclamation for the National Day of Prayer. City of Denton City Council Minutes April 16, 2013 Page 13 2. Denton Redbud Festival Day Mayor Burroughs presented the proclamation for Denton Redbud Festival. 3. Presentation of Tree City USA Re-Certification Courtney Blevens of the US Forestry Service presented the City with the annual Tree City USA re-certification. 4. Jazz Appreciation Month and International Jazz Day Mayor Burroughs presented the proclamation for Jazz Appreciation Month and International Jazz Day. 5. Exercise is Medicine Month Mayor Burroughs presented the proclamation for Exercise is Medicine Month. 3. CITIZEN REPORTS A. Review of procedures for addressing the City Council. B. Receive citizen reports from the following: 1) Tyler Carlton regarding an endorsement of marriage equality. Mr. Carlton requested that Council endorse a resolution for marriage equality in Denton. The City needed to be a model for other cities and provide a level of service for all citizens of Denton. Council should not be afraid to take a stand on social issues. There were three options for Council to consider: (1) take no action, (2) wait until more cities took action or (3) be one of the first cities for marriage equality. 2) Kat Ralph regarding an endorsement of marriage equality. Kat Ralph felt that she should have the same rights as anyone else in the city of Denton. 4. CONSENT AGENDA Mayor Burroughs indicated that Items L and S would be pulled for separate consideration. Council Member King motioned, Council Member Gregory seconded to approve the Consent Agenda and accompanying ordinances and resolutions with the exception of Items L and S. On roll call vote: Council Member King, Council Member Watts, Council Member Gregory, City of Denton City Council Minutes April 16, 2013 Page 14 Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. Resolution No. R2013-009 A. Consider approval of a resolution allowing Metzler's Food & Beverage, Inc. to be the sole participant allowed to sell alcoholic beverages at the Cinco de Mayo Celebration on May 4, 2013, upon certain conditions; authorizing the City Manager or his designee to execute an agreement in conformity with this resolution; and providing for an effective date. The Parks, Recreation and Beautification Board recommends approval (6-0). Staff recommends approval of the request. Ordinance No. 2013-095 B. Consider the second of two (2) readings to consider the adoption of an ordinance annexing an area of land to the City of Denton, Texas, generally identified as DH- 7 of approximately 143 acres (less those parcels identified in Exhibit "C") located on the east and north sides of Teasley Lane, south of Teasley Harbor subdivision and west of Southlake Drive, and more specifically identified in Exhibit "A" attached hereto, which area is adjacent to and abuts the existing city limits of the City of Denton, Texas, and which contains areas of land which are to be annexed pursuant to the City's 3-Year Annexation Plan; excluding properties within DH-7 subject to non-annexation agreements for agricultural, wildlife management or timberland use from the annexation; providing for correction of the City map to include this annexed area; providing a savings clause; and providing an effective date. (Second of two readings). Ordinance No. 2013-096 C. Consider the second of two (2) readings to consider the adoption of an ordinance annexing an area of land to the City of Denton, Texas, generally identified as DH- 9 of approximately 298 acres (less those parcels identified in Exhibit "C") located north of Pockrus Page Road, north, south and northeast of Edwards Road, and more specifically identified in Exhibit "A" attached hereto, which area is adjacent to and abuts the existing city limits of the City of Denton, Texas, and which contains areas of land which are to be annexed pursuant to the City's 3-Year Annexation Plan; excluding properties within DH-9 subject to non-annexation agreements for agricultural, wildlife management or timberland use from the annexation; providing for correction of the City map to include this annexed area; providing a savings clause; and providing an effective date. (Second of two readings). Ordinance No. 2013-097 D. Consider the second of two (2) readings to consider the adoption of an ordinance annexing an area of land to the City of Denton, Texas, generally identified as DH- 12 of approximately 1,154 acres (less those parcels identified in Exhibit "C") located south of E. University Drive, east of N. Mayhill Road, north and south of Blagg Road, north and south of Mills Road, and east and west of S. Trinity Road, and more specifically identified in Exhibit "A" attached hereto, which area is adjacent to and abuts the existing city limits of the City of Denton, Texas, and City of Denton City Council Minutes April 16, 2013 Page 15 which contains areas of land which are to be annexed pursuant to the City's 3- Year Annexation Plan; excluding properties within DH-12 subject to non- annexation agreements for agricultural, wildlife management or timberland use from the annexation; providing for correction of the City map to include this annexed area; providing a savings clause; and providing an effective date. (Second of two readings). Ordinance No. 2013-098 E. Consider adoption of an ordinance accepting competitive bids by way of an Interlocal Cooperative Purchasing Program Participation Agreement with the City of Euless under Section 271.102 of the Local Government Code for the purchase of Street Slurry Seal Services; providing for the expenditure of funds therefor; and providing an effective date (File 4395-Interlocal Agreement for Street Slurry Seal Services with the City of Euless, contract awarded to Viking Construction, Inc. for a not-to-exceed amount of $375,000). Ordinance No. 2013-099 F. Consider adoption of an ordinance accepting competitive bids by way of an Interlocal Cooperative Purchasing Program Participation Agreement with Tarrant County under Section 271.102 of the Local Government Code for the purchase of seven (7) Chevrolet Tahoes for the City of Denton Police department; providing for the expenditure of funds therefor; and providing an effective date (File 5227- awarded to Caldwell Country Chevrolet in the amount of $190,806). Ordinance No. 2013-100 G. Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a Personal Services Agreement by and between the City of Denton, Texas and Eagle and Wheeler for personal services pertaining to the daily pick-up, metering, and delivery of the City of Denton's residual mail to the United States Post Office; authorizing the expenditure of funds therefor; providing an effective date (File 4843 in an annual amount of $73,333 for a three year total not to exceed $220,000). Ordinance No. 2013-101 H. Consider adoption of an ordinance accepting competitive proposals and awarding a public works contract for the construction of a joint Training Facility to be used by Denton area public safety entities; providing for the expenditure of funds therefor; and providing an effective date (RFP 5187-awarded to Schmoldt Construction, inc. in the amount of $1,401,517). Ordinance No. 2013-102 I. Consider adoption of an ordinance accepting competitive proposals and awarding a public works contract for the Reroofing of the portion of City Hall East that is to be used for the Denton Area Joint Training Facility; providing for the expenditure of funds therefor; and providing an effective date (RFP 5188- awarded to Castro Roofing of Texas, LP in the amount of $839,000). City of Denton City Council Minutes April 16, 2013 Page 16 Ordinance No. 2013-103 J. Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the expenditure of funds for the purchase of substation electrical connectors, associated connector hardware and the purchase or lease of tooling, from DMC Power Inc., which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5167-Purchase of Substation Electrical Connectors. Hardware and Tooling in a three (3) year amount not to exceed $1,220,000). The Public Utilities Board recommends approval (7-0). Ordinance No. 2013-104 K. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of substation protective relay and control panels for Denton Municipal Electric in a three (3) year amount not to exceed $1,430,000; providing for the expenditure of funds therefor; and providing an effective date (RFP 5159-awarded to Schweitzer Engineering Laboratories, Inc.). The Public Utilities Board recommends approval (7-0). Resolution No. R2013-010 M. Consider approval of a resolution re-appointing Timothy S. Fisher as the City's representative to serve as a member of the Board of Directors of the Upper Trinity Regional Water District; and providing an effective date. The Public Utilities Board recommends approval (6-0). Ordinance No. 2013-106 N. Consider adoption of an ordinance of the City of Denton, Texas, accepting four conveyances of Electric Transmission off-system facilities being interests in real property owned of record by Texas Municipal Power Agency, however, being held in trust for the benefit of the City of Bryan, the City of Denton, the City of Garland and the City of Greenville, Texas; which conveyances are evidenced by: (a) bill of sale, assignment of easements and quitclaim regarding certain interests in real property situated in Montague County, Texas; (b) bill of sale, assignment of easements and general warranty deed regarding certain interests in real property situated in Wise County, Texas; (c) bills of sale and assignment of easements regarding certain interests in real property situated in Brazos and Grimes Counties, Texas; wherein the said Texas Municipal Power Agency conveying said properties to the beneficial owners thereof, being its four member cities by the conveyances described hereinabove; further, an ordinance in turn authorizing the four conveyances of Electric Transmission off-system facilities from the City of Denton, Texas (as well as the other three Texas Municipal Power Agency member cities separately) being: (a) a bill of sale and assignment of easements and quitclaim to the Brazos Electric Power Cooperative, Inc. regarding certain interests in real property situated in Montague County, Texas; (b) a bill of sale, assignment of easements and deed without warranties to the Brazos Electric City of Denton City Council Minutes April 16, 2013 Page 17 Power Cooperative, Inc. regarding certain interests in real property situated in Wise County, Texas; and (c) bills of sale and assignment of easements to the City of Bryan, Texas regarding certain interests in real property situated in Grimes and Brazos Counties, Texas; providing for an effective date. The Public Utilities Board recommends approval (6-0). Approved the minutes listed below. O. Consider approval of the minutes of: March 4, 2013 March 5, 2013 March 19, 2013 Ordinance No. 2013-107 P.Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a Professional Services Agreement by and between the City of Denton, Texas and Graham Associates Inc. for engineering services associated with the Sherman Drive, Holiday Park, and Longfellow Wastewater Collection System Improvements project; authorizing the expenditure of funds therefor; providing an effective date (File 5236-in the amount of $135,835). The Public Utilities Board recommends approval (6-0). Ordinance No. 2013-108 Q.Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a Professional Services Agreement by and between the City of Denton, Texas and Teague Nall and Perkins for engineering services associated with the Avenue A, Eagle Drive, Congress and Amarillo Wastewater Collection System project; authorizing the expenditure of funds therefor; providing an effective date (File 5237-in the amount of $158,560). The Public Utilities Board recommends approval (6-0). Resolution No. R2013-011 R.Consider approval of a resolution appointing members to the Board of Directors of the Industrial Development Authority Board; and providing for an effective date. Ordinance No. 2013-110 T.Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to make an application with the Texas Auto Burglary and Theft Prevention Authority for a grant to form a task force to focus on auto theft and auto burglary and take all other actions necessary to obtain and implement the program; and providing for an effective date. Ordinance No. 2013-111 U.Consider adoption of an ordinance abandoning and vacating an electric easement covering and encumbering a 0.094 acre tract, located in the Francis Batson Survey, Abstract No. 43, Denton County, Texas, granted to and accepted by the City of Denton on April 17, 2012, from RR Marketplace LP., a Delaware limited City of Denton City Council Minutes April 16, 2013 Page 18 partnership, and recorded as Instrument No. 2012-39183, Real Property Records, Denton County, Texas; and declaring and effective date. (Rayzor Ranch - Panera Ordinance No. 2013-112 V.Consider adoption of an ordinance of the City of Denton, Texas authorizing the Mayor to execute a First Amendment to Interlocal Cooperation Agreement (the "Amendment"), between the Denton County Transportation Authority ("DCTA") and the City of Denton, Texas ("City"), as attached thereto and made a part thereof as Exhibit "A", the Amendment amending that certain Interlocal Cooperation Agreement ("Interlocal Agreement"), by and between the City and DCTA, regarding the insurance requirements provided by the Interlocal Agreement, said Interlocal Agreement providing a license to DCTA to construct, operate and maintain bus shelters and related passenger amenities in city rights of way in locations more particularly described in the Interlocal Agreement: and providing for an effective date. Ordinance No. 2013-105 L. Consider adoption of an ordinance authorizing the City Manager to execute a "Further Extension to Amendment No. 1" to the "Memorandum of Understanding - The Environment," by and between the City of Denton, Texas and the University of North Texas which provides for the further extension of the terms of said agreement until September 30, 2016; providing for the expenditure of funds therefor; providing an effective date. Ken Banks, Director of Environmental Services and Sustainability, stated that this proposal was a long standing item between UNT and the City. The Memorandum of Understanding laid out the terms and conditions for small scale projects for a dollar amount and overhead that UNT would charge the City. There were a number of projects conducted through the Memorandum of Understand including watershed protection grants, stormwater grants, yearly mosquito monitoring. There was a general limitation of $25,000 per project and $100,000 per year. Council Member Watts motioned, Council Member Engelbrecht seconded to adopt the ordinance. On roll call vote: Council Member King, Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. Ordinance No. 2013-109 S. Consider adoption of an ordinance of the City of Denton, Texas, authorizing the City Manager to execute a contract with the Denton Independent School District for the 2013 Summer Food Service Program; authorizing the expenditure of funds to administer the program; and providing an effective date. Emerson Vorel, Director of Parks and Recreation, provided information on the item. He stated that the contract was with DISD to prepare the meals for the summer food program. The program was run by the Parks and Recreation Department and provided free lunch for low income student population during the summer months when traditional lunches were not provided. The grant covered 100% of the costs for the operation of the program. This program City of Denton City Council Minutes April 16, 2013 Page 19 was started in 1992 with 6 sites. Last summer the program included 22 locations and provided 39,015 lunches for children 1-18. Staff worked with the DISD, Community in Schools, the Denton Housing Authority and various church groups to get the word out about the program. Council Member Watts motioned, Council Member Gregory seconded to adopt the ordinance. On roll call vote: Council Member King, Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. 5. ITEMS FOR INDIVIDUAL CONSIDERATION Ordinance No. 2013-113 A. Consider adoption of an ordinance considering all matters incident and related to the issuance, sale and delivery of up to $68,265,000 in principal amount of "City of Denton Certificates of Obligation, Series 2013" (including up to $13,600,000 for General Government activities, up to $7,895,000 for Solid Waste Fund activities, and up to $46,770,000 for Electric, Water and Wastewater Fund activities); authorizing the issuance of the Certificates; delegating the authority to certain City officials to execute certain documents relating to the sale of the Certificates; approving and authorizing instruments and procedures relating to said Certificates; and enacting other provisions relating to the subject. Chuck Springer, Director of Finance, presented information on Items A and B. He noted that Council would need to vote separately on each item. Item A dealt with the issuance, sale and delivery of up to $68 million in Certificates of Obligation with $13.6 million for General Government, up to $7 million for Solid Waste and up to $46 million for electric, water and wastewater fund activities. On March 5th Council adopted the Notice of Intent to sell the bonds. As the bond market conditions could change rapidly, staff was recommending that the Council approve a delegated parameters sale for the COs. The parameters ordinance set the maximum amount of sale, the final stated maturity, the maximum net effective interest rate and delegation authority ending date. This would allow staff to execute the sale without additional Council approval. Once the exact terms of the transaction were determined, staff would provide Council with the additional information in an Informal Staff Report. Item B was for the sale of up to $19 million of General Obligation bonds. This would the first $4 million issuance of the street bonds approved by the voters in November 2012. The remaining $15 million would be a refunding of existing debt. This sale would also be a parameters sale as noted in the ordinance. It was anticipated that the sale would be sometime nd around April 22 depending on market conditions. Council Member Gregory asked how Denton’s bond rating compared to other cities in a fast growth mode similar to Denton’s. Springer stated that there were similar ratings across the Metroplex. Mayor Burroughs noted that very few cities had an electric utility that Denton had. City of Denton City Council Minutes April 16, 2013 Page 20 Springer stated that Denton was a full service city providing electric, having a landfill and water rights as opposed to a vast majority of cities in Texas. Council Member Watts questioned the savings on the refunding. Springer stated the estimate was $800,000 to $1 million over a 12 year period or approximately $70-$80,000 per year. Council Member King motioned, Council Member Gregory seconded to adopt the ordinance. On roll call vote: Council Member King, Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. Ordinance No. 2013-114 B. Consider adoption of an ordinance considering all matters incident and related to the issuance, sale and delivery of up to $19,000,000 in principal amount of "City of Denton General Obligation Refunding and Improvement Bonds, Series 2013"; authorizing the issuance of the Bonds; delegating the authority to certain City officials to execute certain documents relating to the sale of the Bonds; approving and authorizing instruments and procedures relating to said Bonds; and enacting other provisions relating to the subject. This item was considered with Item A. Council Member Roden motioned, Council Member Gregory seconded to adopt the ordinance. On roll call vote: Council Member King, Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. C. Consider nominations/appointments to the City's Boards & Commissions. 1) Human Services Advisory Committee City Secretary Walters noted that the vacancy on the Human Services Advisory Committee was for an “All” position which was a nomination for any council member. Council Member Gregory nominated Dale Tampke. Council Member Gregory motioned, Council Member King seconded to approve the nomination. On roll call vote: Council Member King, Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. City of Denton City Council Minutes April 16, 2013 Page 21 2) Library Board City Secretary Walters noted that the vacancy on the Library Board was a nomination for Council Member Engelbrecht. Council Member Engelbrecht nominated Nancy Bluemel. Council Member Engelbrecht motioned, Council Member Watts seconded to approve the nomination. On roll call vote: Council Member King, Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. 3) Public Art Committee City Secretary Walters noted that the vacancy on the Public Art Committee was a nomination for Council Member Gregory. Council Member Gregory did not have a nomination at this time. Resolution No. R2013-012 D. Consider approval of a resolution re-appointing a member to the Board of Directors of Texas Municipal Power Agency, a Joint Powers Agency representing the City of Denton, Texas; and declaring an effective date. Phil Williams, General Manager-DME, stated that Mr. Watts had served as one of the two Directors appointed by the City of Denton to the Texas Municipal Power Agency for the past two years. His term will expire on July 18, 2013. Council had invited Mr. Watts to serve for an additional two-year term which he had accepted. Council Member Engelbrecht motioned, Council Member King seconded to approve the resolution. On roll call vote: Council Member King, Council Member Watts, Council Member Gregory, Council Member Engelbrecht, Mayor Burroughs, Council Member Roden – “aye”. Motion carried unanimously. 6. PUBLIC HEARINGS A. Hold a public hearing inviting citizens to comment on the City of Denton's 2013 Action Plan for Housing and Community Development. Barbara Ross, Community Development Administrator, presented the details regarding the Action Plan. This public hearing was an opportunity for citizens to comment on the Plan. Any comments received now and during the 30 day comment period after this public hearing would be included in the Action Plan and be available for review. The Mayor opened the public hearing. City of Denton City Council Minutes April 16, 2013 Page 22 No one spoke during the public hearing. The Mayor closed the public hearing. No action was required by Council on this item. 7. CITIZEN REPORTS There no citizen report for this meeting. 8. CONCLUDING ITEMS A.Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. Council Member Gregory asked for an Informal Staff Report regarding any City policies regarding benefits for domestic partners and if any employees had requested such benefits. The report could include what the City was offering if anything and what any other cities in the area were offering that Denton could. Council Member Gregory asked for a report on a scenario on how to get to the proposed $10 million for street repairs to a 3-5 year period and how that would impact the budget. Council Member Gregory noted that the Arts and Jazz Fest was coming up. He also noted that the Chamber Orchestra was performing in Krum with the Denton Contemporary Ballet. Council Member Roden noted that there would be many events coming up in Quakertown Park for people to attend. Council Member Engelbrecht asked for notification when the City received feedback on the Texas Auto Theft Grant. City of Denton City Council Minutes April 16, 2013 Page 23 Council Member Engelbrecht noted that Fort Worth did water audits and asked if Denton considered such a program for water usage audits. Mayor Burroughs stated that he had asked for budget priorities from Council and had not seen those yet from Council. He requested a work session to discuss those priorities and also the unfunded projects from last year. Mayor Burroughs stated that he had asked for copies of notice cards from Planning. He indicated that he would like not just the ones from DME but also the standard notices that were put out. B. Possible Continuation of Closed Meeting under Sections 551.071-551.086 of the Texas Open Meetings Act. Council did not return to the Closed Session. With no further business, the meeting was adjourned at 8:30 p.m. _____________________________ MARK A. BURROUGHS MAYOR CITY OF DENTON, TEXAS _____________________________ JENNIFER WALTERS CITY SECRETARY CITY OF DENTON, TEXAS ConsentAgendaO AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Water Utilities ACM: Howard Martin, 349-8232 SUBJECT Consider adoption of an Ordinance authorizing the City Manager, or his designee, to execute an Easement Purchase and Abandonment Agreement, between the City of Denton, Texas (“City”) and Atmos Energy Corporation, A Texas and Virginia Corporation (“Atmos”), contemplating (i) the abandonment of a portion of a certain Public Utility easement (the “Existing Easement”) dated on or about May 22, 1972, from Lone Star Gas Company to the City of Denton, Texas, recorded in Volume 648, Page 138, Deed Records, Denton County, Texas, abandoning the existing easement INSOFAR as said existing easement covers and encumbers that certain 0.093 acre tract, located in the Hiram Sisco Survey, Abstract 1184, Denton County, Texas (the “Abandonment Tract”); and (ii) the grant of a Sanitary Sewer Easement and Temporary Construction, Grading and Access Easement (collectively, the “Separate Easement), from Atmos to the City, covering and encumbering 0.293 acre, located in the Hiram Sisco Survey, Abstract No. 1184, all said tracts located generally at the 100 block of North Bradshaw Street; providing for the expenditure of funds; providing a severability provision; and providing an effective date. (Pecan Creek Sanitary Sewer Interceptor – Phase II). BACKGROUND The Pecan Creek Interceptor – Phase II project (the “Project”) provides for the construction of a new sanitary sewer line to replace an existing line. This is the second phase of what will be a new and larger capacity sanitary sewer that will ultimately be constructed from Newton Rayzor Elementary School to a point approximately 3,000 feet east of Woodrow Lane adjacent to Pecan Creek, Phase II, Phase I of the overall project having been completed. The project requires the acquisition of a permanent Sanitary Sewer Easement to accommodate the installation of the proposed sanitary sewer facilities, also a Temporary Construction, Grading and Access Easement is necessary to provide work space for the utility contractor during project construction. Atmos Energy Corporation, successor in interest to TXU Gas Company, successor in interest to Lone Star Gas Company, is the owner of property encumbered by a certain public utility easement, dated on or about May 22, 1972, from Lone Star Gas Company to the City of Denton, Texas, recorded in Volume 648, Page 138, Deed Records, Denton County, Texas (the Abandonment Tract). A segment of the existing sewer line upon the Atmos Property will be taken out of service. The proposed Agreement provides for abandonment and release of that portion of the existing easement encumbering the Atmos property tract in exchange for the grant of an alternative easement. The Abandonment Tract is to be partially released upon the completion and acceptance by the City of Denton, of the installation of the public improvements contemplated by the project. A payment of $2,047.00 is the amount of monetary consideration necessary to balance the transaction. OPTIONS 1.Recommend that the City Council approve the proposed Ordinance. 2.Not recommend that the City Council approve the proposed Ordinance. 3.Table for future consideration. RECOMMENDATIONS Recommend approval of the Ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) September 27, 2010 – The Public Utility Board Recommends Approval (6-0) October 19, 2010 – City Council, Purchase Authorization Ordinance 2010-266 May 6, 2013 –Public Utility Board consideration FISCAL INFORMATION This Project is being constructed with utility bond funds. EXHIBITS 1. Location Map 2. Site Map 3. Ordinance (Agreement Attached) Respectively submitted, P. S. Arora, P.E. Director Wastewater Prepared by, Paul Williamson, Real Estate Manager DENTON DOWNTOWN PECAN Site MULBERRY NTS PRAIRIE LOCATION MAP ORDINANCE NO. 2013- AN ORDINANCE AUTHORIZING THE CITYMANAGER, OR HIS DESIGNEE, TO EXECUTEAN EASEMENT PURCHASE AND ABANDONMENT AGREEMENT, BETWEEN THE CITY OF DENTON, TEXAS (“CITY”)AND ATMOS ENERGY CORPORATION, A TEXASAND VIRGINIA CORPORATION (“ATMOS”), CONTEMPLATING (I) THE ABANDONMENT OF A PORTION OF A CERTAIN PUBLIC UTILITY EASEMENT (THE “EXISTING EASEMENT”) DATED ON OR ABOUT MAY 22, 1972, FROM LONE STARGAS COMPANY TO THE CITY OF DENTON, TEXAS, RECORDED IN VOLUME 648, PAGE 138,DEEDRECORDS, DENTONCOUNTY, TEXAS, ABANDONINGTHE EXISTING EASEMENT INSOFAR AS SAID EXISTING EASEMENT COVERS AND ENCUMBERSTHAT CERTAIN 0.093 ACRE TRACT, LOCATEDIN THE HIRAM SISCO SURVEY, ABSTRACT 1184,DENTONCOUNTY, TEXAS(THE “ABANDONMENT TRACT”); AND (II) THE GRANTOF A SANITARY SEWER EASEMENTAND TEMPORARY CONSTRUCTION, GRADING AND ACCESS EASEMENT (COLLECTIVELY, THE “SEPARATE EASEMENT),FROM ATMOS TO THE CITY,COVERING AND ENCUMBERING 0.293 ACRE, LOCATED IN THE HIRAM SISCO SURVEY, ABSTRACT NO.1184, ALL SAID TRACTS LOCATED GENERALLY AT THE 100 BLOCK OF NORTH BRADSHAW STREET; PROVIDING FOR THE EXPENDITURE OF FUNDS;PROVIDING A SEVERABILITY PROVISION; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City has determined that a portion of the Existing Easementwill no longer be required upon completion of the Pecan CreekSanitary Sewer Interceptor Project, Phase II(the “Project”); WHEREAS, the City is in need of the Separate Easement related to the Project, and Atmos is amenable to granting to the City such Separate Easement,in exchange forcertain monetary consideration and the partial abandonment of the Existing Easement; WHEREAS, the City Council of the City of Denton hereby finds that it is in the public interest to (i) abandon the Existing Easement, INSOFARAND ONLY INSOFARas said ExistingEasement covers the Abandonment Tract; and (ii) the acquisition by the City of the SeparateEasement; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or his designee, is hereby authorized to execute, for and on behalf of the City of Denton (i) the Easement Purchase and Abandonment Agreement (the “Agreement”), by and between the City of Denton, Texas and Atmos Energy Corporation,in the form as attached hereto and made a part of this ordinance as Exhibit “A”; and (ii) any other documents necessary to close the transaction contemplated by the Agreement. SECTION 2. The City Manager, or his designee, is hereby authorized to make expenditures as set forth in the Agreement. SECTION 3.If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of other provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 4.This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ___ day of ____________, 2013. MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: _______________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: _______________________________ EXHIBIT A, Page 1 of 6 EASEMENT PURCHASE AND ABANDONMENT AGREEMENT YOU, AS OWNER OF THE EASEMENT LANDS (AS DEFINED BELOW), HAVE THE RIGHT TO: (1) DISCUSS ANY OFFER OR AGREEMENT REGARDING THE CITY OF DENTON’S ACQUISITION OF THE EASEMENTS (AS DEFINED BELOW) WITH OTHERS; OR (2) KEEP THE OFFER OR AGREEMENT CONFIDENTIAL, UNLESS THE OFFER OR AGREEMENT IS SUBJECT TO CHAPTER 552, GOVERNMENT CODE. AGREEMENT dated _____________________, 2013 between Atmos Energy Corporation, a Texas and Virginia corporation (“OWNER”), and the City of Denton, Texas (“CITY”). WITNESSETH: WHEREAS, Atmos Energy Corporation, a Texas and Virginia corporation, successor in interest to TXU Gas Company, successor in interest to Lone Star Gas Company, is the owner of a tract of land described in a Warranty Deed from R. B. Neale, Sr., a widower, and R. B. Neale, Jr., and W. M. (Bill) Neale, Independent Executors of the Estate of Pearle M. Neale, recorded in Volume 626, Page 398, in the Deed Records of Denton County, Texas (“PROPERTY”), being affected by the public improvement project called the Pecan Creek Interceptor – Phase II (“PROJECT”); WHEREAS, CITY is in need of certain easements in, along, over, upon, under and across a portion of the PROPERTY related to the PROJECT; and WHEREAS, the CITY is amenable, upon the terms and conditions set forth herein, to partially abandon that certain public utility easement, dated on or about May 22, 1972, from Lone Star Gas Company to the City of Denton, Texas, recorded in Volume 648, Page 138, Deed Records, Denton County, Texas (the “Atmos Easement”), INSOFAR AND ONLY INSOFAR as it covers and encumbers the tract of land described on Attachment 1, attached hereto and made a part hereof for all purposes (the “Abandonment Tract”), in exchange for the granting of a sanitary sewer easement and temporary construction easement to the CITY by OWNER; WHEREAS, OWNER and the CITY agree that the Atmos Easement, INSOFAR AND ONLY INSOFAR as the Atmos Easement covers and encumbers the Abandonment Tract and the sanitary sewer easement and temporary construction easement contemplated to be acquired by the CITY pursuant to the terms hereof are not of equal value and therefore, consideration, as provided in this Agreement, shall be due to OWNER at Closing; and WHEREAS, it is desirous of both parties to stipulate and agree to the terms, conditions, abandonments and conveyances associated with the installation of sanitary sewer improvements 1 EXHIBIT A, Page 2 of 6 for the PROJECT, including the conveyance of easements related to same and abandonment of the Atmos Easement, INSOFAR AND ONLY INSOFAR as the Atmos Easement covers and encumbers the Abandonment Tract. NOW, THEREFORE, for Ten and No/Dollars ($10.00), and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties agree as follows: 1. At Closing, the OWNER shall grant, execute and deliver to the CITY (i) an easement in, along, over, upon, under and across the tract of land being described in Exhibit “A” and depicted in Exhibit “A-1”, respectively (the “Sanitary Sewer Easement Lands”) to that certain Sanitary Sewer Easement, attached hereto as Attachment 2 and a made part hereof, for sanitary sewer purposes, as more particularly described therein (the “Sanitary Sewer Easement”); and (ii) an easement in, along, over, upon, under and across the tract of land being described in Exhibit “A” and depicted in Exhibit “A-1”, respectively (the “Temporary Easement Lands”) to that certain Temporary Construction, Grading and Access Easement, attached hereto as Attachment 3 and made part hereof, for temporary construction, grading and access purposes, as more particularly described therein (the “Temporary Construction, Grading and Access Easement”) (The Sanitary Sewer Easement Lands and the Temporary Easement Lands are collectively referred to herein as the “Easement Lands”). The Sanitary Sewer Easement shall be in the form as attached hereto and incorporated herein as “Attachment 2” and the Temporary Construction, Grading and Access Easement shall be in the form as attached hereto and incorporated herein as “Attachment 3” (the Sanitary Sewer Easement and the Temporary Construction, Grading and Access Easement are collectively referred to herein as the “Easements”). 2. As consideration for the granting of the Easements, the CITY shall: (a) pay to OWNER at Closing the sum of Two Thousand Forty Seven Dollars and No Cents ($2,047.00) as monetary compensation for the Easements (the “Total Monetary Consideration”) and (b) execute and deliver the Abandonment and Release (the “Release”) of the Atmos Easement INSOFAR AND ONLY INSOFAR as the Atmos Easement covers and encumbers the Abandonment Tract, to OWNER, in the form of the Release attached hereto and made a part hereof as Attachment 4. The CITY, by and through the City Manager, or his designee, shall execute and deliver to OWNER the Release, upon the completion, and acceptance by the CITY, of the installation of the public improvements contemplated by the PROJECT, but in any event to be no later than December 31, 2014. OWNER stipulates and agrees that CITY is in need of the Atmos Easement, including INSOFAR as said Atmos Easement covers and encumbers the Abandonment Tract, until it completes the installation of the public improvements contemplated by the PROJECT. 2 EXHIBIT A, Page 3 of 6 3. The CITY and OWNER shall not be required to remove the existing utilities or facilities located within the Abandonment Tract, and all such existing utilities or facilities shall be abandoned in place. 4. The CITY, at its sole cost and expense, shall perform, or shall cause to be performed, the construction activities related to the sanitary sewer line within the Easement Lands (the “Work”) in a good and workmanlike manner in conformance with sound and acceptable engineering and construction activity practices. Further, the City shall repair any damage to the Easement Lands as a result of City's activities within the Easement Lands. 5. OWNER stipulates that the Total Monetary Compensation, the execution and delivery of the Release and the performance of the Work as provided in Section 4, constitutes and includes all compensation due OWNER by CITY related to the PROJECT, including without limitation, any damage to or diminution in the value of the remainder of OWNER’S property attributable to the presence of the Easements, and any payments due for or related to improvements located within the Easement Lands. 6. The Closing (herein so called) shall occur in and through the office of Capital Title of Texas at 620 W. Hickory Street, Denton, Texas 76201 (“Title Company”), with said Title Company acting as escrow agent, on the date which is 30 days after the Effective Date, unless the OWNER and the CITY mutually agree, in writing, to an earlier or later date (“Closing Date”). (a) The OWNER shall execute and deliver the Easements to Title Company at Closing, free and clear of all debts and liens, but subject to all other matters of record. The OWNER, at no cost to OWNER, shall assist and support satisfaction of all reasonable closing requirements in relation to solicitation of release or subordination of liens and encumbrances and other curative efforts affecting the Easements, if required by the Title Company. (b) The CITY shall pay and deliver the Total Monetary Consideration to OWNER at Closing through the Title Company. All other typical customary and standard closing costs associated with this transaction shall be paid specifically by the CITY, except for OWNER’s attorney’s fees, if any. (c) The CITY shall execute and deliver the Release to OWNER, within the time period prescribed in Section 2, above. 7. The date on which this Agreement is executed by the last to sign of the parties shall be the “Effective Date” of this Agreement. 3 EXHIBIT A, Page 4 of 6 8. In the event a party shall default in the performance of any covenant or term provided herein, and such default shall be continuing after ten (10) days written notice by CITY to OWNER at: 5420 LBJ Freeway, 17th Floor Dallas, TX 75240 By OWNER to CITY at: 215 E. McKinney Denton, TX 76201 Attn: City Attorney’s Office and opportunity to cure, the non-defaulting party may exercise any right or remedy available to it by law, contract, equity or otherwise, including without limitation, the remedy of specific performance or termination of this Agreement, by providing notice of same. 9. THE LAWS OF THE STATE OF TEXAS SHALL CONTROL AND APPLY TO THIS AGREEMENT FOR ALL PURPOSES. THIS AGREEMENT IS PERFORMABLE IN DENTON COUNTY, TEXAS. VENUE FOR ANY ACTION ARISING HEREUNDER SHALL LIE SOLELY IN THE COURTS OF COMPETENT JURISDICTION OF DENTON COUNTY, TEXAS. 10. From and after the date of execution of this Agreement by OWNER to and including the date of Closing, OWNER shall not (i) convey or lease any interest in the Easement Lands; or (ii) enter into any agreement that will be binding upon the Easement Lands, less the Temporary Easement Lands, or upon the OWNER with respect to the Easement Lands, less the Temporary Easement Lands, after the date of Closing; or (iii) enter into any agreement that will be binding on the Temporary Easement Lands, or upon OWNER with respect to the Temporary Easement Lands, prior to the termination of the Temporary Construction, Grading and Access Easement. 11. Each party represents and warrants to the other that it has taken all actions necessary to authorize the person executing this Agreement to bind it, in all respects, to all terms and provisions of this Agreement, that such person possesses the authority to execute this Agreement and bind its party hereto, and that this Agreement is binding and enforceable upon it in accordance with the terms hereof. 4 EXHIBIT A, Page 5 of 6 12. This Agreement constitutes the sole and only agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties with respect to the subject matter of this Agreement. 13. The representations, warranties, agreements and covenants contained herein shall survive the Closing. CITY OF DENTON, TEXAS By: ______________________________________ GEORGE C. CAMPBELL, CITY MANAGER Date: ________________________, 2013 ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: ________________________________ Date: ________________________, 2013 APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: ______________________________ Date: ________________________, 2013 OWNER: Atmos Energy Corporation By: ______________________________ Sherry Kelley, Vice President Operations Date: _________________________, 2013 5 EXHIBIT A, Page 6 of 6 RECEIPT OF AGREEMENT BY TITLE COMPANY By its execution below, Title Company acknowledges receipt of one (1) executed copy of this Agreement. Title Company agrees to comply with, and be bound by, the terms and provisions of this Agreement to perform its duties pursuant to the provisions of this Agreement and comply with Section 6045(e) of the Internal Revenue Code of 1986, as amended from time to time, and as further set forth in any regulations or forms promulgated thereunder. TITLE COMPANY: Capital Title of Texas Attn: D. Jorge Urbina 620 W. Hickory Street Denton, Texas 76201 Telephone: (940) 565-1919 Telecopy: (940) 565-1917 By: ____________________________________ Printed Name: ___________________________ Title: __________________________________ Contract receipt date: __________________, 2013 6 3 ATTACHMENT 1 - "Abandonment Tract" Attachment 2 To Easement Purchase and Abandonment Agreement NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. SANITARY SEWER EASEMENT THE STATE OF TEXAS, § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § THAT Atmos Energy Corporation, a Texas and Virginia corporation (“Grantor”), successor in interest to TXU Gas Company, successor in interest to Lone Star Gas Company, whose mailing th address is 5420 LBJ Freeway, 17 Floor, Dallas, TX 75240, in consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration in hand paid by theCity , of Denton, Texasreceipt of which is hereby acknowledged, has GRANTED, BARGAINED, SOLD and CONVEYED and does by these presents GRANT, BARGAIN, SELL and CONVEY unto the City of Denton, Texas (“Grantee”) a perpetual non-exclusive sanitary sewer easement in, along, over, upon, under, and across the following described property (the “Property”), owned by Grantor, and situated in Denton County, Texas, located in the Hiram Sisco Survey, Abstract Number 1184, to wit: PROPERTY AREA DESCRIBED IN EXHIBIT “A”, AND ILLUSTRATED IN EXHIBIT “A-1”, BOTH ATTACHED HERETO AND MADE A PART HEREOF For the following purposes: Constructing, reconstructing, installing, repairing, operating and maintaining one underground sanitary sewer pipeline and one at-grade sanitary sewer manhole under and across the Property, including without limitation, the free and uninterrupted use, liberty, passage, ingress, egress and regress, at all times in, along, over, upon, under, and across the Property, to Grantee herein, its 1 agents, employees, contractors, workmen and representatives, for the purposes set forth herein. Grantee shall restore the Property to as near its condition as existed prior to the prescribed activities as is reasonably practicable, following any entry and/or activity thereon. This Easement is subject to the following: 1. Structures. No buildings, fences, structures, signs, facilities, improvements or obstructions of any kind, or portions thereof, shall be constructed, erected, reconstructed or placed in, along, over, upon, under or across the Property by Grantor. Further, Grantor stipulates and acknowledges that the Grantee, in consideration of the benefits above set out, may remove from the Property, such buildings, fences, structures, signs, facilities, improvements and other obstructions as may now or hereafter be found upon the Property and dispose of any such buildings, fences, structures, signs, facilities, improvements or obstructions in any manner it deems appropriate without liability to Grantee. 2.Access.For the purpose of exercising and enjoying the rights granted herein, the Grantee shall have access to the Property by way of existing public property or right-of-way. 3. Trees and Landscaping. No shrub or tree shall be planted upon the Property or that may encroach upon the Property. Grantee may cut, trim, or remove any shrubs or trees, or portions of shrubs or trees now or hereafter located within or that may overhang upon the Property without liability to Grantee, including without limitation, the obligation to make further payment to Grantor. 4. Grantor’s Rights. Grantor shall have the right, subject to the restrictions contained herein, to make use of the Property for any purpose that does not interfere with the Grantee’s rights granted to it herein for the purposes granted. 5. Successors and Assigns. This grant and the provisions contained herein shall constitute covenants running with the land and shall be binding upon the Grantor and Grantee, and their successors and assigns. TO HAVE AND TO HOLD unto the said City of Denton, Texas for the purposes aforesaid the premise above described. . day of ___________, 2013 Witness my hand, this the 2 Grantor: Atmos Energy Corporation, a Texas and Virginia corporation By: Date: _______________, 2013 Sherry Kelley, Vice President Operations ACKNOWLEDGMENT THE STATE OF TEXAS § COUNTY OF _____________ § This instrument was acknowledged before me on _____________________________, 2013, by Sherry Kelley, Vice President Operations, Atmos Energy Corporation, a Texas and Virginia corporation, on behalf of said corporation. ________________________________ Notary Public, in and for the State of Texas My Commission Expires:_____________ Accepted this _______________ day of ___________________, 2013, for the City of Denton, Texas (Ordinance No. 2013-___). By: __________________________________ Paul Williamson Real Estate Manager AFTER RECORDING RETURN TO: City of Denton – Engineering Department 901-A Texas Street Denton, Texas 76209 Attn: Paul Williamson 3 EXHIBIT "A-1" attachment to Sanitary Sewer Easement Attachment 3 to Easement Purchase and Abandonment Agreement NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. TEMPORARY CONSTRUCTION, GRADING AND ACCESS EASEMENT THE STATE OF TEXAS, § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § THAT Atmos Energy Corporation, a Texas and Virginia corporation (“Grantor”), successor in interest to TXU Gas Company,successor in interest toLone Star Gas Company, awhose mailing address is th 5420 LBJ Freeway, 17Floor, Dallas, TX 75240, inconsideration of the sum of Ten and No/100 , Dollars ($10.00) and other good and valuable consideration in hand paid by theCity of Denton, Texas receipt of which is hereby acknowledged, has GRANTED, BARGAINED, SOLD and CONVEYED and does by these presentsGRANT, BARGAIN, SELL and CONVEY unto the City of Denton, Texas (“Grantee”) a temporary construction, grading and accesseasement in, along, over, upon, under and across the following described property (the “Property”), owned by Grantor, and situated in Denton County, Texas, located in the Hiram Sisco Survey, Abstract Number 1184, to wit: PROPERTY AREA DESCRIBED IN EXHIBIT “A”, AND ILLUSTRATED IN EXHIBIT “A-1”, BOTH ATTACHED HERETO AND MADE A PART HEREOF For the purposes ofaccess andconstruction and grading activities, including the free and uninterrupted use, liberty of passage, ingress, egress and regress, at all times, in, on, along, over, upon, under and across the Property to Grantee herein and its agents, employees, contractors, workers and representatives, for the purposes set forth herein. It is agreed that the said Grantee,in consideration of the benefits above set out, mayremove from the Property above described, such fences, signage, buildings and other obstructions as may now or hereafterbe found upon said Property, for the purpose of construction activities, grading activities and access in, along, over, upon, under and across said Property. It is specifically stipulated by Grantor that the scope of the access, construction and grading activities shall include the clearing and removal of vegetation and trees that exist on or within the Property. Grantee shall restore the Propertyto as near its condition as existed prior to the prescribed activities as is reasonably practicable, following any entry and/or activity thereon. The term of this grant shall expire one (1) year from the date of the “Contractor Notice to Proceed Letter” for the Pecan Creek Sanitary Sewer Interceptor –Phase II, but in no event later than 18 months from the date hereof. TO HAVE AND TO HOLD unto the said City of Denton, Texas for the purposes aforesaid the premise above described. . Witness my hand, this the day of__________, 2013 Grantor: Atmos Energy Corporation, a Texas and Virginia Corporation By: Date: _______________, 2013 Sherry Kelley, Vice President Operations 2 ACKNOWLEDGMENT THE STATE OF TEXAS § COUNTY OF _____________ § This instrument was acknowledged before me on _____________________________, 2013, by Sherry Kelley, Vice President Operations, Atmos Energy Corporation, a Texas andVirginia corporation, on behalf of said corporation. ________________________________ Notary Public, in and for the State of Texas My Commission Expires:_____________ Accepted this _______________ day of ___________________, 2013, for the City of Denton, Texas (Ordinance No. 2013-___). By: __________________________________ Paul Williamson Real Estate Manager AFTER RECORDING RETURN TO: City of Denton – Engineering Department 901-A Texas Street Denton, Texas 76209 Attn: Paul Williamson 3 EXHIBIT "A-1" attachment to Temporary Construction, Grading and Access Easement Attachment 4 NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. ABANDONMENT AND RELEASE THE STATE OF TEXAS, § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § WHEREAS,Atmos Energy Corporation, a Texas and Virginia corporation, successor in interest to TXU Gas Company, successor in interest to Lone Star Gas Company, is the owner of a certain tract of real property described in a Warranty Deed from R. B. Neale Sr., a widower, and R. B. Neale, Jr., and W. M. (Bill) Neale, Independent Executors of the Estate of Pearle M. Neale, recorded in Volume 626, Page 398, in the Deed Records of Denton County, Texas (the “Property”); WHEREAS, the Property is encumbered by a certain public utility easement, dated on or about May 22, 1972, from Lone Star Gas Company to the City of Denton, Texas, recorded in Volume 648, Page 138, Deed Records, Denton County, Texas (the “Easement”); WHEREAS, pursuant to that certain Easement Purchase & Abandonment Agreement, City of Denton Ordinance No. 2013-____ the Denton City Council authorized the City Manager, or his designee, to enter into this Abandonment and Release for the express purpose of partially releasing the Easement, said partial release releasing the Easement INSOFAR AND ONLY INSOFAR as the Easement covers and includes those lands described on Exhibit “A” and 1 depicted on Exhibit “A-1”, attached hereto (the “Abandonment Tract”); NOW, THEREFORE, for and in consideration of the sum of Ten and no/100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby stipulated, the City does by these presents, abandon and release unto Owner, its successors and assigns, all of its right, title and interest in and to the Easement, INSOFAR AND ONLY INSOFAR as said Easement covers the Abandonment Tract. This abandonment and release shall not affect any right, title or interest that the City may own, hold or possess under or pursuant to the Easement, INSOFAR as said Easement covers, encumbers or includes lands other than the Abandonment Tract, and that the Easement INSOFAR as said Easement covers, encumbers or includes all lands other than the Abandonment Tract, shall remain valid and subsisting and in full force and effect in accordance with the terms thereof. Executed this _____ day of ___________________, 2013. CITY OF DENTON, TEXAS By: ______________________________ GEORGE C. CAMPBELL, CITY MANAGER Date: ________________________, 2013 ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: ______________________________ Date: ________________________, 2013 2 APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: ______________________________ Date: ________________________, 2013 OWNER: Atmos Energy Corporation, a Texas and Virginia Corporation By: ______________________________ Sherry Kelley, Vice President Operations Date: _________________________, 2013 3 ACKNOWLEDGMENT STATE OF TEXAS ) COUNTY OF DENTON ) This instrument was acknowledged before me on the ____ day of ____________, 2013 by George C. Campbell, City Manager, City of Denton, Texas, on behalf of said City. _________________________________________ Notary Public, in and for the State of Texas My Commission expires:_____________________ ACKNOWLEDGMENT STATE OF TEXAS ) COUNTY OF DENTON ) This instrument was acknowledged before me on the ____ day of ____________, 2013 by Sherry Kelley, Vice President Operations, Atmos Energy Corporation, a Texas and Virginia corporation, on behalf of said corporation. _________________________________________ Notary Public, in and for the State of Texas My Commission expires:_____________________ 4 3 EXHIBIT "A-1" attachment to Abandonment and Release ConsentAgendaP AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Water Utilities ACM: Howard Martin, 349-8232 SUBJECT Recommendation for City Council to approve an Ordinance authorizing the City Manager of the City of Denton, Texas (“City”) to execute, for and on behalf of the City, an Easement Grant and Abandonment Agreement (“Agreement”), by and between the City and J & S WOOD, L.P., a Texas limited partnership (“Owner”), providing for (a) the granting to the City of an easement (herein so called) for Public Utility purposes, encumbering a 0.045 acre tract being more particularly described in the easement, being attached to and made a part of the Agreement; and (b) the partial abandonment (“Abandonment”) by the CITY of (i) that certain Sanitary Sewer Easement, dated on or about December 20, 1960, from Henry C. Taliaferro and wife, Katheryn Taliaferro to the City, recorded in Volume 464, Page 194, Deed Records, Denton County, Texas; (ii) that certain Public Utility Easement, dated on or about August 7, 1980, from Calusa Development, Inc. to the City, recorded at Volume 1029, Page 480, Deed Records, Denton County, Texas; (iii) that certain All Purposes Public Utility Easement, dated on or about May 14, 1982, from RepublicBank Dallas, National Association to the City, recorded in Volume 1143, Page 125, Deed Records, Denton County, Texas; and (iv) that certain 16’ Public Utility Easement shown on Lot 1, Block A of the final plat of the James Wood AutoPark Addition, an Addition to the City of Denton, Texas, as recorded in Cabinet R, Page 42, Plat Records, Denton County, Texas (collectively, the “Affected Easements”), INSOFAR and only INSOFAR as the Affected Easements encumber a 0.234 acre tract and a 0.064 acre tract, both tracts being more particularly described in the Abandonment and Release, attached to and made a part of the Agreement, all tracts of real property being located in the M.E.P. & P.R.R. Company Survey, Abstract No. 950, Denton County, Texas and being generally located at the 3900 Block, South Interstate Highway 35 East; providing a Savings Clause; and providing an effective date. (State School Sanitary Sewer Interceptor– Phase II). BACKGROUND The project requires the acquisition of a permanent Sanitary Sewer Easement to accommodate the installation of the proposed sanitary sewer facilities. J & S WOOD, L.P., a Texas limited partnership, is the owner of property encumbered by certain public easements, situated in the M.E.P. & P. R. R. Company Survey, Abstract 950, and being a part of Lot 1, Block A, James Wood Autopark Addition, an addition to the City of Denton, Denton County, Texas. The proposed Agreement provides for abandonment and release of that portion of the existing easements encumbering the J & S WOOD, L.P. property tract in exchange for the grant of an alternative easement. The Abandonment Tracts are to be partially released upon the completion and acceptance by the City of Denton, of the installation of the public improvements contemplated by the project. OPTIONS 1.Approve the proposed Ordinance. 2.Not approve the proposed Ordinance. 3.Table for future consideration. RECOMMENDATIONS Recommend approval of the Ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Closed session briefing in Executive Session – PUB, June 25, 2012 May 6, 2013 – Public Utility Board consideration FISCAL INFORMATION The funding allocated for the State School Sanitary Sewer Interceptor Project is included in Bond Funds outlined within the Exhibit 3 attachment. EXHIBITS 1. Location Map 2. Site Map 3. CIP Detail Sheet-State School Interceptor II 4. Ordinance (with attachments) Respectively Submitted, Prepared by, P. S. Arora, P.E. Director Wastewater Paul Williamson, Real Estate Manager DANA DOWNTOWN DENTON OAK HICKORY SYCAMORE PRAIRIE EAGLE MORSE NTS Site LOCATION MAP James Wood EXHIBIT 1 attachment to AIS SITE MAP James Wood EXHIBIT 2 attachment to AIS ConsentAgendaQ AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Waste Water ACM: Howard Martin, 349-8232 SUBJECT Consider adoption of an ordinance authorizing the City Manager of the City of Denton, Texas (“City”) to execute, for and on behalf of the City, an Easement Grant and Abandonment Agreement (“Agreement”), by and between the City and 52241, L.P., a Texas limited partnership (“Owner”), providing for (a) the granting to the City of (i) a public utility easement (herein so called) for public utility purposes, encumbering a 0.786 Acre tract, being more particularly described in the public utility easement, being attached to and made a part of the Agreement; and (ii) a Temporary Construction, Grading and Access Easement (“Temporary Easement”), encumbering 0.464 acre of land, being more particularly described in the Temporary Easement, being attached to and made a part of the Agreement; and (b) the partial abandonment and release (“Release”) by the City of (i) that certain Sanitary Sewer Easement, dated on or about January 1, 1961, from Walter M. Lea and wife, Jane C. Lea to the City, recorded in Volume 464, Page 188, Deed Records, Denton County, Texas; (ii) that certain Public Utility Easement, dated on or about August 7, 1980, from Calusa Development, Inc. to the City, recorded at Volume 1029, Page 480, Deed Records, Denton County, Texas; (iii) that certain All Purposes Public Utility Easement, dated on or about May 14, 1982, from RepublicBank Dallas, National Association to the City, recorded in Volume 1143, Page 125, Deed Records, Denton County, Texas; and (iv) that All Purpose Public Utility Easement, dated on or about October 6, 1981, from Leon McNatt Motor Co. to the City, recorded in Volume 1106, Page 73, Deed Records, Denton County, Texas (collectively, the “Affected Easements”), INSOFAR and ONLY INSOFAR as the Affected Easements encumber a 0.095 acre tract and a 0.488 acre tract, both tracts being more particularly described in the Release, attached to and made a part of the Agreement, all tracts of real property being located in the M.E.P. & P.R.R. Company Survey, Abstract No. 950, and the Gideon Walker Survey, Abstract No. 1330, in Denton County, Texas and being generally located at the 4000 Block, South Interstate Highway 35 East; providing a savings clause; and providing an effective date. (State School Sanitary Sewer Interceptor– Phase II). BACKGROUND The project requires the acquisition of a permanent Sanitary Sewer Easement to accommodate the installation of the proposed sanitary sewer facilities. 52241, L.P., a Texas limited partnership, is the owner of property encumbered by certain public easements, situated in the M.E.P. & P. R. R. Company Survey, Abstract 950, and Gideon Walker Survey, Abstract 1330 and being a part of Lot 4R, Block A, McNatt Addition, an addition to the City of Denton, Denton County, Texas. The proposed Agreement provides for abandonment and release of that portion of the existing easements encumbering the 52241, L.P. property tract in exchange for the grant of an alternative easement and a rearrangement by the City of approximately 740 linear feet of an 8” diameter water line upon the owner’s property. The Abandonment Tracts are to be released upon the completion and acceptance by the City of Denton, of the installation of the public improvements contemplated by the project. OPTIONS 1.Approve the proposed Ordinance. 2.Decline to approve the proposed Ordinance. 3.Table for future consideration. RECOMMENDATIONS Recommend approval of the Ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Closed session briefing in Executive Session – PUB, June 25, 2012. May 6, 2013 – Public Utility Board consideration FISCAL INFORMATION The funding allocated for the State School Sanitary Sewer Interceptor Project is included in Bond Funds outlined within the Exhibit 3 attachment. EXHIBITS 1. Location Map 2. Site Map 3. CIP Detail Sheet – State School Interceptor II 4. Ordinance Respectively submitted P. S. Arora, P. E. Assistant Director Wastewater Prepared by, Paul Williamson, Real Estate Manager DOWNTOWN DENTON OAK HICKORY SYCAMORE PRAIRIE HIGHLAND EAGLE MORSE NTS Site LOCATION MAP McNatt EXHIBIT 1 attachment to AIS SITE MAPMcNatt EXHIBIT 2 attachment to AIS ORDINANCE NO. _________________ AN ORDINANCE AUTHORIZINGTHE CITY MANAGER OF THE CITY OF DENTON, TEXAS (“CITY”) TO EXECUTE,FOR AND ON BEHALF OFTHE CITY,ANEASEMENT GRANT AND ABANDONMENT AGREEMENT(“AGREEMENT”), BY AND BETWEEN THE CITY AND 52241, L.P.,A TEXAS LIMITED PARTNERSHIP (“OWNER”), PROVIDING FOR(A)THEGRANTINGTO THE CITY OF(I) A PUBLIC UTILITY EASEMENT (HEREIN SO CALLED) FOR PUBLIC UTILITY PURPOSES, ENCUMBERING A0.786ACRETRACT,BEING MORE PARTICULARLY DESCRIBED IN THE PUBLIC UTILITY EASEMENT, BEING ATTACHEDTO AND MADE A PART OF THE AGREEMENT; AND (II) A TEMPORARYCONSTRUCTION, GRADING AND ACCESS EASEMENT (“TEMPORARYEASEMENT”), ENCUMBERING0.464 ACRE OF LAND, BEING MORE PARTICULARLY DESCRIBED IN THETEMPORARY EASEMENT, BEING ATTACHED TO AND MADE A PART OF THE AGREEMENT;AND (B)THE PARTIAL ABANDONMENTAND RELEASE(“RELEASE”) BY THE CITY OF(I)THAT CERTAIN SANITARY SEWER EASEMENT, DATED ON OR ABOUT JANUARY 1, 1961, FROM WALTER M. LEAAND WIFE, JANE C. LEATO THE CITY,RECORDED IN VOLUME 464, PAGE 188, DEED RECORDS,DENTON COUNTY, TEXAS; (II) THAT CERTAIN PUBLIC UTILITY EASEMENT, DATEDON OR ABOUTAUGUST 7, 1980, FROM CALUSA DEVELOPMENT, INC.TO THE CITY, RECORDED AT VOLUME 1029, PAGE 480,DEEDRECORDS, DENTON COUNTY, TEXAS; (III) THAT CERTAIN ALL PURPOSES PUBLIC UTILITY EASEMENT, DATEDON OR ABOUTMAY 14, 1982, FROM REPUBLICBANK DALLAS,NATIONAL ASSOCIATIONTO THE CITY, RECORDED INVOLUME 1143, PAGE 125, DEEDRECORDS,DENTON COUNTY, TEXAS; AND (IV) THAT ALL PURPOSEPUBLIC UTILITY EASEMENT,DATED ON OR ABOUT OCTOBER 6, 1981, FROM LEON MCNATT MOTOR CO. TO THE CITY, RECORDED IN VOLUME 1106, PAGE 73, DEEDRECORDS, DENTON COUNTY, TEXAS (COLLECTIVELY, THE “AFFECTED EASEMENTS”),INSOFAR AND ONLY INSOFAR AS THEAFFECTED EASEMENTS ENCUMBER A 0.095ACRETRACTAND A 0.488 ACRE TRACT, BOTH TRACTS BEING MORE PARTICULARLY DESCRIBEDIN THE RELEASE,ATTACHED TO AND MADEA PART OF THE AGREEMENT, ALL TRACTS OF REAL PROPERTY BEING LOCATED IN THE M.E.P. & P.R.R. COMPANY SURVEY, ABSTRACT NO. 950,AND THE GIDEONWALKER SURVEY, ABSTRACT NO. 1330, DENTON COUNTY, TEXASANDBEING GENERALLY LOCATED ATTHE 4000 BLOCK, SOUTH INTERSTATE HIGHWAY 35 EAST;PROVIDING A SAVINGS CLAUSE; ANDPROVIDINGAN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or his designee, is hereby authorized to execute, for and on behalf of the City of Denton, theEasement Grant and Abandonment Agreement(the “Agreement”),by and between the City of Denton,Texas and 52241, L.P., a Texas limited in the form as attached hereto and made part of thisordinance as Exhibit “A”. partnership, SECTION 2.The City Manager, or his designee, is authorized to execute, for and on behalf of the City of Denton,any and all documents related to closingthe transactions contemplated by the Agreement, including without limitation, the Abandonment andRelease. SECTION 3. If any section, article, paragraph, sentence, phrase, clause or word in this ordinance, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. SECTION 4.This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ________ day of ________________, 2013. __________________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: _______________________________ APPROVED AS TO LEGAL FORM ANITA BURGESS, CITY ATTORNEY BY: _______________________________ EXHIBIT'A'toOrdinance YOU, AS OWNER OF THE PUBLIC UTILITY EASEMENT LANDSAND THE TEMPORARY EASEMENT LANDS (EACH AS DEFINED BELOW), HAVE THE RIGHT TO: (1) DISCUSS ANY OFFER OR AGREEMENT REGARDING THE CITY OF DENTON’S ACQUISITION OF THE EASEMENTS (AS DEFINED BELOW)WITH OTHERS; OR (2) KEEP THE OFFER OR AGREEMENT CONFIDENTIAL, UNLESS THE OFFER OR AGREEMENT IS SUBJECT TO CHAPTER 552, GOVERNMENT CODE. EASEMENT GRANTAND ABANDONMENT AGREEMENT This Easement Grant and Abandonment Agreement (the “AGREEMENT”) isdated _____________________, 2013between 52241, L.P., a Texas limited partnership(“OWNER”), and the City of Denton, Texas (“CITY”). WITNESSETH: WHEREAS, 52241, L.P., a Texas limited partnership, is the owner of a tract of real property described in a General Warranty Deed from James L. McNatt, and The Al McNatt Family Partnership, L.P., recorded under Clerk’s File Number 2004-88468, in the Real Property Records of Denton County, Texas (“PROPERTY”),being affected by the public improvement project called the State School SanitarySewer Interceptor –Phase II (“PROJECT”); WHEREAS, CITY is in need of certain easements for public utility purposes,in, along, over, upon, under and across a portion of the PROPERTYrelated to the PROJECT; and WHEREAS, the CITYis amenable, upon the terms, provisionsand conditions set forth herein, to abandon the following easements,INSOFAR AND ONLY INSOFARas said easementscover and encumber the tracts of land described and depicted on Attachment 1 and Attachment 2,respectively, both attached hereto and made a part hereof for all purposes (the “Abandonment Tracts”), in exchange for the granting of a public utility easementto the CITY by OWNER, to-wit: a.That certainsanitary sewer easement,dated on or about January 9, 1961, fromWalter M. Leaand wife, Jane C. Lea to the City of Denton, Texas, recorded in Volume 464, Page 188,Deed Records, Denton County, Texas (the “LeaEasement”); b.That certain public utility easement, dated on or about August 7, 1980, from Calusa Development, Inc. to the City of Denton, Texas, recorded in Volume 1029, Page 480, Deed Records, Denton County, Texas, solely affecting Tract One described therein;(the “Calusa Easement”); 1 EXHIBIT'A'toOrdinance c.That certain all purpose utility easement, dated on or about October 6, 1981, from Leon McNatt Motor Co., to the City of Denton, Texas, recorded in Volume 1106, Page 73, Deed Records, Denton County, Texas (the “McNatt Easement”); d.That certain all purpose utility easement, dated on or about May 14, 1982, from Republicbank Dallas, National Association to the City of Denton, Texas, recorded in Volume 1143, Page 125,Deed Records, Denton County, Texas, affecting both Tracts One and Two described therein;(the “BankEasement); and WHEREAS, the LeaEasement,the Calusa Easement, the McNatt Easement, and the Bank Easement are hereinafter collectively referred to as the “Affected Easements”; WHEREAS,the OWNER and the CITY agree that the Affected Easements, INSOFAR AND ONLY INSOFAR as the Affected Easements cover and encumber the Abandonment Tracts, and the public utility easement contemplated to be acquired by the CITY pursuant to the terms hereof,are not of equal value,andtherefore, additional considerationis due OWNER in the form of the rearrangement by the CITY, of approximately 740 linear feet of 8” diameter water line upon OWNER’S propertywithin the Public Utility Easement Lands, as reflected by the PROJECT . WHEREAS, it is desirous of both parties to stipulate and agree to the terms, conditions, abandonments, and conveyances associated with the installation of public utility improvements for the PROJECT, including (i)the conveyance of the public utilityeasement, by OWNER to CITY,related to same; and (ii) partial abandonment by CITYof the Affected Easements, INSOFAR AND ONLY INSOFAR as the Affected Easements cover and encumber the Abandonment Tracts. NOW, THEREFORE, for Ten and No/Dollars ($10.00), and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties agree as follows: 1.The OWNER shall grant, execute and deliver to the CITY,on or before five (5) days after the Effective Date hereof, (i) a public utilityeasement in, along, over, upon, under and across the tract of land being described in Exhibit “A” and depicted in Exhibit “B”, respectively (the “Public Utility Easement Lands”) to that certain Public Utility Easement(herein so called), attached hereto as Attachment 3and a made part hereof, for public utility purposes, as more particularly described therein (the “Public Utility Easement”); and (ii) atemporary construction, grading and access easement, in, along, upon, under, over and across (a) that certain0.171 acre tract of land;, and (b)that certain0.293 acre easement tract of land, such tracts being described in Exhibit “A” andExhibit “A-1”, and depicted inExhibit “B” andExhibit “B-1”, respectively (the 2 EXHIBIT'A'toOrdinance “Temporary Easement Lands”) to that certain Temporary Construction, Grading and Access Easement (herein so called), attached hereto as Attachment 4 and made a part hereof, for temporary construction, grading and access purposes, as more particularly described therein. OWNER stipulates that CITY is in need of, and OWNER is amenable thereto, the grant of the Public Utility Easement and the Temporary Construction, Grading and Access Easement (collectively, the “Easements”),within the time period provided herein, so that the CITY may begin construction of the work contemplated by the PROJECT. 2.The CITY shallexecute and deliverto the OWNER, within the time period prescribed below, the Abandonment and Release (the “Release”) of the Affected Easements,INSOFAR AND ONLY INSOFAR as the Affected Easements cover and encumber the Abandonment Tracts, in the form of the Releaseattached hereto and made a part hereof as Attachment 5. TheCITY, by and through the City Manager, or his designee, shall execute and deliver to OWNER the Release, upon the completion, and acceptance by the CITY,of the installation of the public improvements contemplated by the PROJECT, but in any event to be nolater than December 31, 2014. []OWNER stipulates and agrees that CITY is in need of the Affected Easements, including INSOFAR as said Affected Easements cover and encumber the Abandonment Tracts, until it completes the installation of the public improvements contemplated by the PROJECT. 3.THE LAWS OF THE STATE OF TEXAS SHALL CONTROL AND APPLY TO THIS AGREEMENT FOR ALL PURPOSES. THIS AGREEMENT IS PERFORMABLE IN DENTON COUNTY, TEXAS. VENUE FOR ANY ACTION ARISING HEREUNDER SHALL LIE SOLELY IN THE COURTS OF COMPETENT JURISDICTION OF DENTON COUNTY, TEXAS. 4. The date on which this Agreement is executed by the last to sign of the parties shall be the “Effective Date” of this Agreement. 5. In the event a partyshall default in the performance of any covenant or term provided herein, and such default shall be continuing after ten (10) days written notice: By CITY to OWNER at: 4401 North I-35, Unit 107 Denton, TX 76207-3433 By OWNER to CITY at: 215 E. McKinney Denton, TX 76201 3 EXHIBIT'A'toOrdinance and opportunity to cure, the non-defaulting party may exercise any right or remedy available to it by law, contract, equity or otherwise, including without limitation, the remedy of specific performance or termination of this Agreement. 6.Each party represents and warrants that it has taken all actions necessary to authorize the personexecuting this Agreement to bindit, in all respects, to all terms and provisions of this Agreement, that such person possesses the authority to execute this Agreement and bind its party hereto, and that this Agreement is binding and enforceable upon it in accordance with the terms hereof. 7. This Agreement constitutes the sole and only agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties with respect to the subject matter of this Agreement. CITY OF DENTON, TEXAS By: ________________________________ GEORGE C. CAMPBELL,CITY MANAGER Date: ________________________, 2013 ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: ________________________________ Date: ________________________, 2013 APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: ______________________________ Date: ________________________, 2013 4 EXHIBIT'A'toOrdinance OWNER: 52241, L.P., a Texas limited partnership By: ______________________________ Name: _____________________________ Title: ______________________________ Date: _________________________, 2013 5 AT TACHMENT 3 TO EASEMENT GRANT AND ABANDONMENT AGREEMENT NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFOREIT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. PUBLIC UTILITY EASEMENT THE STATE OF TEXAS, § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § THAT 52241, L.P., a Texas limited partnership (“Grantor”), of Denton County, whose mailing address is 4401 North I-35, Unit 107,Denton, Texas 76207-3433, in consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration in hand paid by the , Cityof Denton, Texasreceipt of which is hereby acknowledged, has GRANTED, BARGAINED, SOLD and CONVEYED and does by these presents GRANT, BARGAIN, SELL and CONVEY unto the City of Denton, Texas (“Grantee”) a public utility easement in, along, upon, under, over and across the following described property (the “Property”), owned by Grantor, and situated in Denton County, Texas, located in the M.E.P. and P.R.R. Company Survey, Abstract No. 950, and the Gideon Walker Survey, Abstract No. 1330, to wit: PROPERTYDESCRIBED IN EXHIBIT “A”,AND DEPICTED IN EXHIBIT “B”, BOTH ATTACHED HERETO AND MADE A PART HEREOF For the following purposes: Constructing, reconstructing, installing, repairing, relocating, operating, and perpetually maintaining public utilities, and related facilities and appurtenances, in, along, upon, under, over and across said Property, including without limitation, the free and uninterrupted use, liberty, passage, ingress, egress and regress, at all times in, along, upon, under, over and acrossthe Property to Grantee herein, its agents, employees, contractors, workmen and representatives, for the purposes set forth herein, including without limitation, the making additions to, improvements on and repairs to said facilities or any part thereof. This Easement is subject to the following covenants: 1.Structures. Except as expressly provided herein, no buildings, fences, structures, signs, facilities, improvements or obstructions of any kind, or portions thereof, shall be constructed, erected, reconstructed or placed in, along, upon, under, over or across the Property by Grantor. Further, Grantor stipulates and acknowledges that the Grantee, in consideration of the benefits above set out, may remove from the Property, such buildings, fences, structures, signs, facilities, improvements and other obstructions as may now or hereafter be found upon said Property and dispose of any such buildings, fences, structures, signs, facilities, improvements or obstructions in any manner it deems appropriate without liability to Grantee. Notwithstanding the foregoing, Grantor’s existing monopole billboard, located approximately 58 feet southwesterly of the present right-of-way line of Interstate Highway 35 East, and approximately 12 feet northwesterly of Grantee’s southeast property boundary is specifically excepted from the prohibition of structures provided by this easement grant herein. Grantee may continue to operate and maintain said monopole billboard sign, as described herein. 2.Access.For the purposeof exercising and enjoying the rights granted herein, the Grantee shall have access to the Property by way of existing public property or right-of-way. 3.Trees and Landscaping. No shrub or tree shall be planted upon the Property or that may encroach upon the Property. Grantee may cut, trim, or remove any shrubs or trees now or hereafter located within or that may overhang upon the Property without liability to Grantee, including without limitation, the obligation to make payment to Grantor. 4.Grantor’s Rights. Grantor shall have the right, subject to the restrictions contained herein, to make use of the Property for any purpose that does not interfere with the Grantee’s rights granted to it herein for the purposes granted. 5.Successors and Assigns. This grant and the provisions contained herein shall constitute covenants running with the land and shall be binding upon the Grantor and Grantee, and their successors and assigns. 2Parcel 6 TO HAVE AND TO HOLD unto the said City of Denton, Texas as aforesaid for the purposes aforesaid the premise above described. . Witness myhand, this the ________________day of ____________________________,2013 GRANTOR: 52241, L.P.,aTexas limited partnership By:_______________________________________ Printed name: ______________________________ Title: _____________________________________ ACKNOWLEDGMENT THE STATE OF ___________§ COUNTY OF _____________§ This instrument was acknowledged before me on _____________________________, 2013, by ___________________________________,_______________________________,of 52241, L.P.,aTexas limited partnership,on behalf of said limited partnership. ________________________________________ Notary Public, in and for the State of __________ My commission expires:____________________ Accepted this _______________ day of ___________________, 2013, for the City of Denton, Texas (Ordinance No. 2013-___). By: __________________________________ Paul Williamson Real Estate Manager 3Parcel 6 AFTER RECORDING RETURN TO: City of Denton –Engineering Department 901-A Texas Street Denton, Texas 76209 Attn: Paul Williamson 4Parcel 6 ATTACHMENT4 to EasementGrantandAbandonmentAgreement NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. TEMPORARY CONSTRUCTION, GRADING AND ACCESS EASEMENT THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § THAT 55241, L.P., a Texas limited partnership (“Grantor”), of Denton County, whose mailing address is 4401 North I-35, Unit 107, Denton, Texas 76207-3433, in consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration in hand paid by the , City of Denton, Texas 215 E. McKinney, Denton, Texas 76201,receipt of which is hereby acknowledged, has GRANTED, BARGAINED, SOLD and CONVEYED and does by these presents GRANT, BARGAIN, SELL and CONVEY unto the City of Denton, Texas (“Grantee”) a temporary construction, grading andaccess easementin, along, upon, under, over and across the following described property (the “Property”), owned by Grantor, and situated in Denton County, Texas, located in the M.E.P. & P.R.R. Company Survey, Abstract No. 950and the Gideon Walker Survey, Abstract No. 1330, to wit: PROPERTY DESCRIBED IN EXHIBIT “A”and EXHIBIT “A-1”, AND DEPICTED IN EXHIBIT “B”,andEXHIBIT “B-1”, RESPECTIVELY ALLATTACHED HERETO AND MADE A PART HEREOF It is agreed that the said Grantee, in consideration of the benefits above set out, may remove from the Property above described, such fences, signage, buildings and other obstructions as may now be found upon said Property, for the purpose of construction activities, grading activities and access in, along, upon, under and across said Property. It is specifically stipulated by Grantor that the scope of the access, construction and grading activities shall include the clearing and removal of vegetation and trees that exist within the Property. The Grantee, its agents,employees, contractors, workmen, and representatives shall have the ATTACHMENT4 to EasementGrantandAbandonmentAgreement right of ingress, egress and regress in, along, upon, under and across said Property, or any part thereof, for the purpose of access, construction and grading activities. The term of this grant shall expireon the earlierto occur of (i)one (1) year from the date of the “Contractor Notice to Proceed Letter” for the State School Sanitary Sewer Interceptor Project – Phase II;and(ii) December 31, 2014. TO HAVE AND TO HOLD unto the said City of Denton, Texas as aforesaid for the purposes aforesaid the premise above described. Witness my hand, this the __________ day of ________________________, 2013. GRANTOR: 55241,L.P., a Texas limited partnership By: ______________________________________ Printed name: ______________________________ Title: _____________________________________ ACKNOWLEDGMENT THE STATE OF ___________ § COUNTY OF _____________ § This instrument was acknowledged before me on _____________________________, 2013, by ___________________________________, _______________________________, of 55241, L.P., a Texas limited partnership, on behalf of said partnership. ________________________________________ Notary Public, in and for the State of __________ My commission expires:____________________ ATTACHMENT4 to EasementGrantandAbandonmentAgreement Accepted this _______________ day of ___________________, 2013, for the City of Denton, Texas (Ordinance No. 2013-___). AFTER RECORDING RETURN TO: By: __________________________________ City of Denton – Engineering Department Paul Williamson 901-A Texas Street Real Estate Manager Denton, Texas 76209 Attn: Paul Williamson -1 -1 Attachment 5 to Easement Grantand Abandonment Agreement NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFOREIT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. ABANDONMENTANDRELEASE THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § THIS Abandonmentand Release(herein so called) is dated as of the date set forth below, from the City of Denton, Texas (the “City”),and accepted by 52241, L.P., a Texas limited partnership (the “Owner”). WHEREAS,Owneris the owner of a certain tract of real property described in a General Warranty Deed from James L. McNatt, and The Al McNatt Family Partnership, L. P., recorded under Clerk’s File Number 2004-88468, in the Real Property Records of Denton County, Texas (the “Property”); WHEREAS, the PROPERTY isencumbered by the following easements: a.That certain sanitary sewer easement, dated on or about January 9, 1961, from Walter M. Lea and wife, Jane C. Lea to the City of Denton, Texas, recorded in Volume 464, Page 188, Deed Records, Denton County, Texas (the “Lea Easement”); b.That certain public utility easement, dated on or about August 7, 1980, from Calusa Development,Inc. to the City of Denton, Texas, recorded in Volume 1029, Page 480, Deed Records, Denton County, Texas,as affecting Tract One, as referred to therein. [(the “Calusa Easement”); c.That certain all purpose utility easement, dated on or about October 6, 1981, from Leon McNatt Motor Co., to the City of Denton,Texas, recorded in Volume 1106, Page 73, Deed Records, Denton County, Texas (the “McNatt Easement”); d.That certain all purpose utility easement, dated on or about May 14, 1982, from Republicbank Dallas, National Associationto the City of Denton, Texas, recorded in Volume 1143, Page 125, Deed Records, Denton County, Texas, as Affecting Tracts One and Two, as referred to therein (the “Bank Easement); WHEREAS, the Lea Easement, the Calusa Easement, the McNattEasement, and the BankEasement are hereinafter collectively referred to as the “Affected Easements”; WHEREAS, pursuant to that certain Easement Grant andAbandonment Agreement, dated on or about _____________, 2013, City of Denton Ordinance No. _________, the Denton City Council authorized the City Manager, or his designee, to enter into this Abandonmentand Release for the express purpose of partially releasing the Affected Easements, said partial release releasing the Affected Easements INSOFAR AND ONLY INSOFARas the Affected Easements cover and include those lands described and depicted onAttachment 1 and Attachment 2, respectively,both attachedhereto and made a part hereoffor all purposes(the “Abandonment Tracts”). NOW, THEREFORE, for and in consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby stipulated, the City, subject to the termsand reservationshereof,does by these presents, abandon and release unto Owner, its successors and assigns,all of its right, title and interest in and to the Affected Easements, INSOFAR AND ONLY INSOFAR as said Affected Easements cover the Abandonment Tracts.The City expressly reserves and retains, and this abandonment andreleaseshall notbe deemed to effect, in any way, manner or form, (i)any right, title or interest that the City may own, hold or possess under or pursuant to the Affected Easements, INSOFAR as said Affected Easements cover, encumber or include lands other than the Abandonment Tracts, and that the Affected Easements, INSOFAR as said Affected Easements cover, encumber or include all lands other than the Abandonment Tracts, shall remain valid and subsisting, and in full force and effect in accordance with the terms thereto; and (ii) any and all easements, rights of way and any other rights or interests, other than the Affected Easements, whether acquired, obtained, owned or claimed by the City or public, by,through or under conveyance, dedication by plat or other express dedication, implied dedication, prescription, or by any other manner or means, in or to lands in which the Affected Easements may cover, encumber, include, cross or overlap. Executed this _____ day of ___________________, 20__. CITY: CITY OF DENTON, TEXAS By: ______________________________ GEORGE C. CAMPBELL, CITY MANAGER Date: ________________________, 20__ ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: ______________________________ Date: ________________________, 20__ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: ______________________________ Date: ________________________, 20__ OWNER: 52241, L.P., a Texas limited partnership __________________________________ Name: ____________________________ Title: _____________________________ Date: _____________________________ ACKNOWLEDGMENT STATE OF TEXAS ) COUNTY OF DENTON ) This instrument was acknowledged before me on the ____ day of ____________, 20__ by George C. Campbell, City Manager, City of Denton, Texas, on behalf of said City. _________________________________________ Notary Public, in and for the State of Texas My Commission expires:_____________________ ACKNOWLEDGMENT STATE OF TEXAS ) COUNTY OF DENTON ) This instrument was acknowledged before me on the ____ day of ____________, 20__by ______________________, __________________ of 52241, L.P., a Texas limited partnership on behalf of said limited partnership. _________________________________________ Notary Public, in and for the State of Texas My Commission expires:_____________________ UPON RECORDATION RETURN TO: 52241, L.P. 4401 North I-35, Unit 107 Denton, TX 76207-3433 ConsentAgendaR AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Solid Waste ACM: Jon Fortune ______________________________________________________________________________ SUBJECT Consider adoption of an ordinance of the City of Denton, Texas, authorizing the City Manager or his designee to execute a Contract of Sale (herein so called), as attached to the ordinance and made a part thereof as Exhibit “A”, by and between Denmiss, L.L.C., a Mississippi limited liability company (the “Owner”), and the City of Denton (the “City”), regarding the sale by Owner and purchase by the City of fee simple to a called 4.620 acre tract of land, being situated in the Gideon Walker Survey, Abstract No. 1330, and being all of Lot 1-R, Block A, Phase One of Ronjon Group Business Park, an addition to the City of Denton, Denton County, Texas, according to the plat thereof recorded in Cabinet Q, Page 350, Plat Records Denton County, Texas, located generally along the 1000 block of S. Mayhill Road, north of Gayla Drive, for the public use of expanding and improving the City of Denton Landfill, a permitted municipal solid waste disposal facility, for the purchase price on one million two hundred fifty thousand and no/100 dollars ($1,250,000.00), and certain costs, as prescribed in the Contract of Sale; authorizing the expenditure of funds therefor; authorizing relocation expenses, if applicable; and providing an effective date. BACKGROUND This is a proposed whole property purchase. The purchase of the subject property is necessary to provide additional land for future solid waste operations. The acquisition is included as part of the Solid Waste Department’s overall Landfill strategic plan. Integra Realty Resources provided a real estate appraisal report in regard to the Denmiss property tract. The City made an offer to purchase the Property Interests (Ordinance No. 2013- 084), which was approved by the City Council on April 2, 2013, based on the findings in that appraisal. An offer to purchase and the appraisal report were submitted to the Seller on April 5, 2013. The Seller has recently submitted a counter offer, which accepted the offered purchase price of $1,250,000.00, coupled with minor changes within the terms and conditions in the Contract of Sale, all being equitable in the context of the transaction. OPTIONS 1.Approve the proposed Ordinance. 2.Decline to approve the proposed Ordinance. 3.Table for future consideration. RECOMMENDATION Recommend approval of the Ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) PUB Executive Session January 23, 2012 City Council Executive Session February 7, 2012 PUB Executive and Consent Agenda March 11, 2013 (Approved 7-0) City Council Executive and Consent Agenda April 2, 2013 FISCAL INFORMATION The acquisition will be funded from Solid Waste Long Term Bonds in the amount of the 00 purchase price $1,250,000. plus transaction closing costs. BID INFORMATION Not applicable EXHIBITS 1.Location Map 2. Ordinance Respectfully submitted, Vance Kemler, General Manager Solid Waste Prepared by, Pamela England, Real Estate Specialist Denton Municipal Landfill Proposed Acquisition Denmiss - 4.62 Acres Denton Municipal Landfill Proposed Acquisition Legend µ Denmiss 4.62 Acres SITE Parcels 3001500300Feet Streets TH�NC� South 89 degrees 33 minutes 14 seconds East, a distanc� of 26,�6 t'eet to a Z/2 inch iz�on rod found for the soutliwest corner of said Lot ]-Zt, same point being in the lii�e of sttid Mayhill Road; " TH�NC� Noi•th O1 degcees O1 minutes 50 seconds East, with the east line of said M�yliill Road, a distanoe of 171,84 feet to the P�INT OT B�GINNING aud oontaining 4,620 aores of ]nnd, mo��e or less, Contract of Sale Page 25 of 25 Cc�nsent Agenr�a S AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Utilities ACM: Howard Martin, 349-8232 ��' SUBJECT Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager, or his designee, to execute a Purchase Agreement (herein so called), as attached hereto and made a part hereof as Exhibit "A", by and between Milton B. Clearman and wife, Anita A. Clearman (collectively, the "Owner"), and the City of Denton (the "City"), regarding the sale by Owner and purchase by the City of fee simple to a called 1.52 acre tract of land and certain easements encumbering .80 acre, more or less, all lands being situated in the AN.B. Ton�lcins Survey, Abstract No. 1246, City of Denton, Denton County, Texas, as more particularly described in the Purchase Agreement, located generally in the 2100 blocic of South Bonnie Brae Street, for the public use of expanding and improving Bonnie Brae Street, a municipal street and roadway, for the purchase price of Three Hundred Thirty Thousand and No/100 Dollars ($330,000.00), and certain costs, as prescribed in the Purchase Agreement; authorizing the expenditure of funds therefore; and providing an effective date. (Boiuue Brae wideiung and Impro��ements project - Parce121) BACKGROUND The City Council considered and approved an initial offer to purchase land rights for the captioned project on July 17, 2012, for the purchase price of $223,906.00 The road design requires worlc upon Owner's property because of elevation changes and proxinuty issues regarding Owner's residence. An element of the City's original offer contemplated a temporary constniction easement upon the Owner's remaining property, to allow the City's road contractor to reconstnict and lower the grade elevation of Owner's driveway paving and grounds, and to rearrange (i) any residential service lines, (ii) irrigation lines, and (iii) any wastewater system lines that would be compromised by such paving and grounds restoration activities. The costs for these activities were to be embodied in the Project bid award. In subsequent negotiations with the affected property Owner, Owner countered with a desire to be directly compensated for the necessary lot grading, reestablishment of driveway paving, and all adjustments needed for compromised private utility systems, in essence, the "curative" items. On these terms, the only Worlc the City will be required to perform involving Owner's remaining property will be linuted transition grading, site coordination regarding capping, etc. of any compronused residential utility lines, transition slope erosion control, some transition paving for Owner's remaining easterly driveway, and establishment of temporary constniction fencing so Owner may have a secured bacicyard during the Project. Beyond that Worlc, in regard the Owner's remaining property, the Owner shall be solely responsible for reestablishing any and all concrete paving, yard nirf/landscaping and private utility systems. Owner has countered with the captioned purchase amount as complete settlement of the matter, upon a refined set of Purchase Agreement terms. Approval of the ordinance under consideration authorizes staff to proceed to closing the purchase transaction with the property owner. OPTIONS 1. Approve the proposed Ordinance. 2. Decline to approve the proposed Ordinance. 3. Table for future consideration. RECOMMENDATION Recommend approval of the Ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) City Council July 17, 2012 (initial offer to purchase Ordinance 2012-152) City Council Executive Session — January 8, 2013 City Council Executive Session — April 16, 2013 FISCAL INFORMATION The overall Bonnie Brae Widening and Improvements project is being funded with a combination of Regional Toll Revenue (RTR) funds, Denton County Transportation Road Improvement Program (TRIP `08) funds and City of Denton local match funds. The purchase price of $330,000.00 plus closing costs as prescribed in the Agreement are to be funded through a combination of these funding sources. BID INFORMATION Not applicable EXHIBITS 1. Location Map 2. Ordinance Prepared by, � r � �� Paul Williamson, Real Estate Manager Respectfully subnutted, �� Franlc G. Payne, P.E. City Engineer EXHIBIT 1 attachment to AIS �OCatlOn Map CLEARMAN - P21 Bonnie Brae Widening and Improvements EXHIBIT 2 attachment to AIS 5.'��,legal`,our documents`,ordinnnces`,13�,clearman acquisiiion ordinance.doc ORDINANCE NO. 2013- AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A PURCHASE AGREEMENT (HEREIN SO CALLED), AS ATTACHED HERETO AND MADE A PART HEREOF AS EXHIBIT "A", BY AND BETWEEN MILTON B. CLEARMAN AND WIFE, ANITA A. CLEARMAN (COLLECTIVELY, THE "OWNER"), AND THE CITY OF DENTON (THE "CITY"), REGARDING THE SALE BY OWNER AND PURCHASE BY THE CITY OF FEE SIMPLE TO A CALLED 1.52 ACRE TRACT OF LAND AND CERTAIN EASEMENTS ENCUMBERING .80 ACRE, MORE OR LESS, ALL LANDS BE1NG SITUATED 1N THE A.N.B. TOMPKINS SURVEY, ABSTRACT NO. 1246, CITY OF DENTON, DENTON COUNTY, TEXAS, AS MORE PARTICULARLY DESCRIBED 1N THE PURCHASE AGREEMENT, LOCATED GENERALLY 1N THE 2100 BLOCK OF SOUTH BONNIE BRAE STREET, FOR THE PUBLIC USE OF EXPANDING AND IMPROVING BONNIE BRAE STREET, A M[_JNICIPAL STREET AND ROADWAY, FOR THE PURCHASE PRICE OF THREE H[_JNDRED THIRTY THOUSAND AND NO/100 DOLLARS ($330,000.00), AND CERTAIN COSTS, AS PRESCRIBED 1N THE PURCHASE AGREEMENT; AUTHORIZING THE EXPENDITLJRE OF FLJNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, after due consideration of the public interest and necessity and the public use and benefit to accnie to the City of Denton, Texas; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or his designee, is hereby authorized (a) to execute for and on behalf of the City (i) the Purchase Agreement, by and between the City and Owner, in the form attached hereto and made a part hereof as Exhibit "A", with a purchase price of $330,000.00, plus certain costs, as prescribed in the Purchase Agreement; and (ii) any other documents necessary for closing the transaction contemplated by the Purchase Agreement; and (b) to make expendit�ires in accordance with the terms of the Purchase Agreement. SECTION 2. If any section, article, paragraph, sentence, phrase, clause or word in this ordinance, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2013. MARK A, BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY �� Y �� . � ,% By: �/.�r.,��` � ;�,,.v��k,.� �� PURCHASE AGREEMENT NOTICE YOU, AS OWNER OF THE PROPERTY (AS DEFINED BELOW), HAVE THE RIGHT TO: (1) DISCUSS ANY OFFER OR AGREEMENT REGARDING THE CITY OF DENTON'S ACQUISITION OF THE PROPERTY WITH OTHERS; OR (2) KEEP THE OFFER OR AGREEMENT CONFIDENTIAL, UNLESS THE OFFER OR AGREEMENT IS SUBJECT TO CHAPTER 552, GOVERNMENT CODE. THIS PURCHASE AGREEMENT (the "Agreement") is dated 2013, but effective as of the date provided below, between Milton B. Clearman and wife, Anita A. Clearman (collectively referred to herein as "Owner") and the City of Denton, Texas ("City") WITNESSETH: WHEREAS, Milton B. Clearman and wife, Anita A. Clearman are the Owner of a tract of land (the "Land") in the A.N.B. Tomplcins Survey, Abstract Number 1246, being affected by the public improvement project called the Bonnie Brae Road Widening and Improvements Project ("Project"); and WHEREAS, City is in need of certain (i) fee simple lands, being a part of the Land; and (ii) easements in, along, over, upon, under and across, a portion of the Land, each related to the Project; and WHEREAS, it is desirous of both parties to stipulate and agree to the terms and conditions associated with the purchase of the necessary real property interests for the Project; NOW, THEREFORE, the parties agree as follows: 1. A. At Closing, the Owner shall grant, execute, and deliver to the City (i) a Special Warranty Deed (herein so called), conveying to the City, subject to the reservations described 1 i below, the tract of land being described in Exhibit "A" to that certain Special Warranty Deed, and other interests as prescribed therein (the "Fee Lands"), the Special Warranty Deed being attached hereto as Attachment 1 and made a part hereof; (ii) a Utility and Slope Easement (herein so called), in, along, upon, under, over and across the tract of land being described in Exhibit "A" to that certain Utility and Slope Easement (the "Utility and Slope Easement Lands"), attached hereto as Attachment 2 and made a part hereof, for utility and slope purposes, as more particularly described therein; and (iii) a Drainage Easement (herein so called), in, along, upon, under, over and across the tract of land being described in Exhibit "A" to that certain Drainage Easement (the "Drainage Easement Lands"), attached hereto as Attachment 3 and made a pai�t hereof, for drainage purposes, as more particularly described therein (the Utility and Slope Easement Lands, and the Drainage Easement Lands are collectively referred to herein as the "Easement Lands"). The (i) Special Warranty Deed shall be in the form and upon the terms as attached hereto and incorporated herein as Attachment l; (ii) the Utility and Slope Easement shall be in the form and upon the terms as attached hereto and incorporated herein as Attachment 2; and (iii) the Drainage Easement shall be in the form and upon the terms as attached hereto and incorporated herein as Attachment 3(the Utility and Slope Easement and the Drainage Easement are collectively referred to herein as the `Basements") (the Fee Lands and the Easements are collectively referred to herein as the "Property"). B. Owner, subject to the limitation of such reservation made herein, shall reserve, for themselves, their heirs, devisees, successors and assigns all oil, gas and other minerals in, on and under and that may be produced from the Fee Lands. Except as otherwise allowed as a member of the travelling public for purposes of accessing the Owner's Remaining Property from a public road, Owner, their heirs, devisees, successors and assigns, shall not have the right to use or access the surface of the Fee Lands, in any way, manner or form, in connection with or related to the reserved oil, gas, and other minerals and/or related to exploration and/or production of the oil, gas and other minerals reserved herein, including without limitation, use or access of the surface of the Fee Lands for the location of any well or drill sites, well bores, whether vertical or any deviation from vertical, water wells, pit areas, seismic activities, tanlcs or tank batteries, 2 pipelines, roads, electricity or other utility infrastructure, and/or for subjacent or lateral support for any surface facilities or well bores, or any other infrastructure or improvement of any kind or type in connection with or related to the reserved oil, gas and other minerals, and/or related to the exploration or production of same. As used herein, the term "minerals" shall include oil, gas and all associated hydrocarbons, and shall exclude (i) all substances (except oil and gas) that any reasonable extraction, mining or other exploration and/or production method, operation, process or procedure would consume, deplete or destroy the surface of the Fee Lands; and (ii) all substances (except oil and gas) which are at or near the surface of the Fee Lands. The intent of the parties hereto is that the meaning of the term "minerals" as utilized herein, shall be in accordance with that set forth in Reed v. Wylie, 597 S.W.2d 743 (Tex. 1980). As used herein, the term "surface of the Fee Lands" shall include the area from the surface of the earth to a depth of five hundred feet (500') below the surface of the earth and all areas above the surface of the earth. 2. As consideration for the granting and conveying of the Fee Lands and the Easements to the City and covenants contained herein, the City shall pay to Owner at Closing the sum of Three Hundred Thirty Thousand and No/100 Dollars ($330,000.00). The monetary compensation prescribed in this Section 2 is herein referred to as the "Total Monetary Compensation". 3. In addition to the Total Monetary Compensation, and being a component part of the Project, the City shall perform, as consideration for the granting and conveying of the Fee Lands and the Easements to the City, and the covenants contained herein: A) limited transition grading ("Grading Work") upon the remaining portion of Owner's property ("Owner's Remaining Property"), along and proximate to (i) Owner's post Closing south boundary line (Highland Park Road frontage); and (ii) the easterly line of the Utility and Slope Easement Lands, as roughly depicted on Attachment 4, made a part hereof (the "Graded Area"), so as to render an approximate maximum slope of 4:1 from the boundaries described 3 above to where the Graded Area meets the existing grade on Owner's Remaining Property. The Grading Worlc contemplates only the initial establishment of the described grade and does not include the maintenance of such grade, such maintenance being the sole responsibility of Owner; B) limited transition paving (the "Transition Paving Activities") between the new driveway approach at Owner's post Closing south boundary line and Owner's remaining existing driveway adjacent to the Owner's garage, as roughly depicted on Attachment 4, made a par�t hereof (the "Transition Area"), resulting in a surmountable asphalt transition from the affected drive to the new concrete driveway approach. The Transition Paving Activities contemplate only the initial establishment of the described paving activities and do not include the maintenance of such paving activities, such maintenance being the sole responsibility of Owner; C) the placement of vegetative cover within the Graded Area (the "Vegetation Activities") of grass species presently located within the Graded Area, as consistent with the overall Project Activities. The Vegetation Activities contemplate only the initial placement and establishment of vegetative cover and do not include (i) insuring the permanent establishment of grass cover; or (ii) any maintenance activities after the initial placement of vegetative cover, such activities being the sole responsibility of Owner; D) a temporary fence (the "Fence Worlc") shall be established by the City along a portion of the eastern boundary of the contemplated Utility & Slope Easement Lands, the location of which being depicted on Attachment 5, attached hereto and made a part hereof. The Fence Worlc shall be carried out using like materials, design and construction as Owner's existing fence, in a worlcmanlilce manner, and upon completion shall be suitable to contain within and prohibit entry onto Owner's Remaining Property by large dogs, substantially in the same manner as Owner's existing fence. City may, at its election, use the existing fencing material (subject to the Utility & Slope Easement) in conducting the Fence Work. The Fence Worlc shall be effectuated within 30 days after Closing. Upon completion of the Fence Work by the City, such fence improvements shall become the property of the Owner, to be managed and disposed of at any time, at Owner's sole discretion. 4 E) the cutting and capping of the Owner's existing irrigation system and septic system (the "Irrigation Work") located within the Fee Lands and Easements (if the City's exercise of its rights in the Easements will disturb, damage, or destroy all or any portion of the Owner's existing irrigation system and/or septic system). All costs and expenses associated with the Irrigation Worlc shall be solely borne by the City. F) The Grading Worlc, Transition Paving Activities, the Vegetation Activities, the Fence Work, and the Irrigation Work, are collectively referred to herein as the "Worlc". The Owner hereby grants the City (inclusi�e of City's contractors) a license to enter upon the Graded Area to perform the Worlc. All "Worlc" shall be performed in conjunction with the Project, and City's license granted herein shall only be exercised to the extent that such is reasonably necessary to perform the Work. Except as expressly excluded in or limited by this Agreement, the City shall be responsible for any and all physical damage caused to the Graded Area, including any improvements and utilities (water, gas, electric, telephone/internet, and cable, and, only as to septic or irrigation systems, as provided and limited in paragraph 3.E., above) located thereon, during the performance of the Worlc. 4. Except for Permitted Exceptions, the Owner shall convey and grant to the City the Fee Lands and Easements free and clear of all debts, liens and other encumbrances (the "Encumbrances"). Notwithstanding anything to the contrary set forth herein, the Special Warranty Deed shall contain exceptions to the conveyances and warranties ("Permitted Exceptions"), if any, at City's election, either (i) as set forth in Schedule B(herein so called) of the Commitment for Title Insurance ("Title Commitment") ("Title Work"), along with an exception for valid and subsisting oil, gas and/or mineral leases, and any pooling agreements and amendments thereto, whether or not described in Schedule B of the Title Commitment; or (ii) as follows: "[V]alidly existing easements, rights-of- way, and prescriptive rights, whether of record or not; all presently recorded and validly existing restrictions, reservations, covenants, conditions, oil and gas leases, mineral interests, and water interests outstanding in persons other than Owner; and other validly existing instruments, other than conveyances of the surface fee estate that affect the Property; validly existing rights of adjoining owners in any walls and fences situated on a common boundary; any discrepancies, conflicts, or 5 shortages in area or boundary lines; any encroachments or overlapping of improvements; all rights, obligations, and other matters arising from and existing by reason of any governmental district, agency, or authority; and taxes for the year 2013, which City hereby assumes and agrees to pay, and subsequent assessments for that and prior years due to change in land usage, ownership, or both, the payment of which Grantee assumes." The enumeration of the Permitted Exceptions herein, shall not affect the right of the City to exercise the rights provided .to it below, including without limitation, the right to terminate this Agreement. Additionally, the sale of the Fee Lands and Easement Lands shall be "AS IS" and without warranty of any kind regarding the condition of the land and improvements, if any, being conveyed. Both the Special Warranty Deed and the Easements shall contain the following provision: "City acicnowledges that it is purchasing, and at Closing accepts the Fee Lands/Easements "AS IS" and, excluding any warranty of title set forth herein, without warranty whatsoever. Excluding such warranties of title, Owner hereby expressly disclaims and the City hereby waives all warranties whatsoever, express or implied, regarding the Fee Lands/Easements and improvements located thereon, if any. This disclaimer and waiver is intended to include in the definition of "warranty" or "warranties," any warranty of fitness for an intended use, any warranty that the Fee Lands/Easements are suitable for a particular purpose, any warranty that the Fee Lands/Easements are habitable, any warranty that the Fee Lands/Easements are merchantable, and any warranty that any improvements located on the Fee Lands/Easements are built or constructed in a good and worlcmanlilce manner. City further acicnowledges that it is not relying in whole or in part upon any oral or written statements made or information or documentation provided by, or upon any warranty or representation (either express or implied) of any type or nature furnished by Owner, Owner's representatives, Owner's agents, Owner's Brokers or Real Estate Salespersons, Owner's employees, Owner's attorneys, Owner's partners, any director, shareholder, or officer of Owner, Owner's affiliates, or any of Owner's predecessors in interest, successors and/or assigns (herein "Owner's related parties"), regarding the Fee LandsBasements or any portion thereof. City acicnowledges that City has been given a reasonable period of time prior to Closing to inspect, determine and evaluate whether City wishes to close the purchase of the Fee Lands/Easements. Excluding the warranties of title set forth herein, City hereby willingly and knowingly releases the Owner and Owner's related � parties of and fiom any and all claims, causes of action, liabilities, and damages (including attorney's fees and costs), whether existing now or in the future, relating to any warranty or representation of or by the Owner or any of Owner's related parties concerning any condition associated with the Fee Lands/Easements." So long as there is no cost or expense required of the Owner, the Owner shall assist and support satisfaction of all closing requirements of the City in relation to solicitation of releases or subordinations of the Encumbrances and other curative efforts affecting the Fee Lands and/or Easement Lands, if necessary in the discretion of the City. Within five (5) business days of receiving the same, the City shall provide the Owner with copies of any and all land title surveys and commitments for the issuance of title insurance which it receives up to and through the Closing Date. In the event that all Encumbrances are not cured to the satisfaction of City prior to Closing, such shall not be a default hereunder, although Owner may otherwise be in default under Section 11, below. However, if the Encumbrances are not cured as provided herein, City has the option of either (i) waiving the defects related to the remaining Encumbrances by notice in writing to Owner on or prior to the Closing Date, upon which the remaining Encumbrances shall become additional Permitted Exceptions (herein so called), and proceed to close the transaction contemplated by this Agreement; or (ii) terminating this Agreement by notice in writing to Owner, in which latter event Owner and City shall have no further obligations under this Agreement. 5. Owner stipulates that the Total Monetary Compensation payment and the Work, constitute and include all compensation due Owner by City related to the acquisition of the Fee Lands and Easements, including without limitation, any diminution in the value of the remainder of Owner's property caused by, incident to, or related to the Project (as such is contemplated on the Effective Date hereo� and/or acquisition of the Fee Lands and Easements, as contemplated by this Agreement; value of, and/or costs of repair, replacement and/or relocation of any improvements, garages, turf, landscape, vegetation, or any other structure or facility of any kind within the Easement Lands, Fee Lands and/or Graded Area, related to activities conducted pursuant to and within the scope of the rights granted by the Special Warranty Deed and the documents creating the Easements (but expressly excluding the "Worlc"); City ownership and operation of the Project upon (as such is contemplated on the Effective Date hereo� the Fee � Lands and Easement Lands; interference with Owner's activities on the Easement Lands or Owner's Remaining Property, caused by activities within the scope of rights granted by the Easements, whether accruing now or hereafter; and Owner hereby releases for themselves, their heirs, devisees, successors and assigns, the City, it's officers, employees, elected officials, agents and contractors from and against any and all claims they may have now or in the future, related to the herein described matters, events and/or damages. Without limiting the general nature of the above, Owner stipulates that the Project will result in the removal of one (1) existing driveway access to Highland Park Road, leaving one (1) driveway access to Highland Parlc Road, as roughly depicted on Attachment 4, made a part hereof. Owner further stipulates that the acicnowledgment and releases provided in this Section 5 expressly include any matters that arise or might arise related to the removal of the one (1) driveway access described herein. 6. The Closing (herein so called) shall occur through the office of Universal Title Agency, LLC, d/b/a Universal Land Title of Texas ("Title Company"), 2650 Bardin Road, Suite 101, Grand Prairie, Texas 75052 ("Title Company"), with said Title Company acting as escrow agent, on the date which is 60 days after the Effective Date, unless the Owner and the City mutually agree, in writing, to an earlier or later date ("Closing Date"). In the event the Closing Date, as described above, occurs on a Saturday, Sunday or Denton County holiday, the Closing Date shall be the next resulting business day. Owner shall not be required to travel to the Title Company's offices if they so choose, and may instead close this transaction in the offices of their attorney, R. Scott Alagood, 1710 Westminster, Denton, Texas 76205. 7. The stipulated Total Monetary Compensation amount shall be paid by the City at Closing to the Owner through the Title Company. Ad valorem taxes relating to the Fee Lands for the calendar year in which Closing shall occur shall be prorated between Owner and City as of the Closing Date. If the actual amount of taxes for the calendar year in which Closing shall occur is not lcnown as of the Closing Date, the proration shall be based on the amount of taxes due and payable with respect to the Fee Lands for the preceding calendar year, and shall be readjusted in cash as soon as the amount of taxes levied against the Fee Lands for the calendar year in which � Closing shall occur is known. The result of such proration is that the Owner shall pay for those taxes attributable to the period of time prior to the Closing Date (including, but not limited to, subsequent assessments for prior years due to change of land usage or ownership occurring prior to Closing). Subsequent assessments incurred due to the sale of the Fee Lands, as contemplated herein, or the City's use of the Fee Lands after Closing, if any, shall be payable by the City. Notwithstanding anything to the contrary set forth heriein, if neither party has requested a readjustment of the proration of ad valorem taxes for the year that Closing shall occur (but not including subsequent assessments), in writing from the other party within one (1) calendar year from the Closing Date, then the ad valorem tax proration shall immediately thereafter, and without notice, become final and no longer subject to readjustment. The limitation upon readjustment provided herein shall not apply to subsequent assessments payable by Owner, as provided herein. All closing costs associated with this transaction shall be paid specifically by the City, except for Owner's attorney's fees, if any, which shall be paid by Owner. 8. The date on which this Agreement is executed by the City shall be the "Effective Date" of this Agreement. 9.A. In the event Owner shall default in the performance of any covenant or term provided herein, and such default shall be continuing after ten (10) days written notice of default and opportunity to cure, City may as its sole and mutually exclusive remedy either (i) terminate this agreement prior to Closing by written notice of such election to the Owner, or (ii) enforce specific performance of this Agreement. B. In the event City shall default in the performance of any covenant or term provided herein, and such default shall be continuing after ten (10) days written notice of default and opportunity to cure, Owner may, as its sole and mutually exclusive remedy, either (i) terminate this Agreement prior to Closing by written notice of such election to City; or (ii) enforce speciiic performance of this Agreement. C. NOTICES. 0 i. NOTICE REGARDING POSSIBLE LIABILITY FOR ADDITIONAL TAXES. If for the current ad valorem tax year the taxable value of the land that is the subject of this Contract is determined by a special appraisal method that allows for appraisal of the land at less than its market value, the person to whom the land is transferred may not be allowed to qualify the land for that special appraisal in a subsequent tax year and the land may then be appraised at its full marlcet value. In addition, the transfer of the land or a subsequent change in the use of the land may result in the imposition of an additional tax plus interest as a penalty for the transfer or the change in the use of the land. The taxable value of the current land and the applicable method of appraisal for the current tax year is public information and may be obtained from the tax appraisal district established for the county in which the land is located. Nothing contained herein shall be deemed to affect the responsibilities for the payment of ad valorem taxes, as provided in Section 7, above. ii. LOCATION OF PIPELINES. Upon the Owner's belief and knowledge as of the date this Contract is being executed, the Seller hereby notifies the Buyer of the following: The location of any transportation pipeline, including a pipeline for the transportation of natural gas, natural gas liquids, synthetic gas, liquefied petroleum gas, petroleum or a petroleum product, or a hazardous substance, on the Fee Lands/Easements are as follows: Except as may be set forth in a current survey to be obtained by City, if any, Seller is unaware of the location of any pipelines other than the natural gas pipeline running north and south along the entire western line of the Property. City is cautioned to fully investigate the existence of pipelines before closing. iii. NOTICE REGARDING POSSIBLE ANNEXATION. If the real property that is the subject of this Agreement is located outside the limits of a municipality, the real property may now or later be included in the extraterritorial jurisdiction of a municipality and may now or later be subject to annexation by the municipality. Each municipality maintains a map that depicts its boundaries and extraterritorial jurisdiction. To determine if the real property is located within a municipality's extraterritorial jurisdiction or is lilcely to be located within a municipality's extraterritorial jurisdiction, contact all municipalities located in the general proximity for further information. 10. THE LAWS OF THE STATE OF TEXAS SHALL CONTROL AND APPLY TO THIS AGREEMENT FOR ALL PURPOSES. THIS AGREEMENT IS PERFORMABLE 1N DENTON COUNTY, TEXAS. VENUE FOR ANY ACTION ARISING HEREUNDER SHALL LIE SOLELY IN THE COURTS OF COMPETENT JURISDICTION OF DENTON COUNTY, TEXAS. 11. From and after the Effective Date of this Agreement, through and including the Closing Date, Owner shall not (i) convey or lease any interest in the Fee Lands or Easement Lands; or (ii) enter 10 into any Agreement that will be binding upon the Fee Lands or Easement Lands, or upon the Owner with respect to the Fee Lands or Easement Lands, after the date of Closing. 12. Any notices prescribed or allowed hereunder to Owner or City shall be in writing and shall be delivered by telephonic facsimile, hand delivery or by United States Mail, as described herein, and shall be deemed delivered and received upon the earlier to occur of (a) the date provided if hand delivered or delivered by telephonic facsimile; and (b) on the date of deposit of, in a regularly maintained receptacle for the United States Mail, registered or certified, return receipt requested, postage prepaid, addressed as follows: OWNER: Milton B. Clearman and wife, Anita A. Clearman 1324 Highland Park Road Denton, Texas 76205 Phone Telecopy: Copies to: For Owner: CITY: City of Denton Paul Williamson Real Estate and Capital Support 901-A Texas Street Denton, Texas 76209 Telecopy: (940) 349-8951 For Citv: R. Scott Alagood Richard Casner, Deputy City Attorney 1710 Westminster City Attorney's Office Denton, Texas 76205 215 E. McKinney alagood@dentonlaw.com Denton, Texas 76201 Telecopy: (940) 891-0003Telecopy: (940) 382-7923 13. This Agreement constitutes the sole and only agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties with respect to the subject matter of this Agreement. Owner stipulates and acknowledges that City, its ofiicers, employees, agents, elected officials and/or contractors have made no statements or representations concerning the Project and/or City's activities related to same, except as otherwise provided in this Agreement. 11 Owner further acicnowledges that, in executing this Agreement, they have relied solely upon the terms of this Agreement. City, its ofiicers, employees, agents, elected officials and/or contractors malce no warranty or representation as to the accuracy, completeness or usefulness of any information furnished to Owner, if any, whether furnished by City, its officers, employees, agents, elected officials, contractors and/or any other person or party. City, its officers, employees, elected officials and contractors, assume no liability for the accuracy, completeness or usefulness of any material furnished by City, if any, or any of its officers, employees, elected officials, contractors and/or agents, and/or any other person or party, if any and Owner hereby releases, for themselves, their heirs, devisees, successors and assigns, such parties from and against any and all claims related to such matters. Reliance on any material so furnished is expressly disclaimed by Owner, and shall not give rise to any cause, claim or action against City, its ofiicers, employees, elected officials, contractors and/or agents. 14. The representations, warranties, agreements and covenants contained herein shall survive the Closing and shall not merge with the Special Warranty Deed and/or Easements. 15. In the event prior to the Closing Date, condemnation or eminent domain proceedings are threatened or initiated by any entity or party other than the City that might result in the talcing of any portion of the Property, City may, at its election, terminate this Agreement at any time prior to Closing. 16. Authority to talce any actions that are to be, or may be, talcen by City under this Agreement and/or Easements, including without limitation, adjusting the Closing Date of this Agreement, are hereby delegated by City, pursuant to action by the City Council of Denton, Texas, to Franlc G. Payne, P.E., City Engineer of City, or his designee. 17. Time is of the essence with respect to this Agreement. 18. City may NOT assign this Agreement without the express written consent of the Owner, such right to consent to be exercised in a reasonable manner. Nothing contained herein shall prevent City from contracting with third parties to perform all or any part of the Worlc. 12 19. This Agreement may NOT be recorded in the real property records of the County in which all or any part of the Fee Lands and Easements are located. CITY OF DENTON, TEXAS : GEORGE C. CAMPBELL, CITY MANAGER Date: , 2013 ATTEST: JENNIFER WALTERS, CITY SECRETARY : Date: , 2013 APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY � . � BY: ,�'`��- ° e.�.--. - �._ �_ �� Date: ,�`�� '�` �° � , 2013 OWNER: �3. �' � ��Z MILTON B. CLE AN � ' � ��yn ANITA A. CLEARMAN Date: , 2013 13 RECEIPT OF AGREEMENT BY TITLE COMPANY By its execution below, Title Company acicnowledges receipt of one (1) executed copy of this Agreement. Title Company agrees to comply with, and be bound by, the terms and provisions of this Agreement to perform its duties pursuant to the provisions of this Agreement and comply with Section 6045(e) of the Internal Revenue Code of 1986, as amended from time to time, and as further set forth in any regulations or forms promulgated thereunder. TITLE COMPANY: Universal Title Agency, LLC d/b/a Universal Land Title of Texas 2650 Bardin Road, Suite 101 Grand Prairie, Texas 75052 Telephone: (972) 206-7570 Telecopy: (972) 206-2870 : Printed Name: Title: Contract receipt date: , 2013 14 ATTACHMENT 1 TO PURCHASE AGREEMENT NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. SPECIAL WAIZI2ANTY D�ED STATE OF TEXAS COUNTY OF DENTON . KNOW ALL MEN BY THESE PItESENTS: That MILTON B. CLEARMAN and wife, ANITA A. CLEARMAN (herein collectively called "Grantor"), for and in consideration of the sum of TEN AND NO/100 DOLLARS ($10,00), and other good and valuable consideration to Grantor in hand paid by the CITY OF DENTON, TEXAS, a Texas Home Rule Municipal Corporation (herein called "Grantee"), 215 E. McKinney, Denton, Texas 76201, the receipt and sufficiency of which are hereby acicnowledged and confessed, has GRANTED, SOLD and CONVEYED, and by these presents does GRANT, SELL and CONVEY, unto Grantee all the real property in Denton County, Texas being particularly described in Exhibit "A", attached hereto and made a part hereof for all purposes, and being located in Denton County, Texas, and together with all and singular the improvements and fixtures thereon and all other rights and appurtenances thereto (collectively, the "Property"). Grantor, subject to the limitation of such reservation made herein, reserves, for themselves, their heirs, devisees, successors and assigns all oil, gas and other minerals in, on and under and that may be produced from the Property. Grantor, their heirs, devisees, successors and assigns shall not have the right to use or access the surface of the Property, in any way, manner or form, in connection with or related to the reserved oil, gas, and other minerals and/or related to exploration and/or• production of the oil, gas and other minerals reserved herein, including without limitation, use or access of the surface of the Property for the location of any well or drill sites, well bores, whether vertical or any deviation from vertical, water wells, pit areas, seismic activities, tanlcs or tanlc batteries, pipelines, roads, electricity or other utility infrastructure, and/or for subjacent or lateral support for any surface facilities or well bores, or any other infrastructure or improvement of any kind or type in connection with or related to the reserved oil, gas and other minerals, and/or related to the exploration or production of same, As used herein, the term "minerals" shall include oil, gas and all associated hydrocarbons and shall exclude (i) all substances (except oil and gas) that any reasonable extraction, mining or other exploration and/or production method, operation, process or procedure would consume, deplete or destroy the surface of the Property; and (ii) all substances (except oil and gas) which are at or near the surface of the Property. The intent of the parties hereto is that the meaning of the term "minerals" as utilized herein, shall be in accordance with that set forth in Reed v. Wylie, 597 S,W,2d 743 (Tex. 1980). As used herein, the term "surface of the Property" shall include the area from the surface of the earth to a depth of five hundred feet (500') below the surface of the earth and all areas above the surface of the earth. Exceptions to conveyance and warranty: [Insert Perinitted Exceptions] Grantee acicnowledges that it accepts the Property "AS IS" and, excluding any warranty of title set forth herein, without warranty whatsoever. Excluding such warranties of title, Grantee hereby expressly disclaims and the Grantee hereby waives all warranties whatsoever, express or implied, regarding the Property and improvements located thereon, if any. This disclaimer and waiver is intended to include in the definition of "warranty" or "warranties," any warranty of fitness for an intended use, any warranty that the Property is suitable for a particular purpose, any warranty that the Property is habitable, any warranty that the Property is merchantable, and any warranty that any Page 2 of 4 improvements located on the Property are built or constructed in a good and worlcmanlilce manner. Grantee further acicnowledges that it is not relying in whole or in part upon any oral or vv�itten statements made or information or documentation provided by, or upon any warranty or representation (either express or implied) of any type or nature furnished by Grantor, Grantor's representatives, Grantor's agents, Grantor's Brolcers or Real Estate Salespersons, Grantor's employees, Grantor's attorneys, Grantor's partners, any director, shareholder, or officer of Grantor, Grantor's affiliates, or any of Grantor's predecessors in interest, successors and/or assigns (herein "Grantor's related parties"), regarding the Propei�ty or any portion thereo£ Excluding the warranties of title set forth herein, Grantee hereby willingly and lcnowingly releases the Grantor and Grantor's related parties of and from any and all claims, causes of action, liabilities, and damages (including attorney's fees and costs), whether existing now or in the future, relating to any warranty or representation of or by the Grantor or any of Grantor's related parties concerning any condition associated with the Property. This Deed is subject to that certain Purchase Agreement, dated on or about , 2013, by and between Grantor and Grantee. TO HAVE AND TO HOLD the Property, together with all and singular the rights and appurtenances thereto in anywise belonging unto Grantee and Grantee's successors and assigns forever; and Grantor does hereby bind Grantor and Grantor's successors and assigns to WARRANT AND FOREVER DEFEND all and singular the Property unto Grantee and Grantee's successors and assigns, against every pei•son whomsoever lawfully claiming or to claim the same or any part thereof, by, through or under Grantor, but not otherwise. Page 3 of 4 EXECUTED the day of , 2013. THE STATE OF COUNTY OF 0 � MILTON B. CLEARMAN ANITA A, CLEARMAN ACKNOWLEDGMENT This instrument was acicnowledged before me on 2013, by Milton B. Clearman. THE STATE OF COUNTY OF § 0 Notary Public, State of Texas My commission expires: ACKNOWLEDGMENT This instrument was acknowledged before me on 2013, by Anita A. Clearman. Upon Filing Return To: The City of Denton-Engineering Attn: Paul Williamson 901-A Texas Street Denton, Texas 76209 Page 4 of 4 Notary Public, State of Texas My commission expires: __ Property Tax Bills To: City of Denton Finance Department 215 E. McKinney Street Denton, Texas 76201 ,� '�, PAGE 1 OF 4 W.C. ORR, JR, VOL. 773, PG, 55 D.A.D.C.T. PROPOSEO R.O.W. MATCH LINE PAGE 2 WIOTH PROPOSED R.O.W. W/T6AIZCAP•p• � �S� 94.45 sYW N00'37'43"E 1 945.83' I I � . LOT i JEAN M,G, TUNNELI. 6 AGNES H. ROGERS SOLAR WAY ADDITION CAB, B, P�. 196 P.R.o.c.T. 2216 5, 80NNIE BRAE LOT 2 CHRISTOPHER M. WATTS VOL. 5102, PG. 2398 O,R.O.C,T, SOLAR WAY AD�ITTON CAB. H, PG. 44 P.R.D,C.T. 2220 S. BONNIE BRAE LOT 3A JOHN P. OANSeY VOL. 1554, PG. 969 D.R,D.C.T. SOLAR WAY A[]DITION CAB. H, PG. 44 P,R,D.C.T. � F, 3 OU W O z � �c I zs y x � I a� ¢ o m 3 wW H 'J ( zm za O H m ¢ � i/2" I.R. GAI CAP —546 '20' !6"W 50,71' f/2" I.R. OAI CAP 4= 10'42'22" R=952.50' T�89,25' L=177.98' S05'22'H5"E Lc=177.72' 1/2" I.N. GAI CAP ��?%?`�� e� R� , �F� ;-.e ,�:'�`'', �?��:\'' r�, �!�'�, EXHIBIT "A" - Page 1 of' 4 cG �� n /� �(O � 9'�' 990 9� p �� s r`�� qy� y � 9 � O ,9 '� y9 09 O 2324 HTGHLAND PAF1K RD TRACT 137 MILTON B. CLEARMAN & SPOUSE, ANITA A. CLEARMAN VOL. 4437, PG. 22i3 D.R.D.C.T. ��e• i.R. e� ii•�s�ie„ GAI CAP R=635.50' T-62.43' �55'43'36"E L=124.47' 28.28' N84'53'03"E Lc=f24.27' -SET 1/2' I.R. H/ GAI CAP' N79'16'24"E 88.52' ' P R-O-'W , SET i(2' I.q, _ OF .NN1N� NB9'30'1B"W-, 429,16' __ •os�is�e pqOPOSED R.O.W. 1.64' \ ` • W/TGAI2CAP.R�� ! 2' I.R. QA CAP 19'30'18"E 130,00' � o R.O.W,) ., n HARLAN PPOPERTIES, INC. VOL. 4704, PG. 1297 D.R.D,C.T, PARCEL 21—ROW-1 BEING A 66,422 SQ.FT./1.52 ACRE v' u°� NLL7 am N NOTE: SET 1/2" I.R. W/ 6AI CAP TO BE 5ET AT END OF CONSTRUCTION, 6ASi5 OF BEARING IS NORTH AMERICAN OATUM OF 1983 (NAO-B3) STATE PLANE COORDINATE SYSTEM, TEXAS NpRTH CENTRAL. OF WHICH 31,881 SQ. FT. LIES WITHIN EXISTING RIGHT—OF—WAY OF BONNIE BRAE STREET SITUATED IN THE A.N.B. TOMPKINS SURVEY, � ABSTRACT N0. 1246, DENTON COUNTY, TEXAS GRAPHIC SCALE ��_�oo� ^ Graham Associates,lnc. 0 50 100 150 /(��► CONSULTING ENGINEERS dc PLANNERS \l71 800 9X FLAOS DRIVE, SUIlE 60p �� ,�auNO�ra�, Tex�s �eott (a��) a4o—eaas DATE SEPTEMBEFi 2011 TBPE FlRMt F-1191/T9PLS F1RA(s 101b3B-00 J/Denton/P21RowParti 0 EXHIBIT "A" - Page 2 of 4 i : , PAGE 2 OF 4 1900.S. BONNIE BRAE I . BONNIE BRAE �ENTON INVESTMENT, LTO LOT 1, BLOCK i, M 6 s METAL ADDITION, I CAB. D, PG. 362 P.R.p.C.T. I iB24 S, BONNIE BFAE JONES FAMILY TRUS7 45.88 AC N00 '37' 43"E 945.83' W, C. ORR, JR. VOL. 773, PG. 55 O.R.D.C.T. ( I�a w° �� ¢ °'! m 3 W J H � z a H m ¢ \ ` rn v OFS1983F(NADR 3) STATERPLANEEC ORDINATEM SYSTEM, TEXAS NORTH CENTRAL. A= 1 '48' 37" R=6950.58' Tm109,82' L=219.61' 525'48'28`E Lc=219,6i' I�W/TGAI2CAP.R. \ cG \ �� n � �� o v,��' q90 9m` � F �' J� s ` ��oTy 29 � �F \ � 9 '� 99 ` �9 O MATCH LTNE PAGE 1 PARCEL 21—ROW-1 BEING A 66,422 SQ.FT./1.52 ACRE 1841 5. BONNIE BRAE LOT 1, BLOGK 1, OREN 6 RUTH THOMAS SWEET CREEK ADOITION, CAB. M, PG. 80 P.R.D.C.T. Z a a°c ��m � a�N d �U °-�a �� z`i JaaU v JU 1-a-1�� c�n�°DZV� =�'Zavo 0 N --��0 N �O� a N NOTE: SET 1/2" I.R. W/ GAI CAP TO BE SET AT END OF CQNSTRUCTIQN. OF WHICH 31,881 SQ. FT. LIES WITHIN EXISTING RIGHT—OF—WAY OF BONNIE BRAE STREET SITUATED IN THE A.N.B. TOMPKINS SURVEY, ABSTRACT N0. 1246, � DENTON COUNTY, TEXAS ^ Graham Associates,lnc. �� CONSULTING ENGINEER5 Ac. PIANNERS `�� E00 SIX FLAQS DRIVE, SUI7E 600 ARUNOTON, TE%AS 78011 (817) 8�0-8b36 THPE flRMs F-1191/1HPLS FlRIAt 101638-00 GRAPHIC SCALE 1^�100' 0 50 100 150 QATE: SEPTEMBER 2011 J/Denton/P21RowParti PAGE 3 OF 4 PARCEL21-ROW-1 LEGAL DESCRIPTION EXHIBIT "A" - Page 3 of 4 BEING a 1.52 acre tract of land situated in the A.N.B, Tompkins Survey, Abstract No. 1246, Denton County, Texas, being a portion of Tract 137 as conveyed by deed to Milton B. Clearman and spouse Anita A. Clearman, as recorded in Volume 4437, Page 2213, Deed Records, Denton County, Texas. Said 1.52 acre tract of land being more particularly described by metes and bounds as follows: COMMENCING at a found 1/2 inch iron rod for the northeast corner of Lot 3A and the southeast corner of Lot 2 of Solar Way Addition, an addition to the City of Denton as recorded in Cabinet H, Page 44, Plat Records, Denton County, Texas, also being in the existing west right-of-way line of Bonnie Brae Street (a variable width R.O.W.); THENCE North 30°03'19" East, for a distance of 61.64 feet to a point for corner, being the POINT OF BEGINNING, and being located in the approximate centerline intersection of said Bonnie Brae Street and Highland Park Road (a variable width existing R.O.W.); THENCE North 00°37'43" East, along said approximate centerline of Bonnie Brae Street, a distance of 945.$3 feet to a point for corner, being the beginning of a non-tangent curve to the left having a radius of 6950.58 feet, a central angle of 1°48'37" and a long chord which bears South 25°48'28" East, 219.61 feet, said point being in the west right-of-way line of Gu1f- Colorado & Santa Fe Railroad (a variable width R.O.W.); 'z THENCE southeasterly, leaving said approximate centerline, and following along said west right-of-way line of Railroad and along said non-tangent curve to the left, an arc distance of 219.61 feet to a set 1/2 inch iron rod with GAI cap for corner, being in the proposed east right-of-way line of said Bonnie Brae Street (a variable width R.O.W. at this point); THENCE South 06°23'S7" West, leaving said west right-of-way line of Railroad and following along said proposed east right-of-way line of Bonnie Brae Street, for a distance of 326.49 feet to a set 1/2 inch iron rod with GAI cap for corner; THENCE South O1°27'06" West, continuing along said proposed east right-of-way line, for a distance of 94.45 feet to a set 1/2 inch iron rod with GAI cap for corner; THENCE Soutln 46°20'16" West, continuing along said proposed east right-of-way line, for a distance oi 50.71 feet to a set 1/2 inch iron rod with GAI cap for corner (being a 95.00 foot R.O.W. at this point), and being the beginning of a non-tangent curve to the left having a radius of 952.50 feet, a central angle of 10°42'22" and a long chord which bears South OS°22'25" East, 177.72 feet; EXHIBIT "A" - Page 4 of 4 PAGE 4 OF 4 THENCE southeasterly, along said proposed east right-of-way line and said non-tangent curve to the left, an arc distance of 177,98 feet to a set 1/2 inch iron rod with GAI cap for corner; � THENCE South 10°43'36" East, continuing along said proposed east right-of-way line, for a distance of 97.67 feet to a set 1/2 inch iron rod with GAI cap for corner, being the xnost northerly point of a corner-clip with the proposed north right-of-way line of said Highland Park Road (a 71.00 foot R,O.W.); THENCE South 55°43'36" East, along said corner-clip, for a distance of 28,28 feet to a set 1/2 inch iron rod with GAI cap for corner, being in said proposed north right-of-way line of Highland Park Road; THENCE North 79°16'24" East, along said proposed north right-of-way line, for a distance of 88.52 feet to a set 1/2 inch iron rod with GAI cap for corner, being the beginning of a tangent curve to the right having a radius of 635.50 feet, a central angle of 11°13'18" and a long chord which bears North 84°53'03" East, 124.27 feet; THENCE northeasterly, along said proposed north right-of-way line and said curve to the right, an are distance of 124.47 feet to a set 1/2 inch iron rod with GAI cap for corner; THENCE South 89°30'18" East, continuing along said proposed north right-of-way line, for a distance of 130.00 feet to a set 1/2 inch iron rod with GAI cap for corner; THENCE South 00°29'42" West, leaving said proposed north right-of way line, for a distance of 35.50 feet to a point for corner, said point being in said approximate centerline of Highland Park Road; THENCE North 89°30'18" West, along said approximate centerline, for a distance of 429.16 feet to the POINT OF BEGINNING and CONTAINING 66,422 square feet or 1.52 acres of land, rnore or less, of which 31, 881 square feet of land is being used as roadway use and drainage at this time. o3'�s' �� ATTACHMENT 2 TO PURCHASE AGIZEEMENT NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVEIZ'S LICENSE NUMBER. UTILITY AND SLOPE EASEMENT THE STATE OF TEXAS . COUNTY OF DENTON KNOW ALL MEN BY THESE PRESENTS: THAT Milton B. Clearman and wife, Anita A, Clearman ("Grantor"), in consideration of the sum of Ten and No/100 Dollars ($10,00) and other good and valuable consideration in hand paid by the City of Denton, Texas, 215 E. McKinney, Denton, Texas 76201, receipt and sufficiency of which is hereby acicnowledged, has GRANTED, BARGAINED, SOLD and CONVEYED and does by these presents GRANT, BARGAIN, SELL and CONVEY unto the City of Denton, Texas ("Grantee") a peipetual utility and slope easement in, along, upon, under, over and across the following described property (the "Property"), owned by Grantor, and situated in Denton County, Texas, located in the A.N.B. Tomplcins Survey, Abstract Number 1246, to wit: PROPERTY DESCRIBED IN EXHIBIT ��A", ATTACHED HERETO AND MADE A PART HEREOF For the following purposes: Constructing, reconstructing, installing, repairing, relocating, operating, and perpetually maintaining utilities and lateral slope, and related facilities and appurtenances, in, along, upon, under, over and across said Property, including without limitation, the free and uninterrupted use, liberty, passage, ingress, egress and regress, at all times in, along, upon, under, over and across the Property to Grantee herein, its agents, employees, contractors, worlcmen and representatives ("Grantee's Related Parties"), for the purposes set forth herein, including without limitation, the malcing additions to, improvements on and repairs to said facilities, lateral slope features or grade or any part thereof, This Easement is subject to the following covenants and agreements: 1. Structures. No buildings, fences, structures, signs, facilities, improvements or obstructions of any lcind, or portions thereof, shall be constructed, erected, reconstructed or placed in, along, upon, under, over or across the Property by Grantor. Further, Grantor stipulates and acicnowledges that the Grantee, in consideration of the benefits above set out, may alter the grade of the Property and may remove from the Property, such buildings, fences, structures, signs, facilities, improvements and other obstructions as may now or hereafter be found upon said Property and dispose of any such buildings, fences, structures, signs, facilities, improvements or obstructions in any manner it deems appropriate without liability to Grantee. 2. Maintenance of Lateral Slope. No activity, of any lcind, shall be conducted on the Property by Grantor that may impair, damage or destroy the lateral siope, including without limitation, excavation or movement of soil or other material. Following the initial grading and revegetation of grass cover within the easement, for erosion control purposes, Grantee shall attempt to restore revegetation of grass cover on the Property to as near its original condition as reasonably practicable, where such has been disturbed as a result of Grantee or Grantee's Related Parties exercise of its rights hereunder, 3. Access. For the purpose of exercising and enjoying the rights granted herein, the Grantee shall have access to the Property by way of existing pubiic property or right-of-way. 4. Trees and Landscaping. No shrub or tree shall be planted upon the Property or that may encr•oach upon the Property. Grantee may cut, trim, or remove any shrubs or trees, or portions of shrubs or trees now or hereafter located within or that may encroach or overhang upon the Property without liability to Grantee, including without limitation, the obligation to make further payment to Grantor. 5. Grantor's Rights. Grantor shall have the right, subject to the covenants and restrictions contained herein, to malce use of the Property for any purpose that does not interfere with the Grantee's rights granted to it herein for the purposes granted. 6. Successors and Assigns. This grant and the provisions contained herein shall constitute covenants running with the land and shall be binding upon the Grantor and Grantee, and their heirs, devisees, successors and assigns. 7 7. Grantee acicnowledges that it accepts the easement conveyance het•ein ("Easement") "AS IS" and, including any warranty of title, without warranty whatsoever. Including any warranties of title, Grantee hereby expressly disclaims and the Grantee hereby waives all warranties whatsoever, express or implied, regarding the Easement and improvements located thereon, if any. This disclaimer and waiver is intended to include in the definition of "warranty" or "warranties," any warranty of title, any warranty of fitness for an intended use, any warranty that the Easement is suitable for a particular purpose, any warranty that the Easement is habitable, any warranty that the Easement is merchantable, and any warranty that any improvements located on the Easement are built or constructed in a good and worlcmanlilce manner. Grantee fui�ther acicnowledges that it is not relying in whole or in part upon any oral or written statements made or information or documentation provided by, or upon any warranty or representation (either express or implied) of any type or nature furnished by Grantor, Grantor's representatives, Grantor's agents, Grantor's Brolcers or Real Estate Salespersons, Grantor's employees, Grantor's attorneys, Grantor's partners, any director, shareholder, or officer of Grantor, Grantor's affiliates, or any of Grantor's predecessors in interest, successors and/or assigns (herein "Grantor's related parties"), regarding the Easement or any portion thereof. Including any warranties of title, Grantee hereby willingly and knowingly releases the Grantor and Grantor's related parties of and from any and all claims, causes of action, liabilities, and damages (including attorney's fees and costs), whether existing now or in the future, relating to any warranty or representation of or by the Grantor or any of Grantor's related parties concet•ning any title or physical condition associated with the Easement. TO HAVE AND TO HOLD unto the said City of Denton, Texas as aforesaid for the purposes aforesaid the premise above described, Witness our hands, this the day of , 2013. Grantor: Milton B, Clearman � Anita A. Clearman ACKNOWLEDGMENT THE STATE OF § COUNTY OF § This instrument was acicnowledged before me on Milton B. Clearman. Notary Public, in and for the State of Texas My Commission Expires: ACKNOWLEDGMENT THE STATE OF § COUNTY OF § This instrument was acicnowledged before me on Anita A. Clearman. AFTER RECORDING RETURN TO: City of Denton — Engineering Department 901-A Texas Street Denton, Texas 76209 Attn: Paul Williamson Notary Public, in and for the State of Texas My Commission Expires: � 2013, by 2013, by ,, r ` PAGE � OF 2 � W.C. ORR, JR. ;" VOL. 773, PG. 55 �� D.R.O.C.T. � _ !i'' _... �- •--�_G' � I I i ,_� -_ -� --• ' � [i � PROPOSED R.O.W. I i � � � I � � � I � i IN9TRUHENTEND.E2008�58200 —�--► �I—► I� � ---�---o-R,o.c-T.-------r—'- } I _I A= 10 '42' 22" R=952.50' 7=89.25' l.^177.98' N05'22'25"W Lc=177,72' LOT 1 JEAN M.G.'TUNNELL & AGNES H. RDGERS SOLAR WAY ADDITION CAB. B, PG. 196 P.R.D.C.T. 2216 5. BONNIE BRAE LDT 2 CHRISTDPHER M. WATTS VD�. 5102, PG. 2398 O.R.D.C.T. SOLAR WAY ADDITION CAB. H, PG. 44 P.R.D.C.T. N10'43'36 97.67' f, .., �// � � i � „'�l,i�\ � i � r� �v , ._ _. -- —. ...- -^ 1 2220 S, BONNIE 6RAE LOT 3A o JOHN P. DANSBY VOL. 1554, PG. 869 Z D,R.�.C.T. ,.� °a SOLAR WAY ADDITION CAB. H, PG. 44 P.R.D.C.T. �' i � L � � ' � i ' E � � �H ; � �� ., �o � n� � 4, i i: i � �I � ; I , wrorH � I EXHIBIT "A" � Page 1 of 2 G�G �T ��'o� 99�9�90� . iseo R. o, w. �� ' ��ti 9 E � 'fl'�� O � �99�` � J � e�� \ 9�90 6 166~W ��`�'� �' A,.10� � x ��' _� '39"W 73' A= 1'15'15" R=944 50' \ �T=]0.34 � 2324 HIGHLAND PARK RD �=20 . e� � TRACT 137 510'05'59"E ��=zo.e�� MILTON B. CLEARMAN & 5POU5E, ANITA A. CLEARMAN � �/ VOL. 4437, PG. 2213 .,� ,� D.R.D.C.T. L .1.Y �i - i--510053` �� °,�� ` � , ` � _�`I l t ,, � f..._..�..., �1 _^1 r...._/ PROPOSE� R.D.W. _ � N55'43'36'W'� '' ._+. __ 11.31' �� iIG�{LQND PABK A9pP j!'�-'---- --.�._._,.j% � (71.Od� R.6.W=.dI-r'��---o ----�-- .r...... ' _" ""_ "' .�L�.1.... _""""".."' �l la_ _.. J�. .. _ .. ..' ,�-F "' .. .._! POTNT OF BEGINNING ^ PRppO5E0 R.O.W. HARLAN PROPERTTES, INC. VOL. 4704, PG. 1297 O.R.I].C.T. BASIS OF BEARING IS NORTH AMERTCAN DA7UM OF 1983 (NAD-83) 5TATE PLANE COORDINATE SYSTEM, TEXAS NORTH CENTRAL. PARCEL 21-U&SE- 1 BEING A 5,463 SQ.FT./0.13 ACRE VARIABLE WIDTH UTILITY AND SLOPE EASEMENT SITUATED IN THE A.N.B. TOMPKINS SURVEY, ABSTRACT N0. 1246, DENTON COUNTY, TEXAS � Graham Associates,inc. ■ CONSULTING�ENGINEERS dc PIANNERS B00 SIX fLACS DRIVE, SUI7E 500 ARLINDIUN. TEXA5 78011 (81'» 840-6536 TEPE FlRM: F-1101/1HI'l.5 FlRM: 1 01 638-00 '��I � GRAPNIC SCALE � 1'�f00' 0 50 100 150 DATE: JUNE 14, 2011 J/D8f1tOf1/tSOf1f11Btl�8B/1:00/ I III/F'af`txn]olis/rcauCl PAGE 2 OF 2 EXHIBIT "A" - Page 2 of 2 PARCEL 21-USE-1 LEGAL DESCRIPTION VARIABLE WIDTH UTILITY & SLOPE EASEMENT BEING a 0.13 acre tract of land situated in the A.N.B. Tompkins Survey, Abstract No. 1246, Denton County, Texas, being a portion of Tract 137 as conveyed by deed to Milton B. Clearman and spouse Anita A. Clearman, as recorded in Volume 4437, Page 2213, Deed Records, Denton County, Texas. Said 0.13 acre tract of land bein� more particularly described by metes and bounds as follows: COMMENCING at a found 1/2 inch iron rod for the northeast corner of Lot 3A and the southeast corner of Lot 2 of Solar Way Addition, an addition to the City of Denton as recorded in Cabinet H; Page 44, Plat Records, Denton County, Texas, also being in the existing west right-of-way line of Bonnie Brae Street (a variable width R.O.W.); THENCE North 52°11'S1" East, for a distance of 121.77 feet to a point for corner, being the POINT OF BEGINNING and being the most northerly corner of a corner-clip at the intersection of proposed east right-of-way line of Bonnie Brae (having a variable width R.O.W.) and the proposed north right-of-way line of Highland Park Road (a 71 foot R,O.W.); THENCE North 10°43'36" West, along said proposed east right-of-way line, for a distance of 97.67 feet to a point for corner, being the beginning of a tangent curve to the right having a radius of 952,50 feet, a central angle of 10°42'22" and a long chord which bears North OS°22'25" West, 177.72 feet; THENCE northwesterly, along said proposed east right-of-way line and said curve to the right, an arc distance of 177.98 feet to a point for corner; TI�ENCE North 46°20'16" East, continuing along said proposed east right-of-way, for a distance of 50.71 feet to a point for corner (being a variable width R.O,W, at this point); THENCE South O1 °27'06" West, leaving said proposed east right-of-way line of Bonnie Brae Street, for a distance of 56.16 feet to a point for corner; THENCE South 06°07'39" West, for a distance of 134.73 feet to a point for corner, being the beginning of a non-tangent curve to the left having a radius of 944.50 feet, a central angle of 1°15'15" and a long chord which bears South 10°OS'S9" East, 20.67 feet; THENCE southeasterly, along said non-tangent curve to the left, ari arc distance of 20.67 feet to a point for corner; THENCE South 10°43'36" East, for a distance of 105.67 feet to a point for corner, said point being in the northwesterly line of said corner clip; THENCE North 55°43'36" West, along said corner-clip, for a distance of 11.31 feet to POIN'I' OF BEGINNING and CONTATNING 5,463 square feet or 0.13 acres of land, more or less. ATTACHMENT 3 TO PURCHASE AGREEMENT NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. THE STATE OF TEXAS COUNTY OF DENTON DRAINAGE EASEMENT ,� � KNOW ALL MEN BY THESE P12ESENTS: THAT Milton B. Clearman and wife, Anita A. Clearman (collectively, "Grantor"), in consideration of the sum of Ten and No/100 Dollars ($10,00) and other good and valuable consideration in hand paid by the City of Denton, Texas, 215 E. McKinney, Denton, Texas 76201, receipt and sufficiency of which is hereby acicnowledged, has GRANTED, BARGAINED, SOLD and CONVEYED and does by these presents GRANT, BARGAIN, SELL and CONVEY unto the City of Denton, Texas ("Grantee") a perpetual drainage easement in, along, upon, under, over and across the following described property (the "Property"), owned by Grantor, and situated in Denton County, Texas, located in the A.N,B. Tomplcins Survey, Abstract Number 1246, to wit: PROPERTY DESCRIBED IN EXHIBIT "A", ATTACHED HERETO AND MADE A PART HEREOF For the following purposes; Constructing, reconstructing, installing, repairing, relocating, operating, and perpetually maintaining drainage, including without limitation, the right to overflow the Property, and related structures, facilities and appurtenances, in, along, upon, under, over and across said Property, The rights granted herein shall further include, without limitation, the free and uninterrupted use, liberty, passage, ingress, egress and regress, at all times in, along, upon, under, over and across the Property to Grantee herein, its agents, employees, contractors, worlcmen and representatives ("Grantee Related Pai-ties"), for the purposes set forth herein, including without limitation, the malcing additions to, improveinents on and repaiis to said drainage facilities, drainage features or grade, or any part thereof. This Easement is subject to the following covenants and agreements; 1. Structures, No buildings, fences, structures, signs, facilities, improveinents or obstructions of any lcind, or portions thereof, shall be constructed, erected, reconstructed or placed in, along, upon, under, over or across the Property by Grantor, Further, Grantor stipulates and acicnowledges that the Grantee, in consideration of the benefits above set out, may alter the grade of the Property and inay remove from the Property, such buildings, fences, structures, signs, facilities, improvements and other obstructions as inay now or hereafter be found upon said Property and dispose of any such buildings, fences, structures, signs, facilities, improvements or obstructions in any manner it deems appropriate without liability to Grantee. 2. Maintenance of Lateral Slope. No activity, of any kind, shall be conducted on the Property by Grantor that may impair, damage or destroy the lateral slope established for drainage, including without limitation, excavation or movement of soil or other material, Following the initial grading and revegetation of grass cover within the easement, for erosion control purposes, Grantee shall attempt to restore revegetation of grass cover on the Property to as near its original condition as reasonably practicable, where such has been disturbed as a result � of Grantee or Grantee's Related Parties exercise of its rights hereunder, 3. Access. For the purpose of exercising and enjoying the rights granted herein, the Grantee shall have access to the Property by way of existing public property or right-of-way. 4, Trees and Landscaping. No shrub or tree shall be planted upon the Property or that may encroach upon the Property. Grantee may cut, trim, or remove any shiubs or trees, or portions of shrubs or trees now or hereafter located within or that may encroach or overhang upon the Property without liability to Grantee, including without limitation, the obligation to make further payment to Grantor. 5. Grantor's Rights. Grantor shall have the right, subject to the covenants and restrictions contained herein, to make use of the Property for any purpose that does not interfere with the Grantee's rights granted to it herein for the purposes granted. 6. Successors and Assigns, This grant and the provisions contained herein shall constitute covenants running with the land and shall be binding upon the Grantor and Grantee, 2 and their heirs, devisees, successors and assigns. 7. Grantee acicnowledges that it accepts the easement conveyance herein (`Basement") "AS IS" and, including any warranty of title, without warranty whatsoever, Including any warranties of title, Grantee hereby expressly disclaims and the Grantee hereby waives all warranties whatsoever, express or implied, regarding the Easement and improvements located thereon, if any. This disclaimer and waiver is intended to include in the definition of "warranty" or "warranties," any warranty of title, any warranty of fitness for an intended use, any warranty that the Easement is suitable for a particular purpose, any warranty that the Easement is habitable, any warranty that the Easement is merchantable, and any warranty that any improvements located ori the Easement are built or constructed in a good and worlcmanlilce manner, Grantee further acicnowledges that it is not relying in whole or in part upon any oral or written statements made or information or documentation provided by, or upon any warranty or representation (either express or implied) of any type or nature furnished by Grantor, Grantor's representatives, Grantor's agents, Grantor's Brolcers or Real Estate Salespersons, Grantor's employees, Grantor's attorneys, Grantor's partners, any director, shareholder, or officer of Grantor, Grantor's affiliates, or any of Grantor's predecessors in interest, successors and/or assigns (herein "Grantor's related parties"), regarding the Easement or any portion thereof. Including any warranties of title, Grantee hereby willingly and lcnowingly releases the Grantor and Grantor's related parties of and fiom any and ail claims, causes of action, liabilities, and damages (including attorney's fees and costs), whether existing now or in the future, relating to any warranty or representation of or by the Grantor or any of Grantor's related parties concerning any title or physical condition associated with the Easement. TO HAVE AND TO HOLD unto the said City of Denton, Texas as aforesaid for the purposes aforesaid the premise above described. Witness our hands, this the day of , 2013. Grantor; Milton B. Clearman Anita A, Clearman 3 ACKNOWLEDGMENT THE STATE OF TEXAS § COUNTY OF DENTON § This instrument was acicnowledged before me on Milton B. Clearman. Notary Public, in and for the State of Texas My Commission Expires: ACKNOWLEDGMENT THE STATE OF TEXAS § COUNTY OF DENTON § This instrument was aclrnowledged before me on Anita A. Clearman. AFTER RECORDING RETURN TO: City of Denton — Engineering Department 901-A Texas Street Denton, Texas 76209 Attn: Paul Williamson Notary Public, in and for the State of Texas My Commission Expires: 0 2013, by 2013, by ., ,. _Y PncE i oF z BASIS DF BEARING IS NOR7H AMERTCAN DATUM OF 1983 (NAD-83) S7A7E PLANE COORDINATE SYSTEM, TEXAS NORTH CEN7RAL, 1824 5. BONNIE BRAE JONES FAMILY 7RU57 VOL. 4913, PG, 2359 D.R,D,C.T. W.C. ORR, JR. VOL. 773, PG, 55 D.R.D.C.T. I I a 0 20' CROSS7EX EASEMENT � I INSTRUMENT N�. 2008-58200 � D.R.p.0.7. ------ �—� LOT i JEAN M.G. TUNNELL & AGNES H. ROGERS SOLAR WAY ADDI7ION CAB. B, PG. 996 P,R.p.C.T. 22]6 5. BONNIE 6RAE LOT 2 CHRISTOPHER M. WATT: VOL. 5l02, PG. 2398 O.R.D.C.T. SOLAR WAY ADOI7ION CAB. H, PG. 44 P.R.D.C.T. � N � H z °m {_ 3 � o ¢ ¢ y � � o m 3 F.wi J I O M `� a > I w I � oi z . �� J N. I yC � � � z 61' 70 NORTHWEST ERTY CORNER oi W N m W n J ) V h � � � h ti � v� � 6 �P 29'� / 5p ti�' EXHIBIT "A" - Page 1 of 2 A= 1'39'OB" R=6950.58' 7=100.23' �=200.45' S27'32'21"E l.cg200. 44' c� � T � r� �(O � 9,�,9 '9yo �� O F � f�s ��T 9�i� \ S. 9 9 "�� \ ° 9 � �9 n POINT OF BEGINNINi /m� 2324 HIGHLAND PARK RD � TRACT 137 v MILTON 6. CLEARMAN & N' SPOUSE, ANITA A. CLEARMAN � „ VOL.. 4437, PG. 2213 D.R.D.C.T. `�� g�,ts� �� yoUS f �� NOTES: i. 7HIS EASEMENT LIES WITHIN A FEDERAL EMERGENCY MANAGEMENT AGENCY DESI6NATE� FLODD PLAIN OR FLOOD PRONE AREA AS DESIGNATE� ON THE FLOOD TNSURANCE RATE MAP FOR OENTON CDUNTY COMMUNITY PANEL 4B121C0370 G,EFFEC7TVE OATE APRII. 18,2011, 2220 S. BONNIE BRAE �c� JOHNLPT DANSBY o � � �o�, 1554, PG. 969 z�� PARCEL 21—DE-1 °.R.°.�.r� BEING A °a�� 29,083 SQ.FT./0.67 ACRE GRAPHIC SCALE �--ioo� VARIABLE WIDTH DRAINAGE EASEMENT o �o �o0 15o SITUATED IN THE A.N.B. TOMPKINS SURVEY, Graham Associates,lnc. ABSTRACT N0. 1246, Q CONSULTING ENGINEER5 dc PLANNERS DENTON COUNTY TEXAS 600 SIX FUCS DRIVE, SVITE 500 � ARUNCTWI, iEXAS 78011 (B1'» 840-8535 1HPE FlRM: F-1191/i8P19 FIRAI: 101b30-00 DATE: JULY 2011 J/Denton/BonnleBrae/Cad/Tm/ParExhibits/p21DEi PAGE 2 OF 2 PARCEL 21-DE-1 LEGAL DESCRIPTION VARIABLE WIDTH DRAINAGE EASEMENT EXHIBIT "A" - Page 2 of 2 BEING a 0,67 acre tract of land situated in the A,N.B. Tompkins Survey, Abstract No. 1246, Denton County, Texas, being a portion of Tract 137 as conveyed by deed to Milton B, Clearxnan and spouse Anita A. Clearman, as recorded in Volume 4437, Page 2213, Deed Records, Denton County, Texas. Said 0.67 acre tract of land being more particularly described by metes and bounds as follows: COMMENCING at a faund 1/2 inch iron rod for the northeast corner of Lot 3A and the southeast corner of Lot 2 of Solar Way Addition, an addition to the City of Denton as recorded in Cabinet H, Page 44, Plat Records, Denton County, Texas, also being in the existing west right-of-way line of Bonnie Brae Street (a variable width R.O.W.); THENCE North 14°22'46" East, for a distance of 394.92 feet to a point for corner, being the POINT OF BEGINNING and being in the proposed east right-of-way line of said Bonnie Brae Street (a variable width right-of-way at this point); THENCE North O1 °27'06" East, along said proposed east right-of-way line, for a distance of 94.45 feet to a point for corner; THBNCE North 06°23'S7" East, continuing along said proposed east right-of-way line, for a distance of 326.49 feet to a point for corner, being in the west right-of-way line of the Gulf- Colorado & Santa Fe Railroad and being the beginning of a non-tangent curve to the left having a radius of 6950.58 feet, a central angle of 1°39'08" and a long chord which bears South 27°32'21" East, 200.44 feet; THENCE southeasterly, leaving said proposed east right-of-way line of Bonnie Brae Street and following along said west right-of-way line of the Railroad and said non-tangent curve to the left, an arc distance of 200.45 feet to a point for corner; THENCE South 15°51'S9" West, leaving said west right-of-way line of the Railroad, for a distance of 165.04 feet to a point for corner; THENCE South 46°20'16" West, far a distance of 119.34 feet to the POTNT OF BEGINNING and CONTAINING 29,083 square feet , 0.67 acres of land, more or less. J:\Denton\Bonnie Brae\Cad\Terramodel\Parcel Exhibits�P21-bE-l.doc I ,1 ' '� � ATTACHMENT 4 �' �. ! I MlL rON B CLEARMAN & �; I � I i I TO SPOUSE, ANITA A. CLEARMAN °"`; � '\; ;. PURCHASE AGREEMENT �OL. 4437, PG. 2213 ` �; 4 r� �;: , ` D. R.O, C. T. , ,:;�3. `' I �' , ¢ �', lj 1 ( rh' i:,,,�, � c, � � � � i,. �..., r,u��t <� �` � � � ! � �" � � � �u>id 4�'�c��a�s�:n3i�u�! � �(., i tl � � � � 7,. •� �` i � �__ cr:u% '� I I ,(, %� - ' J,,,�, `�!, \1. ' ; .,`. � _ , ` � �� „ / � � i � �� ( �� , � % � �:1 i � `, t ` _ „� 1��,.' ,,r' � _'`� . � � � � ;'�� . � C3� ft `-' f... .. , �� , i � _. / � I' �. l01 of � � I. ` �. ��'1'�' 1� o i_: � .)+ ; � �=� �E,i�'1u'.� Iz�fi9fl: ( ' ' � P�}Vr n� U A�R EA ' ! I � �:�.��,; ��; - �l. J � I _. .. "' _ , � { ' j - 1 ,` .. � / � _ ` .. / .�..� .+• �. �' � I ' . . ,-..... .. RSr{;,,E '� T,{F;wd :�: � :P�ir q�T>u �� k I M �T�» TK R a! 5� f l�� ----� � , ; i �>,�. " � � � ' , Cx��o�n�G �RE� .' � �,„ ..::...:........ ,-�,-, -.,.._, - . _ � � ��1i.L` � ,.o�., �4 •�. L�I . . , - � � `'1 !~' � � _•__. ._ _. _--__ ._ �, ' 2+00 _e__� -- .,: ;, , � {�.... . _,. _ .. . , . . , v. ., >- ' ,..,. _ _ � , z Yrj?�, .,., k '� r ��' � ��, �' ��i�x)-•,��r. l� v . i .,n;F,•;: :_...r- � -;,�,' .v � 11_ ��3: <�—.: �� ttk.. r�. r ?_ , ....tt 1��.1 c,•n e ,{•.•:::� �: . — >r . -t I t) : „'� . �.tf:, , ,r n .,t � '.�% �JJti: . " _ Y � y. �.�,�!�C : �.f.... �.. �,'_ �..:.�} .... ....�i�� _.. .� „I. ` . . `•Y �� .4 O q � 4 r. �I r'� �_�'� �� S i; >� }! ;�. 1 ', _. � � ;,`c; W � � � � 2 �L _. __ _ �-....,�s, ATTACHMENT 5 TO � NORTH PURCHASE AGREEMENT Bonnie Brae Widening & Improvements project AGENDA DATE: DEPARTMENT: ACM: AGENDA INFORMATION SHEET May 7, 2013 Planning and Development John Cabrales SUBJECT - Z12-0014 (Masch Branch Rezoning) � � � Inr�ivir�ual Itern A Consider adoption of an ordinance of the City of Denton, Texas, providing for a zoning change from a Rural Residential (RD-5) zoning district classification and use designation to an Employment Center Industrial (EGI) zoning district classification and use designation for approximately 27.76 acres of land, generally located north of University Drive and west of Masch Branch Road, legally described as Lot 2, Block 1 of the Marriott Gardens Addition, in the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof; and providing a severability clause and an effective date. The Planning and Zoning Commission recommends approval (7-0). The City Council postponed this item to the May 7, 2013 public hearing (5-1). BACKGROUND On April 2, 2013, City Council considered the subj ect application. Due to the various questions of Council that went unanswered by the applicant's representative, the City Council decided to postpone the public hearing to May 7, 2013. Council's questions concerned how the property developed after 2001 when the Restrictive Covenants was executed, and what public safety measures and infrastructure requirements were included during the development of the property. Council directed staff to meet with the applicant to address their questions. Since the public hearing staff has met with the applicant's representative and applicant several times. The following items were discussed at those meetings: • The applicant provided a history of the subject property, their understanding of the Restrictive Covenants, and their misunderstanding of the terms and conditions of the agreement as it related to development of the property. • There have been a total of 22 Certificate of Occupancy applications that have been approved by the City within this development. During the review of Certificate of Occupancy applications, the subject buildings are inspected by the Fire Department, Building Division, and Code Enforcement. • The applicant performed a LOMR that removed a portion of the development from floodplain. The City is in the process of working with FEMA on ensuring that the flood maps be revised in this area. Some of the approved LOMRs were not incorporated into the latest maps in 2011. The Marriott Gardens LOMR is one of those approved LOMRs. Agenda Information Sheet May 7, 2013 Page 2 • According to the applicant, there is only one building on the property that is sprinklered. That building is where Safety-Kleen is currently occupying. • According to applicant and applicant's representative, the majority of the truck traffic along Masch Branch Road is from gas well operators servicing surrounding gas wells and from Denton County's operations located immediately north of the property. • The applicant agreed to meet with the city Utilities Department to discuss current utilities serving the development and potential infrastructure requirements that may be needed to adequately serve the existing and proposed uses. As of this writing a meeting with the applicant and the city Utilities Department has not yet been scheduled. Prior to meeting with the applicant again, staff wanted to meet internally to discuss current utilities serving the development and potential infrastructure requirements. A member of the Building, Fire, Electrical, Engineering and Legal Department met on April 30, 2013. The following items were discussed at the meeting: • The Fire Department during the review of Certificate of Occupancy applications inspected for life safety issues. However, outside of life safety issues, they are not able to enforce other current Fire Code requirements unless the propose use is more intense or a new building is constructed. • Similarly, the Building Division during the review of Certificate of Occupancy applications inspects for life safety issues, but unless there is a new building proposed, they are unable to enforce other current Building Code requirements. • Denton Municipal Electric currently provides service to two buildings on the subject property. They are the two furthest buildings to the west. Service to these two buildings started around 2003. • DRC Engineering discussed that since the subject property was platted and that adequate rights-of-way dedication was dedicated on the plat, no other public requirements could be exacted. • Planning staff using aerial photography from 2001, 2003, 2005, and 2007 determined that the majority of the post 2001 buildings were built between 2002 and 2003. Three new buildings were built and two large add-ons to two existing buildings were constructed. Between 2003 and 2005, three additional buildings were built. Between 2005 and 2007, four smaller add-ons to two existing buildings were constructed. Refer to Exhibit 16, which illustrates the buildings that were constructed after 2001. On April 23, 2013, the applicant's representative requested that the public hearing scheduled for May 7 be rescheduled to a subsequent meeting due to a meeting conflict. Refer to Exhibit 15 for the applicant's representative's request. Agenda Information Sheet May 7, 2013 Page 3 A copy of the Restrictive Covenants and a draft copy of the letter sent to the applicant after it was determined that the agreement was breached is attached as Exhibit 13 and 14 for your review. On December 19, 2006, the City Council adopted an ordinance that annexed the subject property into the corporate city limits. As a result, the subj ect property was assigned an initial zoning district of Rural Residential (RD-5). The subject property was voluntarily annexed into the City as a result of an agreement between the property owner and the City. The agreement stipulated that if the uses within the property were expanded beyond the building footprint that existed at the time of the agreement, the City would have the right to voluntarily annex the property. The City began the annexation proceedings when it was determined that the property owner violated the agreement. This is the second zoning change request for the subj ect property. The first zoning change request was in 2008. That request was to rezone the subj ect property from a Rural Residential (RD-5) zoning district to an Industrial Center General (IC-G) zoning district. The purpose of the zoning change was to make the existing uses conforming. The current zoning of RD-5 does not permit industrial and office uses, thus rendering the existing uses as nonconforming uses. An approved zoning change to IC-G would have allowed for light manufacturing by right and heavy manufacturing with a Specific Use Permit (SUP). In conjunction with a proposed zoning change request in 2008 the applicant also requested a Comprehensive Plan amendment for the subject property from an "Employment Centers" land use designation to an "Industrial Centers" land use designation. The request for a Comprehensive Plan amendment was required because the zoning change request to an IC-G zoning district did not conform to the existing future land use of Employment Centers. Prior to considering the zoning change request the proposed zoning district and the future land use designation must first be in conformance. On June 3, 2008, the City Council considered and voted 3-3 to approve the Comprehensive Plan amendment request. However, a tie vote results in a denial for the requested amendment. Because the Comprehensive Plan amendment was denied, the request for rezoning was not considered due to the proposed rezoning request would not have been in conformance with the future land use designation. Initially, in 2008, the applicant proposed an IC-G zoning district to bring existing uses into conformance (including heavy manufacturing). However, after recently meeting with staff and with a written interpretation regarding the definition of heavy manufacturing, the applicant has decided to rezone the subject property to an EGI zoning district. The meeting and the written interpretation clarified that existing uses which were thought to be heavy manufacturing are more in line with light manufacturing. An approved zoning district of EGI would permit offices and light manufacturing. The major differences between the first zoning change request and the current zoning change request is that a Comprehensive Plan amendment is not required and heavy manufacturing will not be a permitted use. Agenda Information Sheet May 7, 2013 Page 4 In 2008, there was approximately 37,000 square feet of vacant leasable space, out of a total approximately 343,845 square feet. There were 32 tenants and 8 vacant spaces. Since then, the applicant has been leasing those vacant spaces and leasing previously leased units pursuant to Subchapter 35.11.5 of the Denton Development Code (DDC). This section notes legal, nonconforming uses are allowed to continue operation indefinitely. However, whenever a nonconforming use is discontinued for six months the use of the premises shall be in conformance with all applicable codes of the City. The term "discontinue" is defined as the property or structure is vacant and no attempt to market the property is observable on the property or from the exterior of any structure, or that the property or structure is vacant and City taxes owed on the property are delinquent. Currently there are a total of 22 Certificate of Occupancy applications that have been approved by the City. The majority of uses that have been approved have been offices and light manufacturing uses, both allowed in the EC-I zoning district. Public notification information is provided in Exhibit 6. As of this writing, staff has not received any responses from property owners within 200 feet of the subject property. PRIOR ACTION/REVIEW December 19, 2006 March 26, 2008 May 6, 2008 June 3, 2008 March 6, 2013 April 2, 2013 OPTIONS Annexati on Planning and Zoning Commission Public Hearing City Council Public Hearing City Council Public Hearing Planning and Zoning Commission Public Hearing City Council Public Hearing 1. Approve as submitted 2. Approve subj ect to conditions 3. Deny 4. Postpone consideration 5. Table item RECOMMENDATION The Planning and Zoning Commission recommends Approval (7-0). The Development Review Committee recommends Approval of this zoning change request. Agenda Information Sheet May 7, 2013 Page 5 EXHIBITS 1. Staff Analysis 2. Location Map 3. Future Land Use Map 4. Existing Zoning Map 5. Proposed Zoning Map 6. Notification Information Map 7. Site Plan 8. Letter from Applicant 9. Land Uses in 2008 10. March 26, 2008 Planning and Zoning Commission Minutes 11. June 3, 2008 City Council Minutes 12. March 6, 2013 Planning and Zoning Commission Minutes 13. JVC Restrictive Covenants 14. JVC Letter 15. Email from Applicant's Representative 16. Site Plan with Pre and Post 2001 Development 17. Draft Ordinance Respectfully submitted: ��" � �� .�� .�� ,��. � � �,,,� � � Brian Lockley, AICP, CPM Planning and Development, Director Prepared by: Ron Menguita, AICP Planning Supervisor EXHIBIT 1 STAFF ANALYSIS DRC Date: January 10, 2013 CASE #: Z12-0014 P&Z Date: February 20, 2013 DDC SECTION: 35.3.4 Project Number: Z12-0014 Request: The applicant is requesting a zoning change from a Rural Residential (RD-5) zoning district to an Employment Center Industrial (EGI) zoning district for approximately 27.76 acres of land Applicant/Property Owner: Location: Size: Existing Zoning Designation: Future Land Use: Case Planner: DRC Recommendation: Summary of Analysis: Masch Branch Realty, LP 2281 N. Masch Branch Road Denton, TX 76207 North of US 380 west of Masch Brand Road Approximately 27.76 acres Rural Residential (RD-5) Employment Centers Ron Menguita, AICP The Development Review Committee recommends approval of this zoning change request. The subject property is located within an Employment Centers future land use designation. Employment centers are intended to provide locations for a variety of workplaces, including limited light manufacturing uses, research and development activities, corporate facilities, offices, and institutions. Employment centers are also intended to accommodate secondary uses, such as hotels, restaurants, convenience shopping, and child-care. Adequate public facilities shall be a criterion by which zoning is granted. Additionally, employment centers are intended to: 1. Encourage the development of office and business workplaces in close proximity to housing civic, and recreational uses; 2. Promote excellence in the design and construction of buildings, outdoor spaces, transportation facilities, and streetscape; 3. Direct the development of workplaces consistent with the availability of public facilities and services; and 4. Continue the vitality and quality of life in adjacent neighborhoods. Findin�s of Fact 1. The subject property is located within a future land use designation of "Employment Centers" by the Denton Plan. 2. The subject property is located within a RD-5 zoning district. 3. The RD-5 zoning district was assigned to the property when it was annexed in April 2007. 4. The approximately 27.76 acre subject property is located north of US 380 west of Masch Brand Road. 5. The subj ect property is platted as Lot 2, Block 1 of the Marriott Gardens Addition. 6. The subj ect property is currently developed with industrial and office related uses. 7. The subject property is within the boundaries of the Denton Municipal Airport Overlay District. Specifically the Airport Compatibility Land Use District (ACLUD) sub-district 2. 8. According to the City's Mobility Plan, Masch Branch Road is classified as a Collector Road requiring a right-of-way of 73-feet. 9. The Denton Plan designates this area as an Employment Centers future land use. Employment Centers is defined in the Denton Plan as centers intended to provide locations for a variety of workplaces, including limited light manufacturing uses, research and development activities, corporate facilities, offices, and institutions. 10. Light manufacturing is a permitted use in the EGI zoning district. Light manufacturing is defined as - Industrial operations relying on the assembly of products using parts previously developed from raw material and not classified as a point source of obj ectionable pollutants. 11. Vacant units within the subject property is being marketed for office and warehouse use. Office use is permitted in the EGI zoning district. Warehouse use is permitted in the EGI zoning district with a limitation L(34). L(34) = Permitted with no more than 150,000 gross square feet and 8 truck docks. All docks or loading bays shall be to the rear or side of the structure and not viewable from the street. The buffering standards for outdoor storage shall apply, both to any outdoor storage activity and to the loading docks. 12. A zoning change to EGI would not require a Comprehensive Plan amendment. 13. The environmentally sensitive areas (ESAs) map shows stream buffers ESAs in areas that seem to be fully developed at the west and southwest corner of the subj ect property. 14. FEMA maps show floodplain at the west and southwest corner of the subj ect property. 15. Water is available from the existing 8-inch mains along Masch Branch Road and within the development. Wastewater is available via the existing Masch Branch Lift Station near the northwest corner of the property. No additional infrastructure or supporting facilities are required to support the proposed land uses associated with the proposed zoning change. 16. The subject property is served by DME. Development Review Committee Based on the criteria for granting zoning change requests, information provided by the applicant, and recent site visits, the Development Review Committee finds that the request IS CONSISTENT with the surrounding land uses and general character of the area, IS CONSISTENT with the Denton Plan, and IS CONSISTENT with the Denton Development Code. Based on the above, the DRC recommends APPROVAL of Z12-0014. General Notes 1. Approval of this request shall not constitute a waiver or variance from any applicable development requirement unless specifically noted in the conditions of approval and consistent with the Denton Development Code. 2. All written comments made in the application and subsequent submissions of information made during the application review process, which are on file with the City of Denton, shall be considered to be binding upon the applicant, provided such comments are not at variance with the Denton Plan, Denton Development Code or other development regulations in effect at the time of development. Surrounding Zoning Designations and Current Land Use Activity: North��est: North: Northeast: Eatraterritorial Jurisdiction (ET� Rural Residenrial (RD-5) Ea�traterritorial Jurisdiction (ET� Undeveloped Maintenance facility owned by the Single Family Lot County of Denton West: � ' � East: Eatraterritorial Jurisdiction (ET� ' ' - � - ' � Ea�traterritorial Jurisdiction (ET� Undeveloped � � • - ' - - � Gas WeIULTndeveloped South��est: South: Southeast: Eatraterritorial Jurisdiction (ET� Employment Center Industrial Ea�traterritorial Jurisdiction (ET� Undeveloped (EC-� Undeveloped Single Family Lot Source: City of �Denton Geographical Information System and site visit by City staff � Compatibilitv with Surroundin� Land Uses The subject property is within an Employment Centers future land use designation, extending south to University Drive, see Exhibit 3. The property is located within a RD-5 zoning district and is currently developed with industrial and office related uses. Existing land uses surrounding the property to the north are a maintenance facility owned by the County of Denton, undeveloped land to the south, west, and east. Located on the southeast corner of Masch Branch Road and Hampton Road is a gas well and further east along Hampton are two residential structures. Comprehensive Plan A. Consistencv with Goals, Objectives and Strate�ies: The subject property is located within an area designated "Employment Centers" by the Denton Plan. Staff finds that the proposed use is consistent with the goals, obj ectives and strategies of the Denton Plan. B. Land Use Analvsis: The following table identifies the land uses permitted for the RD-5 and EGI zoning districts: , , . -,. Agricultural P P Live Stock L(7) L(7) Single Family Dwellings P N Accessory Dwelling Units P N Live/Work Units P N Community Homes for the P N Disabled Group Homes SUP N Manufactured Housing P N Developments P= Permitted, N= Not Permitted, S= Specific Use Pe rm it . , �. ' Home Occupation P N Sale of Products Grown on Site P N Hotels N P Bed and Breakfast L(10) N Retail Sales and Services N L(18) Restaurant or Private Club N P Drive-through Facility N P Professional Services and Offices N P Quick Vehicle Servicing N P Vehicle Repair N P Auto and RV Sales N P Laundry Facilities N P Equestrian Facilities P N Outdoor Recreation P N Indoor Recreation N P Conference/Convention Center N SUP Major Event Entertainment N P Commercial Parking Lot N P Administrative or Research SUP P Facilities Broadcasting of Production SUP P Studio Temporary Uses L(38) L(38) P= Permitted, N= Not Permitted, S= Specific Use Pe rm it , , -�. -. Printing / Publishing N P Bakeries N P Manufacture of Non-odoriferous N P Foods Feed Lots SUP N Light Manufacturing N P Wholesale Sales N P Wholesale Nurseries P L(32) Distribution Center/Warehouse N L(34) General Warehouse, Retail N L(34) Self-service Storage N P Construction Materials Sales N P Wrecker Services and Impound N SUP Lots L(29) Kennels L(14) P Veterinary Clinics P P Gas Wells L(27) L(27) P= Permitted, N= Not Permitted, S= Specific Use Pe rm it . , �. ' Basic Utilities P P Community Service N P Parks and Open Space P P Churches P P Semi-public, Halls, Clubs, and N P Lodges Business / Trade School N P Adult and Child Day Care P P Kindergarten, Elementary School P N Colleges N P Mortuaries N P WECS (Free-standing Monopole L(41) SUP Support Structure) WECS (Building-mounted) L(42) SUP P= Permitted, N= Not Permitted, S= Specific Use Pe rm it L(7) = Limited to two (2) animals on parcels one (1) to three (3) acres in size. Addifional animals may be added at a rate of one per each acre over three. L(10) =All restrictions of L(8), but limited to no more than 5 guest units. L(1 �t) = Uses are limited to no more than 10, 000 square feet of gross floor area. L(18) = Uses are permitted only in associafion with Gas Stafions and are limited to no more than 5, 000 square feet of gross floor area except adjacent to I-35 then uses are limited to 10, 000 square feet of gross floor area. L(27) = Must comply with the provisions of Subchapter 22, Gas Well Drilling and Producfion. L(29) = Wrecker Services and Impound Lots must comply with the following provisions: 1. The subject lot shall comply with the provisions of the Texas Administrative Code, regarding Vehicle Storage Facilities. 2. Lot Screening: All stored vehicles shall be opaquely screened from all rights-of-way and residential uses and zoning districts. 3. Parking and vehicle storage areas associated with wrecker services and impound lots activities are not allowed within undeveloped floodplain, water-related habitat, and riparian buffer environmentally sensitive areas (ESA). 4. Best management pracfices addressing storm water quality must be implemented and maintained on site. Management pracfices must aftain the pollutant removal capabilifies recommended for parking areas in the Integrated Storm Water Management (iSWM) manual, as published by the North Central Texas Council of Governments, or similar pracfices consistent with low impact development (LID) approaches. L(32) = Not allowed to locate adjacent to an arterial and within 1, 000 feet as measured from the nearest property line of a sezually oriented business to the nearest property line of any other sexually oriented business, adult or child daycare, any elderly housing facility, hospital, any residential use, public open space. L(3�t) = Permifted with no more than I50, 000 gross square feet and 8 lruck docks. All docks or loading bays shall be to the rear or side of the structure and not viewable from the street. The buffering standards for outdoor storage shall apply, both to any outdoor storage activity and to the loading docks. L(38) = Must meet the requirements of Secfion 35.12.9. L(�tl) = Lots where the proposed WECS will be located shall have a minimum lot area of two (2) acres. A maximum of one (1) WECS is permitted by right. Mulfiple WECS are permifted only with approval of a SUP. L(�t2) = Building-mounted WECS may not extend higher than ten (10) feet above where the WECS is mounted on the building. The height shall be measured from the base of the WECS where it is mounted on the building to the highest point of the arc of the blades' elevation. If the WECS does not use blades, then height is measured from the base of the WECS where is mounted on the building to the highest point of the WECS. The following table identifies the general regulations for the RD-5 and EGI zoning districts: , . . Minimum lot area 5 acres 2,500 Minimum lot width 200 feet 50 feet Minimum lot depth 250 feet 50 feet Minimum front yard 50 feet 10 feet Minimum side yard 10 feet None Minimum side yard adjacent to street 50 feet 10 feet 10 feet, plus 1 foot for each Minimum rear yard foot of N/A building height over 20 feet 30 feet, plus 1 foot for Minimum yard abutting a single family each use or district N/A foot of building height above 30 feet � . . Maximum density, dwelling units per acre 0.2 N/A Minimum building separation 30 feet N/A � . � Maximum lot coverage except for 15% 85% agricultural buildings Minimum landscaped area 75% 15% Maximum building height 65 feet 65 feet Maximum WECS height 75 feet 75 feet Maximum FAR except for single-family uses None 0.75 Minimum yard when a use other than None N/A single family abuts a residential zone Fire and EMS This zoning change request application has been reviewed for compliance with the International Fire Code and City amendments to the Fire Code. The applicant is responsible for compliance with all applicable portions of the Fire Code and City Ordinances even in the absence of review comments. Water and Wastewater Demand and Capacitv A. Estimated Demand and Service Provider The estimated water or wastewater demands associated with the proposed zoning change request can be provided by the City. Water is available from the existing 8-inch mains along Masch Branch Road and within the development. Wastewater is available via the existing Masch Branch Lift Station near the northwest corner of the property. B. Available Capacity In the event that there are future demands, there is adequate capacity in the City's water distribution and wastewater collection systems. C. CIP Planned Improvements There are no planned public improvements for the water and wastewater facilities serving the subj ect property. Roadwavs/Transportation Network A. Estimated Demand Expanded and new uses may increase the demand on the roadway/transportation network. B. Available Capacity Masch Branch Road between University and the subject property is not of sufficient structural integrity to support the expect volumes and type of traffic the site generates and will generate. Masch Branch Road may require substantial improvements or upgrades in the near future. C. Roadway Conditions The subject property is accessed primarily from Masch Branch Road. Masch Branch Road is classified on the City's Mobility Plan as a Collector Road requiring a right-of-way of 73-feet. The roadway is currently a two-lane road. D. CIP Planned Improvements There are no planned public improvements for the roadways/transportation network serving the subj ect property. Environmental Conditions The environmentally sensitive areas (ESAs) map shows stream buffers ESAs in areas that seem to be fully developed at the west and southwest corner of the subj ect property. FEMA maps show floodplain at the west and southwest corner of the subj ect property. Wells (Public/Private) No public or private portable water wells are proposed for the subject property. Airports The property is within the boundaries of the Denton Municipal Airport Overlay District. Specifically the Airport Compatibility Land Use District (ACLUD) sub-district 2. Electric The property is served by DME. The estimated electric demands associated with the proposed zoning change request can be provided by DME. Park Facilities The proposed land uses associated with the proposed zoning change will not result in any increase in park demands. Comments from other Governmental A�encies None. EXHIBIT 2 LOCATION MAP � Feek 4 2dD 46p &Qp EXHIBIT 3 FUTURE LAND USE MAP � �� 9� 2aQ 4Qq BCId EXHIBIT 4 EXISTING ZONING MAP � F��t � �a� �� oa EXHIBIT 5 PROPOSED ZONING MAP � ��ae 6 2dYJ 400 8'06 EXHIBIT 6 NOTIFICATION INFORMATION MAP Public Notification Date: 200' Legal Notices* sent via Certified Mail: 500' Courtesy Notices sent via Regular Mail: Number of responses to 200' Legal Notice ■ In Opposition: 0 ■ In Fa�Tor: 0 ■ Neutral: 0 Percent of land within 200' in opposition: N/A 2/20/13 Ei 11 � � � �� a zoa aoo aoa � L� H W W � I� W � F�I � � �� fl � zs �� T � � ^ � � _v � � .'3 '. X? g€� m rq� �� '� n � _„� �,� z��; ��-��. �.� � T�- - , � r � , , �„ ,.= 1 ' -_�—,, � , � � � , �b. �_��, _ _ �� a ; , . � , , ��' F�� F �_ ' � -- �_ r . � � z � E � ' � =� ` ��x � � ` � �� ' � E � — _ i _ _ — � < M� — 4 � � � , _ ,�, _ « � }� 9va,� �nw� - � L . ', — . — _. ... . . . � . � .- .. . � E ��,-� `�`° � �-0EYA :3R§h� � � . , . . . mP�..�..�ra „ i j = i}UadNI:Y�4f�.V10. z53:. m J� �Sa ea�3ad ' i ` � Y-�16 �u . � P' .' Z'a't . = �_ � - .�xy . A mair rkce e!�us � - <. 3 ' 'N`aV °+� J _ _ ��3�s d TAf- �'� a� _�c,YU uacAa€ pGCb � t� # .: ; M9\NC_ �-1 � k�:S YS� e8 atma � � ._ • � �C� aa�ulBBS�aaa6aN�sW � . ... S �I u i �i��s_zuv5tiea!�c�94��&aMa?;w0 , : .§ . 1 .3 I � p�.3i. 4a�+ A� - ax�s.� .., � . . . � e v��;: �� ,�� ' ..� j �. � ��P�,�,�.ee, ��s�u � � ��` � � � � z �� - _ ,� __ �. r � �av-�ns e,� r �3�a.w^ � 7 '� . _.. _ _. � " .. � ' i �, £ '' ..__. - ��. . � 3 .�—�.�_.�: ; . s�v� ��vR ��v � ' . r . „�e:�:.., �.�$ , } i � �, a t ��v�sa�vua�s�a . � a ; ,_ E , : __. � + , �: 3 ; .,. �-.,-'��. ; t . .. ' '.. t .. �,.�"' �. �' � \ \ � �� gwa��a��i� EXHIBIT 8 LETTER FROM APPLICANT Proj�ct �1�rr��'ive Pra��ect D�escrAptionl�uminnary L��c�mber 6, 2fl'�� F'Qa��ni'ng [7epa�rt�aent City trf �lenfian 22ti N. Elm Street �i�r�tic�n, TX 76�01 Chair, I�eve��prn�nt I�evi�w Crar�mifitee; Th� subjeet pr�perty is �wned by Nlasch Br�anch Re�Jty, LE'. (her�ei�n�ft�r "t�wn�r"). Tlae �v,�ner be�an deve@csp��ng th� praperty in 199� f�r �as� as �ru indust�iaU ��smplex fa�r th� �r°irrrary purp�rse c�ff acc�mrru��ating I�eavy a��nd Gi+�k�t rra�ntafacturir�� uses �r�d tl�� ruck fira�"ic ass��i�t�d wit� th�se �ses. �h�re is c�rre�ntVy 337,845 sc��ar� fee# of building �pac� that is either accupiee� a�r �vailabl� for leasing by industrial a�d ��her ca�mpatibl� ter�ants. Th� �r�ape►ty is k+�cat�d� iu� the ar�a d�sign�ted as ACL'U�2 �rnd is ti�eref�are s�akaject to thase e�guC�tic��rs. The pra}a�rty vvas �nmex��ran io� 2p0� ar�d �ssfgn�e€i an in�itial zonir�g d�sigr�ation �f RC7-5 with � fufiur� Iland tuse designati+�n of ��-I. At th� ki�rne r�f ��nnexatic�ra, th� industri�l �mplex w�s fully develraped; th��fo�e, the RD-� designaticar� r,�us�d all of the �s�s orr the praperty �cr k�ecome 1�,gaC nanc��formi�g us�s, hn 2�IC]7, ira an �fFort tc� remedy th� �rablems caused �y #h� legal n�en-cr�nEorrnir�� use d�sugnatiar� ar�d the RC�-� zt�ninc� designata4n, th� Qwners fil�d � request fcor a��mpr�h�ras�ve Pla� am�r�drr��nt �nd a�equest tc� rez�rne the pr�perty ta dC-G� in arder tc� �ccamm�dat� th� heavy and light mar�ufacturirag af exASfiing tenar�ts �t t�e prc�per#y. Bcath r�quests were r�ccamm�nd�d far apprerv�l by th� Plan�ing �nd �ar�ir�c� Cammissi�a�, but �roth requests were d�nied by the City Council. I�r its �0�7 z�n�cag app#�c��ucan, fihe t7wner h�d r�eques�eri tt�e IC-C desi�n�tian because �42°Ja o� th� V�nd us�s on #h� pra�p��ky at �hat time wer� classifi��cl a�s "I�eavy Manaaf��turi�og" un�er the Cuty's �c�nung C7!r+�inan� which defin��s "heavy manufact�ring" �s t�ae p�c��uc�ion +�f � gc�ads wsir�g raw rnateri�l� �nd Rn�ch�nical p�arrver and m��hirr�ry+,,. ,At �h� tirn�, th� ir�terpre#ati�ra of �ity stafF w�s th�t "`heavy rnau�ufacturing uses wer� t�+as� tha� taegan wri#h rawr rma��rials �ra�i invalv�d p�acesses th�at turned t�ase u�aw rv�aterials int� finis��d ccamponerrts� +�r �r�pducts and irwcluck�ed items ccanstrtrct�d frarr��tt �'aw irc�c�, g�r�r�ih�, stee�, �raad, �nd atMe� raw �n�t�ri�As, �e�a�rse c�� t�ati �nt�rpretatir�n, rnany af t�� uses �exi�tirug �an tf�e property w�uld h�ve been pr�h►�ited uinder th� �C�'i desi�r�atGr�rr, ar�d the �►wvn�ir requ�st�d tN��; IC-+� d�sigrratian. Furth�er, giv�n �he nafiu�e c�f the wses �t the in�ustri�l park, �n� given th� �as�s s�rra�nding� th� prape�ty, the awners beli�ved t�r�fi the �C-G d�sign�tion was �onsMStent with use patterms araumd the prop�rty. Ftecen�fy, th� �wn�r initiated aanversatiar�s wittl� Cnty st��F rer��di�g tk�� rez�ning oi' �he F'irop��, �n� has been unforr�o�d by Cit�/ staff' that the curr�nt �ses on the pro}aer�ty wc�uld tae 9egallly �IV�w�d under the �C-I desi�natiar� curr�ently listed for the prc��rky on the �utur� ��nd use ma�. "fhe f��rvner has p�rs�vided a �i�t of cur��nt us�s ta Gity stafF, has h�ad canversatia�ns uvi�h Gity st��f, and has nr�et uvith City sta�F fn order t� obtain a canfid�nc� th,at fib�e current was�s v+�ould be legally allc�vv�d under tMe EC-U zani�ng d�:s�gn�tiora. 7'he C�ty has provided the owner wi�h a wriiten iinterpr�t�at��n r�t the defin'u#ion of ``He��ay NOanu�actur'rrrg" a capy crf which is a'�ac�ed hereta as Exhib"rt "A". Bas��d upan the input frr�rn C�ty stafif and the w�ittten i��rpa�ret�tian, the Uwr�er beki�v�s that the �urrent uses and similar #ypes of uses wc��ld be leg�i�'y allovued untle�r the EC-I zoning designat�on and is tR�erefi�re subrr�ift�i�g this app�icaficrn for rezc�ning af the prope�ky to EC-1. We ►�rrk fan�v�rd to warkin� with th� City tc� cc�mpl�te tFa� r�zoning pracess. Please �udvise if a�e�y �ddit6onal infa�m�tian i� naeded. ��speclfully, � VEC�ff� M'':��N'Iq� Repr�s�r�tative fcar Ntasch �ra�nch Re�lty, �P Exhik�it "/�„ N�v�m�rer 7, �{11 � C7ffi�i�q Int�rpreta�i�n — L�efi,nititar� c�f H�avy M�nu�a�ct�ri�rgi � �� ,� "l�� y �� j�� ,�� '� �t aa�r nr. ��.�r � r�s�rron+; r�x.�s > >sxo� . naa��s�a�r . �;aarsaa-s�a�-�ao� F"danning �rnd ��vel�rprrr�nt C1ep�rtt�n�n# � Ct�te: Na�veonb�r 7, 2Ci12 Tc�: Dentan I��v�la��ent Cade lrrt�r�r�t�tian File �ubJ�ct: p�finitican t�F Heavy l�llarrufa�t�ring �"his is an ofFici�l i�at�epr�iaticsn caf Subcha�pter 35.�3.� e�g�rdi�g the defrrition c�f H��vy Ma��acturimg. GurrentBy He�vy M�r�ufackurwng is define�l� in �h� C}ent�an t��velcrpm�n� �ode as: 1rad�rsir�aJ a�er�tirans fc,r the y�rc�du�t��rr �af a��c�d �rsin� r�w rrr�t�ri�ls arrd raaeehanic�i �rc�w�r �rrd r�a�chii�e�r7�. Ft�ur mat�ri�l� �re can�ider�d unr��c�c�ssed rnat�rials tFu�# are stilU �n its natura! state. Exampl�s �f unprocessed �at�raals �ur�; I�tex„ iran �r�, Ic�gs, cra�d� oil, �nd cc�tkt�n. A r�w �nateri�G is any rrn�t�ri�aN #hak can tae process�d inta a serni- finish�d materi�l. N+�t�: Apl in�dustc�iak uses shal� carnpNy with S��t%on 35.92.91 of th� aent+�n C?ev�lrap�ent �ad�, Indus�trial P�rF��rrranwc� Skandards. Appraved by: ��ry� � Bri�n L�ckl�y> AIC�, �CPM N�t�rim Clirect�r 4f Pl�nnin� anr� CDevelmpanenk 1 A&W PROflUCTIONS 2 ALLIED HANDYMAI�[ SERV 3 AMERICAN AUTOMATION 4 ASTRUM GROi�P 5 BILLY BOUNDS 6 C2M2 CONSTRUCTION 7 DIAMQND L ELECTRIC 8 bfSH �[ETWORK 9 EUCL[D CHEMICALS 10 FLOW��t'5 BAKERY 11 GDODFRIENL} AIRCRAFT 12 GRAYSON STpNE 13 JTM MATERIALS, ]NC. 14 Kll�fG CUSTOM CYCL�S 15 Mar-Properfies Shop/Office 16 METAL DIRECT 17 NpRTH T�XAS BPEEDLIf�I 1s NUCON Si��L 20 PEERL�SS MFG. 21 PETCALLS 22 POLLEYCOIGRA�H[CS 23 PROCQIL TEXAS, LP 24 RIB RANGERS 25 RYDER 26 AIRLOCK STUDIOS 27 SAFETY KLEEN 28 SHEA SERVICES 29 SUPERIOR OPTIMIZATI�N 30 TACOR, INC. 31 W EAiHERFOR� 32 W INGFOOT COMM TIRE 33 34 35 36 37 38 39 40 41 7his infori Compiled 1125I2008 2329 2301 2321 2273 2271 2321 2301 2301 2281 2301 2321 236'f 234� 23fl � 2273 2269 2321 2279 2321 2269 2281 2321 2321 23�� 359-366 6/19/2007 24Q 4 /2 412 0 0 6 344 121�12008 20Q 10/10/2007 303 1127120a7 2i Q 8/1/2045 301 12/15/2002 100 12/1/2004 Bldg 2 10/15/2002 33Q 3/1/2003 2�5 3/1/2006 229 7/'[7/2002 300 8/1/2006 221 6/12I2006 312 311/2�a4 �i�1 31'1512007 �� i1 sizoo�r 3Q0 7/27/2007 �1da 1 10I112003 307 9/'112Q02 Bldg 3 71i12003 81'1 I2006 31$ '1']/1/2005 328 $1112002 2�1 71112D02 424 121151200f Exhibit 9 8,b00 Peterbuilt distribution �C-1, IG� 2,Q00 Refurbish vinta e aircraft arts IC-E, IC-G 4,000 Mfg custom trailer hi#ches from raw materials IC-G 2,QQ0 Computer W hoslesale warehouse EC-I, [C-E, 1,000 Race Car Mfg & Repair IC-E, !GG 'E2,OOD Raw material-iron fabrication, E�ea mf IC-G - 2,Q00 WarehauseforElectrician �C-C, EC-I 4,115 Satellite installation dispatch EC-C, EC-I 10,OQ0 Store, mix and disfi.ribut�: concreie addiUves IC-E, [GG fi,6Q� Bake distribution IGE, [C-G 3,OOa Refurbish vintage aircraft 1GE, fGG 7,76Q Mfg custom granite counter iops 1GG 1,2D9 Truck dispatch - offices EGC, �C-[ 2,D00 Customize motorc cles IGE, IC-G 4,$92 Leasing compan offices EGC, EC-i 9 O,R00 Sh�et metal distribution IC-E, IC-G 1,000 Truck bedliner installation IC-E, IC-G 70,000 Residential Housing frames IC-G 16,000 Manufacture, assemble and distribute fi�ures IC-E, IC-� 1,000 Mobile vet clinic EGC, EC-I 2,500 Vin 1 Si na e Mf 8� Assemb] IC-E, IC-C 16,000 Oil fie[d parts distribution IGE, IC-G 3,000 Product storaqe and Distribution [GE, [GG 6,000 Music production & distribution studio IC-E, IGG 65,000 Specialized rec clin IG-G 1,209 Truck dis atch - otfices EGC, EGI 5,OD0 Well m�nitoring services IC-E, IC-G 5,000 FAA repair#acili 1C-E, 1GG 12,000 Oi] field testin services EC-C, EC-I 10.000 Cornmercia[ ffre safes - serv�ce 1GE. ]GG 2281 10fl-20a 4,fl00 Truck dispaich - offices 23�1 243-260 8,000 Expansion for hea mf iron works 2329 320-323 4,000 Oi[ Fielcf Equipment Distributor 2277 1D,000 Pavin Co Administrationlestimaters 23�1 219-22a 4,000 Distribution Center 2301 216 2,000 Fi[e S�orage 22i3 200 4,000 PowderCoating 23�1 311 1,000 TxDot Suppl storage piled based upon current and past uses of the �roperty located within #he Masch 6ranch Busine ark. 4 + �- �.� �� '��lr(--�` Date: � ! �� 4 i�� Notarized 8�.�� '�-2�v;� �` EGG, EC-I IC-�,IC-G IGE, IGG EGC, EC-I IC-E,IC-G EC-C, EC-I IC-�, IGG IGG SH�RRY �. GI�Y h�Y CO�IM15S10N EXPIfiES �Srr�er7, 20� �� 1 7 3 4 5 6 7 8 9 18 1't 12 '13 14 15 1fi 1T 18 19 2a 21 2Z 23 24 25 1 2 3 4 5 s 7 8 9 1a 11 12 13 t4 'E 5 ts 17 t8 '[ 9 2a Z1 Z2 23 Z4 Z5 89 C�MMISSIDNER WATKINS: 7hat 6rings us dawn ta 56, Comprefiensi�e Plan Amendment far appmximately 33 a�res of land from Emplayment Centers tand use to Tndustrial Centers land use designatlon. 7he property is lacated within rural residential RD-5 zoning distri�t. Ron? MR, MENGUITA: Thank you, Chairman, members af the Cammissian. The purpose of this comprehensi�e plan amendment request is to amend the future tand use designation forthe su6ject property from Emplayment Centers to Industrial Centers. At�ording ta the Appiicant, the purpose is to ha�e the language designat€on more cansistent with the existEng uses of tfie ProPertY• The subje�t pcoperty is located west of the I 35 as shown here in red. If you were to fofiaw Uni�ersity �ri�e west, and then north on Masch 6ranch, the subject:property is lacated approximateEy 500 feet from that intersertion. This is a more close-up �iew. As you can tell, the subject praperty is almost fully de�eEaped, with light industrial and oFfice uses and ather manufacturing uses, as well. Brfef histary on the property. The property was annexed as a result of an agreement 6etween the property owner and the City when it was -- when an agreement between the City and the prvperty owner was reached. According ta the STflFFELS & ASSOCIATES DENTflN, TE?CA5 94ff-565-9T97 9Q agreement, it is stlp�lated that if uses within Yhe property were expanded beyond what existed at Che time of the agreement, tha# the City would ha�e the right ta �oluntarily annex tfie subje�t property. The City, after determining that the property owner had �iolated and expanded on tfie uses, proceeded with the annexatian proceedtngs. As a result aFthe annexatlon, the subject property recel�ed an initial xoning of R�-5, which is Rural Residentia€-5, which is the lowest intensity density aoning district a�ailabie in our Denton ❑e�elopment Code. The RD-5 �aning district, as it is xaned, does not permit industrlal or office uses, rendering the existing uses on that pmperty illegai and nonconfarming, Again, prior Co the annexation, thase uses were there legally. Hawever, with the annexation and ihe fnitial zaning af Rb-5, it ga�e Et a legaE nonconforming. Trie purpose, again, for the App[f�ant an the camp plan is to Yry ta get the comp plan language designation cansistent with what's �urrently there. Following the comp plan, they are also requesting a rezoning �hange for the property to comply with what is also located there. I want to point out that as a legai non�onf.orming use, the uses khere now pursuant to 5ubchapter 35.11, legal nonconforming uses, are allowed to continue fndeFiniYeiy. However, w.hen a]egaE non�onfvrming use is diseontinued for six monYhs or more, the premises sfiall conform with the Dentan ST�F�ELS $� A550CIATES DENT�N, TEXAS 940-5fi5-9797 23 af 31 5 � 2 3 4 $ s 7 8 9 '� 0 '� 7 72 43 '�4 'f 5 '� 6 7T 18 '19 20 21 22 23 24 i5 1 2 3 4 5 6 T 8 9 1U 17 iZ 13 14 15 1fi 17 18 '19 2U 21 22 23 24 25 91 Development Code in all of its regufatEons. The term dfscontinued means that the property, Masch Branch, is �acant, and no attempt to marketthe pi-aperty is observable on the property, ar fram the exterior of any structure, or that the praperty or stru�ture is �acant and City taxes owed on the property are delinquent. Again, this is the future language designatia� as it is taday, Employment Center. This is what's currently 6eing propased, Industriai Center. This is a nati.F�atlon map. And, as of today, Staff has not recei�ed any responses to the natices that were sent aut prior to ihis public hearing. 7he 5taff be�elapment Re�few Committee is recommending denial o� this Camprehensi�e Plan Rmendment request 6ased an the following, real quick. Pmpiayment Centers, whfGfi this area is designated in the camp plan, is centers intended to prv�ide lacation far a �ariety of work pfa�es, including limited light factary uses, research and de�elopment acti�ities, corporate facilities, and ofi`fties and institutions. Light manufacturing is a permitted use in the ECC and ECI, f�ighk manufarturing is defined as indusCrial operations relying on the assembfy.af produ�ts using parts pre�iously de�eloped from raw materiafs and not elassiFed as a point of source of o6jettEona6le pollutants. 3, 6ased on a list of uses that the Applicant prv�ided, it was determined by Staff that appraxirnately 24 to ST�FFELS & A55flCfATES DEtJTaN, TE?CA5 94a-565-979T 92 31 uses listed currentfy at this sfte wauld be allowed in an ECC and ECI. No. 4, �acant units withln the subjeet property is currently being rnarketed by the real estate de�eloper that's fiired as ofFices and warehauses. Naw, otfices and wareho�ses are permitted in the ECC -- I am sarry, oFfices are permitted in the ECG and.ECi. Warehauses are permitted in EGI with a 11 mitation. No. 5, a aoning change to ECC or ECI, if the AppliGant chaases, wouid not repuire a Comprehensi�e Plan Amendment. And fasC1Y, tfie subje�t property is lacated in the middEe of an Emplayment Center. If we were to grant the Comprehensi�e Pian Amendment, we would be ereating isalaYed future land use designatian, and possihiy an isolated zoning district within the area that is not cansistent with the adjacent properties �urrentfy there. That concf�des my presentation. The Applicant is here and will 6e abfe to answer any questions. Howe�er, I will be happy to answer any questions at this time, as we€f. C�MMISSIDNER WATICINS: Any questians? Patricia Adams. M5, A�AMS: Good e�ening, Mr. Chairman, Commissioners, and 5taff. CQMMISSiDNER vUATKINS: Name and address., please. STdFFELS & ASS�CIATES DENT�N, TE?CA5 940-565-9797 Pa.ge 89 to 92 af 121 64�02�2ad8 16:08:10 AM -...:.: :...,:.m�_:�. .�::.:.. ::.:,:;:.: ��._ -.. ...: . . :.... .... . :: : . �... . . : .:.... _ ,��:�:... 1 2 3 4 5 s 7 8 9 10. 11 1.2 'I 3 14 15 �s 17 18 '19 zo 2'[ 22 23 24 25 1 Z 3 4 5 fi 7 8 9 �o 11 72 'i 3 't4 15 16 TT 18 19 20 21 22 23 24 25 93 MS. ADAMS: I'm sorry. My name is Patricia Adams. I am an atmrney representing 7VC Partners� A7ar-Properties, Ltd.., at ZZ81 Maseh Branch Road, 7b207. I ha�e, kind of, brpken my notes and comments up into two separate sections. Dne is for the Comp Flan Amendrrient and the otf�er is for zbning. Forgi�e me.if I, kind of, �ross o�er. But I am going to try to keep those germane to each one of those issues. i am going to start by taking ahaut -- and it is a little bit hard to separate them. Start by tafking a kittle bit about the Comp PEan Amendment, and appreciate the fact that we have gotten this prvject mo�ed Forward under Mr. Cunningham ta actuafly get to this point. There'ts a bit of frustration on the property owners part in this_ whole pracess. And. T want to, kind of, explain same of that to y'all from history. Because it does ha�e a �ery Iong history with Chis property. And we started -- we met with Kelly Carpenter taa�k in Dctoher of 2Q06. In No�emher af 2007 we presented a preapp[ication. And in the meetings with Ms. Carpenter and same other members af StaFf, we talked about what we had out there,.what was gaing'to he compatible. We talked ahout and pro�ided EnFormafion on tenants and their husinesses, and square footage, and percentage af the whole develnpment. And we were, hasieal�y, sort of told at that point that, well, we U�derstand it is a pr'edominant easement and. peapie need to gi�e STOFFEtS & A550GIATES QENTQN, TE7(AS. 940-565-9797 94 that same �onsideration. So we went ahead and .mo�ed forward. And there were changes in the StafF and Qe�eEopment Depactment, and so it toak a while. It kind of slowed down. And we didn't hear anything again until April. And then we dropped the ball and didn't respand for a �oupfe months, three months, I don't remember what it was, on same follow-u� q�estions. Sa we finafly got ba�k in the game and ha�e heen trying to get this Ching pro�essed, an[I ha�e heen pro�iding al! sarts af information to the Planning Department Co try to get this thing. thraugh, And I am a Eittle bit concerned af�out the recommenda�ion ta go to Employment Center based on the histary af this property, that being when it was annexed, it was already developed. I mean, there are no p[ans for de�e[oping anykhing else on this property at this point. It is Io�ated behind.one parcef of land that fronts 380, wliich is directly acrass from hea�y industrial, hea�y manufacturing. We do ha�e about 42 percent of our uses, our tenants out there, square faotage-wise, Chat are hea�y i.ndustrial. Sa the number may come dawn to 20. SCaff may be classifying 24 of 31, I belie�e it was, as hea�y indUStrial. Square footage-wise, it was af�out 125,000 square feet out of 298,000 square faot �amplex, Sa that's a bit far us. That's a bit to remain a nonconForming use. Because that's kind af whaYs happened to us in this prvicess with the default to the SiDFFELS & ASSDCIATES QEH7C]H, iEXAS 94�-S6r8797 04142J2008 10_fl8:10 AM � 2 3 4 5 s 7 8 9 �o '� 1 '# 2 'i 3 't4 15 �s 17 18 19 20 21 22 23 24 25 1 2 3 4 5 s 7 8 9 10 11 12 13 14 15 �s 17 18 19 zo 21 22 23 24 25 85 RQ-5. In Iooking at this process, we did laok at -- or I did €ook at the comprehensi�e plan, and tried ta Iook at Yhat to ad�ise whether or not, you knpw, this. was euen appropriate. And citing some of the de�elopment.plan, iC cafls for arderly de�elapment and management of balan�ed road to maintain a di�erse economy with opportunities Fo.r a fu[I array of uses. Well, we ha�e quite a full array of uses out at our compfex because we, basica{Ey, ha�e -- on the hea�y manuFacturing side we ha�e an entity that takes raw iron and constructs walkways, fences, omamental materials, uses raw materials to manufacture ornamenCal materials, buiEds aircraft f�ames fram the grvund up. We ha�e raw granite fhat makes. countertops. We ha�e one husiness that manufactures parts and assemhEes them For custom motorcycfes. So there is, kind af, a mix of hea�y and light industrial components, based on the StaFF`s interpretation of the definitions. We alsa a ha�e a company that collects and processes ha=ardous waste and ships those to landfills. And then we ha�e some standard users, like Ryder. We ha�e a few ofFices, but Chey are primarily dispatching type a.Ffices. 7hese are not corporate afF€ces, as EC, hasically, would en�isian, as Mr. Menguita., taasically; said, limited light manufacturing corporate faeilities. This is not whaC we are. We ha�e a hea�y and light manufacturing fa�ility peppered in STQFFELS & ASSOCIATES QENTON, TEXAS 940-565-9797 96 with a few odd uses For people wha need a reasanable rent. And so basically looking at the comp plan and the goals, you knaw, the ohjecti�e is to ha�e a ful! array.of land uses. And that's what we have got here. 7he se�ond objecti�e was to canserve the �alue of the buildings and en�ourage appropriate �se far the land. De�elopment of this praperty began in 1499. So we ha�e a!ot of buildings out there, and as they construct build[ngs For hea�+y manufacturing purpases, there are speciaE accommada.tions that are gaing to he made. And thase wi!! be designed and constructed For those uses. So tl�ey are only gaing to be attradi�e to ather peop€e who are wanting that same type of use, unless they want to came in and redo a lat af the insides af ihese buildings. 5o that is another thing that that -- that the Penton plan says that ane af the objecYNes is Ca r.onser�e the �alue of the buildings. And nobody wants, and we don't want as the property owner, buildings sitting out �here �acant. We want them to be used hy peopie fn the business they were built for. Alsa, we are in the ACLUD2 district. And under those regulations, basicafly listed as compatible uses it has pret�y much anything other than schools and same medical facilities. Sa we are out in that airpart disCrict, essentially. And the desirability For anyhady tv put a STOFFELS & ASSQGIATES QENTQH, TE7SAS 94�-565=9797 Paoe 93 to 9fi of 121 Z4 of 31 sheets �:. . .. .. ... ::...: . A�i:.'�'-L!:3eT."�via�'.a[_':.;:'.::.:�' .:.:.. .. . ....... . . . ' .. � .. _ _ �_.: . • . �: .. ... . ... :.. . .. .. .. .. :.. . .. . .. . . . : . ... —. .. . .. . . . .. - .. . . . . � .. . . . ' .: . . . . . .: '.:� -r'.i.'.:':.a t Eu..e:'r-�r: `.:�, � 2 3 4 5 s 7 8 9 �a 1.1 12 '13 14 15 �s 77 1.8 79 zv z� 22 23 24 25 : 1 , Z 3 4 5 fi T 8 9 �a 11 72 13 14 15 16 17 18 19 zo 29 22 23 24 25 97 corporate ofFice o�er in the airport district I don't think re.ally exists. You are going to see manufa�turing-type uses, peopEe that don't really care what the outside of their huilding Eooks.like. As far as the ather items in the comp plan, di�ision of services not being afFected, water and wastewater lines are hoth Being servlced by �ME and 17tL1, and so the proposed IC=G zoning would not create any additional burden on that. In conclusion, ❑n some of the comp plan, on the eomp.pEan portion, the Denton plan specificatly staEes that the comprehensi�e plan is not cast in stone, and that re�isions will he made when warranted. 5o I am asking the Planning and Zoning Comrnission to iake a serious look at this and put some mean�ng 6ehind the "not cast in stone" and �onsider the 42 perrent hea�y manufa�turing uses, SaD some-odd jo6s that are out there, huildings that are constru�ted for many industrial, hea�y, and .light manufacturing purposes. ThaYs their main . mar[cet, A wide �ariety of uses:do exPst that's consistent with the plan. We are served. by water and sewer Ei�es a�ready, so there is not going to he any other drain on the system. As f.ar as Mr. Frazier, as realtor, p.utting in a comment about these heing marketed as oFFces and warehouses, I can guarantee you, Mr. Frar�er did not open up the fle�elopment Code and look at the defEnition, or he would ha�e put hea�y and STOFFELS 8 A550CIA�ES DENTON, TExCA5 940-565-9797 98 Eight manufacturing and not warehouses. 6ecause we have, I 6elie�e, one warehouse user out there, and that is it. 5o I apologixe for that miseharacterization of the phrase, but that was just at the request of my staff to please tell us what you are marketing for, And we told them in a meeting that we are, essenfially, marketing Tor the same types of uses that w.e ha�e now, which is the industriai and manufacturi�g. So those are my comments on where we are. 7his case. is different. The property was already de�eloped when we came in. And I'm asking Tor y'all to gl�e some meaning to #hat �enton �e�efopment Code, it is not cast in stone, and �onsider whaC we are out there. Thank you. . CQMFTISSIONER WATKINS: Thank you. Any quest�ons? It Iooks Ifke yau did a good job. Anyone who wants to speak far this? Anyone like to speak for it? Anyone like ta speak against it? Qkay. We close the publi� hearing. ❑is�uss€on. CflMMI55FONER SCHAAKE: Can T ask a question of 5taff? MR. MENG�ITA: Sure. Yes. COMMTSSIDNER SCHAAKE: Fn our backup material, we ha�e.an ExhihEt 4, whiGh is existing zoning. And it appears that this is when it was annexed., it wenY to Rfl-5, is that a default mechanism? Mft. MENGUITA: That's carrect. STaFFEL5 & A5S�C�ATES DENTaN, TE}CA5 . 940-5fi5-9797 �5 oF 3 i s}ieets 1 2 3 4 5 s T 8 9 'I U �� 12 73 'f4 95 �s 1T 18 19 za z� 22 23 24 25 7 2 3 4 5 fi 7 8 9 14 11 12 13 14 '15 �s 77 'f 8 19 za 21 22 23 24 7� 99 COMMISSTONER SCHAAKE: And then we ha�e next ta it EGi. MR. MENGLIITA: Aight. COM�fISSIONER SCHAAKE: And is that a �acant area right naw? MR. MENGUITA; That is currently �aCant. COMMI55IONER SCHAAKE: That's what I thought. And then across the road you ha�e ICE. MR. MENGLIITA: 5outh of Llni�ersity ori�e, yes. COMMISSIpNER SCHAAKE: So we are proposing ❑n . ExhE6it 5? Mk. MENGLIITA: This is Staff's proposal, yes -- I mean, I am sorry. This is the Appficant's proposaE. COMMi$SIONER SCHAAKE: itighY. Sa when yau were talking ahout ha�ing that entire area EC1 -- MR. MEHGLIITA: I am sorry, Employment Center, which is thls right here, this'whofe area as Emp�oyment Center. CAMMI55IONER SCFfAAKE: The who[e area? MR. MENGLIITA: That's correct. This purple, EighC ia�ender area on the comp plan is Employment Center. COMFTISSIONER SCHAAKE: Okay. I am guess that's what -- i am ha�fng diFF�ulty trying to understand how it defaulted, first of all, to RD-5 when it was perfectly oh�ious what was there. MR. MENGUITA: Right. STaFFELS & ASS�CIATES OENTON, TE}CA5 940-565-9797 100 CDMMiSSIONER SCHAAKE: And that there is nothing happening an that what is naw ECi, that's �acant, and across the street we ha�e TCE. 5o what was the jusrtifieation for making this whole fihing EC? MR. MENGLJITA: The future land use, the comp plan, part of that Comprehensi�e Plan Amendment is the future language designatfon. The.-- T am going to assume that the planners that drafted the future land development plan, ❑r �omp plan, were [ooking at an area Far Ernploymeni Centers. This is one of four areas. Llnfortur�ately, I don't ha�e a map that iflustrates the entire city. However, this is one that's located on the northwest carner of the city as Empfoymen� Center. The Employment Center extends narth fram Uni�ersity, all the way up as it pans out and hits I 35. The reasan why they identify khis as an Employment Cenier, I do not know. COMMI55IDN�R SCHAAKE: So if this is denied, what happens to the existing uses that are there? MR. MENGLIITA: They remain as legal noncanforming uses. And they are there as Eong as, you know, they want to 6e. If say, Fnr example, if one of the users wants to lea�e, and the property owner �ontinues. to market that use, a future tenant, similar to what was there prfor, can stil! occupy it as light manufacturEng. Or if it is hea�y manufacturing, they can srtiq do that, as well. It is just when -- I knaw, it daesn`t fook fike that wouEd be any time when a new user woufd come in. ST�FFELS & A550C1ATE5 �ENTON, TE}CA5 940�fi5-9797 Paae 97 t� 1a.0.of 121 OR10212QQ8 T�:08:1fl AM 1 2 3 4 5 s 7 8 5 10 9'I 92 'E 3 't4 15 tfi 77 18 19 2Q 2'I 22 23 24 25 1 2 3 4 5 fi 7 S 9 't U t1 12 13 14 13 1fi 17 18 19 2Q 21 22 23 24 25 101 But if it is marketed far, you know, as long as it is marketed any use similarto what was there prior can oc�upy that same space. CdMMT55I0NEE� KING: Can I ask just ane further question? If an oFFce �ext daor to a manufacturer -- MR. MENGLiITA:. Right. COMP1I55i0NER KING: -- the ofFce., they mo�e. The manufacturer wants to take o�ertheir space -- MR. MENGUITA: No. It has ta be an oFEice use. COMN1I55ipHER KI[dG: E don't helieve there €s anything hetween LJni�ersity and this. It is a �a�ant fleld To Yhe west lt Is �racant. b1R. MENGLJITA: It.is �aCant. COMMI55IdNER KING: Yeah. That area right there. . MR. MENGLJITA: This right here, this pmperty to the �arth is eourny property. And that was recently annexed, as well, and is RD-5. Again., R�-5 is the initia! znning gi�en in the Iower density intensity, 5a the intent is to reaane that property to what uses that the de�eioper may want to de�elop, or whate�er is already currently there, sYmilar to what was going on in thfs location. CflMMISSIONER KING: 5o it defaulted tn the Employment Center because of the long term pEan. Hot.so much that y'a11 went out there and decided to mess with them, so to spea k. STOFFELS 8 A550GIATES �ENT�N, TEXAS 94Q-565-9797 �Q2 MR. MENGUITA: Right. •Exactly. LJsually wfi�at happens.wheri an annexation comes in, especially �f it is a �oiunteer annexa#ian, the following: public hearing the Applicant is aEready requesting a zoning change aEready. It is one af thbse.pro�edurals that we ha�e dane in the past. COMMY55I�NER LYKE: I'm �wst interested in the hackground. 5a this had been an El7? MR. MENGLIITA: It was. COMMT55I�NER LYfCE: And tiien th.e property owner, what was the agreement that this property owner �iolated getting himseff annexed? MR. M19ENGLJITA: Right. My understanding was that the agreemen� was that they could naY expand -- and Patricia may be abie ta expand a Iittle bit further -- may not expand what current uses there are now, Howe�er, when the City leamed that they did huild the new huilding, or expand on the existing buiiding, that triggered the filing of thafi agreement. . Therefore, the City. went ahead and started a pro�eeding for annexation on the property. C�MMI55I�NER LYKE: 50 they want to do what Yhey want to do, and ask if they can do it afterward? MR. MENGUITA: That's -- well, I think the agreement was we looked at potentialfy annexing the property some time ago, prior to ali this. And the pmperty owner at the time decided, welf, we don`t want to be annexed and en[er STOFFELS 8 AS50CIATES DEhiTQN, TEXAS 94Q-5fi5-9797 oalazlzoas �v:as:ia aM 1 2 3 4 5 s 7 8 9 iQ 11 12 13 '14 15 1fi 17 18 19 2Q 21 22 23 Z4 25 1 2 3 4 5 6 7 8 g 1D 11 12 13 14 15 �s 'I Y 18 19 zQ Z1 22 Z3 24 25 103 into the agreement that we are tafking about right naw, that they won't expand. But if they do, they wvuld be abie to be annexed; is that carrect? P15. AflAMS: That's correct on the agreement. But I would like tn speak again -- if yau want -- when you are fnished, so I ran gi�e more background. MR, MENGLJITA: Dn Yhe 6aard here is the land use plan designatian. And there we are referring to this area here, Yhat's the la�ender=looking area. And that`s one. This is anather area, the area o�er hera by the 4Eue is anather area, and by the LJni�ersity is another area desEgnated as Emptoyment Center. So StaFF, planners at the time were €ooking at -- planning for the City,.were iooking at an e�eri distribution of Employment CenEers throughout the CEty. That's my guess. COMMI55IONER WATKINS: Any questians? COMMI55IONER EAGLETON: I guess -- so do we ha�e two choi�es here, to amend the comp plan or to ch�nge the zoning? MR, MENGLJITA: We ha�e -- this first item is to cvnsider the Comprehensi�e Plan Amendment requests from Emplayment Center ta Industrial Center. StaFF`s recommendation is to deny this Comprehensl�e Plan Amendment. Fo]lowing this item, we wil! discuss the zoning case: GflMMI55IONER EAGtETON; dkay. STQFFELS & A550CIATES ❑ENTdN, TF�CAS 940-5fi5-9797 104 OQMMI552Q.HER SCHAAKE: And !n that order, first an amendment ta the plan, and then the zoning? Wou[iin't yo� do the -- if you amend the plan, then yau would indeed he aBle to do the FC as opposed to the EC. MR. MENGIJITA: Well, if StaTf -- or perhaps the Gommission, I am sarry -- Ef the Commission appro�es the Gomprehensi�e Plan Amer�dment, tfien that fs true. COMMI55iQ[dER i[ING: 7ust for this one iocation. Notthe whole area. MR. MENGUITA: No. We are looking at the subject property: Again, StaFF's recommendatian is not to approve the Comprehensi�e Plan Amendment, C�MMI55IONER VJATKINS: Mr. Cunningham, were you going ta make some contributian? MR. CLINNI[dGHAM: No. I was just gofng to say that's the reason why we do this in this order. The zo�ing, which is going to he the follow-up case, c6uidn`t be iegally appro�ed unless the Commission elected to recommend the change in the comprehensi�e pEan. 7he changing of the camprehensi�e plan has ta take piace fErst before we could change the zaning. Because the zoning that they are requesting is not permitted per the comprehensi�e pEan. OQMMI55IDNER EAGLETON: M19y quest[an, I guess, then is what's so bad about that? i am noC cEear on -- I mean, it sounds to me fike we want to slap their hands, but they are STOFFELS & ASSOC[ATES DENTpN, TE?CA5 94Q-5fi5-9797 Page 101 ta 104 of I21 25 af 31 sheets . . . .. . .:� , ��.�:r:-._,.e�,==.�.:.._,�,:�x,,.::_�,.:�:::.r:;_. .:_ .. .: . ..� . ...: . . .... � . -��:��r�. . . . . . , . . � ... . .: . . . . ---- ° -- - �.�+':�::� _ 1 2 3 4 � s 7 8 9 10 71 12 13 14 15 �s 1T 18 19 �o 21 22 23 24 25 � 2 3 4 5 fi T 8 5 10 �� 12 13 '14 15 ifi 1l 'I 8 99 20 21 22 23 24 25 1q5 annexed and they are paying taxes. Just p�t it in regular language, 6ecause it is kind vf cvnfusing tv me. What's the pras and �ons of us amending tfie camp pian and then �hanging the zvnin.g? MR. MENGUITA: The main cvn wvuld 6e creating, if we decide to go with the IC-G, creadng an isolated xoning district in this area. Again, this area is surrounded hy Employment Center. The tomp plan caf{s aut €or an EmpEoyment Center-type xoning district iq ECC ar ECI. Again, tl�e findings that F fisted, vne vf the things was the uses that are there . naw eould be allvwed in the ECC ar ECT, wht�h wauld not require a Camprehensive Pian Amendment. In additian, all the uses there were €egal naneanfarming. And they can cantinue to be there far as fong as they.want. 7hey were not gaing ta he for�ed aut. These, yau know, that's the main -- that's the multiple reasans we are recommending denial. COFIMISSIaNER SCHAAKE: I i�a�e anvther questfon. The pie�e that's right adjacent ta it that's now Ro-5, that's where the Caunty has their facility? MR. MENGLIITA: That's carrect. COMMISSIaNER SCHAAKE: What would you consider them to 6e? They are certainly not RD-5. If you had to label them, are they IC ar EC? MR. M'ENGUITA: They wvuld be -- STpFFELS & A55�CIATES �ENTpI�, TEXRS 940�fi5-979i 306 CDMN1I55IONER SCHAAKE: With what they are doing at thaC fa�ility? P1R. NIENGLIITA: I 6elie�e they are a maintenan�e and storage Facility. 5o they are proha6ly in�ol�ed in ligi�t manufacturing. They are not creating anything from rdw material. The wvrst case would be light manufacturing, and Yhat would he permitted ECI or ECC. COMMI55I�NER TH�MAS: So the County`s facility reaily �ou4d fall under either one of those -- MR, ME[dGEIITA: Under ECC ar ECI, carrect. Those twA xaning disYricts. Now, ECC the way it got started, ECC Emplayment Center, Industrial Emp[oyment Centee Cammercial, those wauld not he in the Comprehensi�e Plan Amendment, 6ecause €t fs in the Emplayment Genter future language designativn. CON1MI55T�NER TH�MAS: It.saunds IEke anather spot zoning �ase, with the vnly exceptian that they're already there. CO!'�iMIS5I0[dER KING: Isn't the camprehensi�e plan a littJe hlt of wishful thinking all the time? I mean, just fike talking about the de�+elopment earlier. It wvuld just he 6eautifui if e�erybady eame in and sald, great, we wii! faregv vur carparate colors. Put us in wi�at you designed and we know that we wili make enaugh money. People dan't care a6oui Fndi�g us. We w€EI he pmfitable, if we all li�ed In a perFect perFect world. And �onsidering there is no ane efse STOFFELS & A550CIATES f7ENTpN, TEXRS 94D-565-9797 27 af 31 sheets � � 2 3 4 5 6 l 8 g 10 17 12 13 14 '15 16 'I T 18 19 za 2'[ 22 23 24 x� 1 2 3 4 5 6 7 8 9 10 �� 12 13 f4 15 9fi '17 'I8 '! 9 20 21 22 23 24 25 �a� amund them that's come to the Emplvyment Center, and they are there, there are still other Employment Centers aut there for vther Emplayment Center quafiFed 6usinesses to occupy, then it is just a little bit vf wishful Yhinking, And I wvuld mv�e that we appro�e it. I would make a motion to appm�e. COMMISSI�NER WATKINS: Nlotion to appro�e? COMMI55I�NER KING: Yes. COMMISSIONER WATKINS: Second? COMF1I55I�NER TH�MAS: Second. COMMI55IpNER WATKTIVS: Se�ond hy Mr. Thvmas. Please �ote an the bvard. Se�en to xera to appmve. STflFFELS & A55QCIATES DENTDN, TEXAS 940-5fi5-9797 9D8 STpFFELS & R55flCIATES QEN7DAl, TEXAS 94D-565-9797 Page ip5 Yo 108 of 121 � 04� p Z� Z L30 �3 I[7: Uti: l V.A M 9 2 3 4 5 s 7 8 9 70 11 i2 13 14 15 '[ 6 1T 18 19 20 21. 22 23 24 25 R 2 3 4 5 s 7 8 9 7U '31 42 i3 'i4 i5 �s 7i 78 79 zv 21 22 23 24 25 i49 COMMISSIONER WATKINS: And that brings us to 5E, rezvning of approximately 33 acres for R�ral Residential RD-5 zoning district tv an Industrial Center General xoning district. Ron? MR. MEIVGUiTA: Chairman, and members of the Commission. Subject praperty as we had diseussed earlier of Mas�h 6ranch and Uni�ersity Rri�e, currently zoned C�D-5. The initiaf zoning due Co an annexation, �urrently annexed property to the City. The property owner is request€ng that it be rezoned tv IC-G, I am sorry, Industriai Center General. Ac�ording to the Appli�ant, the purpose of the rezoning is to rezone the property tv be �onsistent with the properties that are there currently. The current zoning dves not permit industrial office uses,. causing the subject prnperty to be -- subject uses to he [egal non�onforming uses. In conjunctivn tv Yhis rezaning request, is the Comprehensi�e Plan Amendment.request, which you all �ated to appro�e. Therefore, SCaFf`s recommendation at the time of this StaFF report tv 6e prepared was for denial. Howe�er, learning th�t Commission has appro�ed the Comprehensi�e Plan Amendment, mo�ing to the findings, pursuant bo 35.348, a zoning amendment shalI he issued only when the . Following standards are met. The first.standard is that the foiiowing rezoning conFvrms with the Future land use designation. STQFFELS & ASSQCIATES DENTQH, TE}CA5 940-5fi5-9797 ��o Now, if when we take this forward to City Counci€, and they take your recommendation and they approve the Comprehensi�e Plan Amendment, 5taff must agree upon that the zoning dves conform with the future fand use designativn. No. Z, the propased rezoning facility facifitates the adequate pro�ision of transportativn, water, wastewater, schools and parks, and other requirements in the public conveniences. The suhject property was served with waber and sewer on the property. Masch 8ran�h is a classified �olle�tor rvad. Howe�er, it is not buil� to its currenC standards as a eollector. Future uses or future expansion of this facElity may di�tate that the road he brought up to standards. With that, StafF is going to reeommend appro�al, with what was pre�iously �oted on on the camprehensi�e p�an. I would be happy bo answer any questions. And the Applicant is here, if you would like to ask her questions about it. EOMMISSFONER WATKINS: �uestions? P9S. ADAMS: Again, Patri�fa Adams, with ]VC Partners, Mar-Pmperties, Ltd., 22B1 Mas�h Bran�h Ftpad, Denton, Texas, 7fiZ07. I want to thank you �ery much for �onsidering our Comp Plan Amendment. And I ha�e a whvle list of things I want to.talk to you abvut. Zoning, essentiafly, which some of it I �o�ered in the comp plan discussion, eut I guess I want to start aut by saying that it has been a iong history with tliis STpFFELS & A55QCIATES �ENTQN, TF_}G45 940-565-9797 D410212408 10:08:10 AM 1 x 3 4 5 6 T 8 9 10 11 '12 '13 14 15 �s 17 'I 8 19 20 21 2Z 23 24 25 � Z 3 4 5 6 7 8 9 1Q 11 '1 Z 13 14 15 16 7T 18 79 iQ 27 22 23 24 25 �11 property. And we are really not a bad neighbor at all, A�tually, that county parce! was donated by the Marriott family. They ga�e that piece of land to the County. 5o that was donated to them. 7here are deVelopments that they ha�e in town Chat they are in discussions with Yhe City abouC donating easements and things like thaC. VIJe are really nota bad neighbor. We did ha�e a slip. And when I had gotten a phone �all, being told by my client that they were going to be annexed, and I said, what dfd you do, did you do something. And he, basically, said we expanded on a building. And I said, sorry. And he said, okay, I understand that. And so we messed up and got annexed. I don't know that iC is punishment to be annexed to the City. 6ut my arguments far this go primarily Co the nonconforming use status. Because we ha�e industrial users out there. And we ha�e in the past -- that's how some of our users got as large as they did -- as their businesses grew, they asked for additional spaces. And without the ability to expand those, they are gving tv go somewhere else and we are going to ha�e big �acant spaces. We ha�e one actua] indusTriaf user that we wou[dn't a�low.him Cv expand 6ecause of some Essues with him. And he did mo�e on somewhere else. So ihat`s a reality of the business side of this for us. 7his -- and this area is not de�eloped. The property that fronts 380 is not de�eloped. It is �acant. It, STOFFELS & A55pCIATES DENTpN, TEXAS 940-585-8787 112 basically, lias sorne iittle structure that looks like it rieeds to be torn down, because it fooks pretty bad. 6ut there is nothing going on there. And, hasicafly, with the percentage of hea�y manufacturing uses that we ha�e, and with the con�ern with the reGuirement that we would ha�e to come back in, and -- or that we would not be abEe to expand Those noneonforming uses, that's a big issue far us. 7he control the City has, with thaY 5L1P process, because we are going to ha�e to come back for an 5L1P for that hea�y industrial, because it is not a grant by an IC-G, it is a grant by SUP. 5o yoU do ha�e those controls and those buffers, whereas opposed tv the just standard nonconFvrming use status, we can stay there fore�er. And if we wanted to do anything, no, we can't do anything. Brat, also, the City doesn'C get any abifity io �ome in and say, okay, we want some addEtional buFFer and any oCher requirernents. So I think reaily that`s the City's control. And I do ask fve you, again, to gi�e us mnsideration on that. And we are realEy not bad neighbors, and we would like the IC-G zoning, eut thank you so much. COMMISSIONER WATKINS: Anyone eise to speak? Questivns? MR. CUNNING�tAM: Mr. Chairman, at this time I need for Mr. l+�lenguita to make clariFication. In his recommendatian to the Commission, he re�ommended an appm�al. Howe�er, it was STQFFELS & A55pCIATES �ENTON, TEXAS 944-565-9797 iQ9 to 112 of 12]. 28 of 31 sheets . .�;�.�:• -- • - ,� .h,r.-,�:�.::::>.: .::�:R ... - - — — -- - . _. �:.,.:.. _.: ..:. . ... .. ..:. . .. . . . :. :. _ .... . . �.:::..: :,... . .: .. : .:. ... ,... .. . ,.....:�,-:.x. �: �....�ek.�;.:�::_:: 1 2 3 4 � 6 7 8 9 �o 11 42 f.3 14 '� 5 �s '! 7 18 19 zo 21 22 23 24 25 � 2 3 4 5 s 7 8 9 �o '� 1 �2 13 14 ��v �s 17 18 19 2Q 27 22 23 24 Z5 113 prevfously a recommendatiqn of denia€. I wanted to clariFy that you are, indeed, changing the recommendatian, or did you misquote or, essendally, there is a discrepancq in the recommendation �erhally in the recommendapon that was written. MR. MEHGLIITA: Based on the findings, again pursuantto Che �riterfa for a xoning case, the StaFF's recommendation is to mcommend appro�a[, again, because ]t fs consisterrt, again, going back In the vote that was pre�iousfy voted on on the cvmprehensi�e plan. That's StaFF`s re�ommendabon, Mark, Co you -- MR. CUNIdINGHAM: T think we know what you mean �lowe�er, in your StaR` report you said recommendation of denfal. So we just wanted to make sure that you -- that iF you had some reasons to recommend denia[ in your StafF report, I would assume that, from a lega! standpoint, I don't know, I'm askfng the question here, would you maintain your reoommendation, since it fs a[ready written, and then it would 6e the discretion of the Planning and Zoning Commission to overtum your recommendation. MR. KNIGHT: That would Ge a correct statement, yes. MR. MENGLIITA: i will retraLt my rer,ommendation and based on StaFF's -- the StaR` report that was prepared -- Staff is re�ommending denial on the aoning �ase, the reason being that it will ereate an isolated xoning district in the S�OFFELS & ASSQCEAT�S DENTON, TE7CA5 940-5fi5-9797 114 area, and that's Staffs recommendatfon. COMMISSIONERTHOMAS: Mr. Chairman, unfortunate[y, we don't ha�e any Staif that's hee� here as long as you ha�e. That was a �ompliment, 6y the way. COMMI55TONER WATKINS: No; lt was not. COMMISSI�NER THOMAS: CouEd you refresh my memory, 6ecause many years ago there was a Git of a turmoil out in this area. And T think it was -- not thls sfte, but, quite honest€y, I think it is this site -- that the County has now in�ol�ing a zoning. And ]n order tv get it rezoned, because they were wanting to put an asphault plant out there, is that the site that the County [s on, isn't that the site that triey were wanCing to put the asphault on? C�MM1551ONER WATKINS: I think that's true. The most recenttriing, Che County dldn't come to a conclusfon about Geing annexed until after it had to be posted trie last t€me. MR. MENGUITA: ThaCs correct. C�MMI55XONER wATKINS: That`s a year ago, six months aga, or something. MR. M�NGUITA: Right. When thfs prpperty was being annexed, we sent out letters for properties heing considered for annexadon. And, as Mr. watklns said, we didn't get a letter from Che County any time. But I don't know if that's Che locatfon, actually. COMMiSSIONER THOMAS: well, the reason that I am STpFFELS & A550CiATES ❑ENTpN, TEXAS 94ff-5fi5-9797 29 af 31 sheets � 2 3 4 � 6 T 8 9 1� 11 12 13 14 15 16 77 18 19 2D 21 22 23 24 25 1 2 3 4 � s 7 8 9 �o �� '12 13 14 �� s 17 T$ 'i 9 2D 21 22 23 24 25 1�5 asking this, that q�estion, is 6etatase why it eame in, when we hlanket rezoned the City to the EC fnstead of the Industrial Center, I think it had to do with that �ase. That's toming to me now, and I just now rememqered. COM.MI55IONER WATKINS: I thought you we2 older than that. CflMMI55IONER THOMAS: At the end of the night, I am feeling that way. M5. ADAMS: I tan answer that, aCtually. I wii] just kind of -- that we were the.property thaC actually dld ha�e Che batthing plant out there. And it was out the2 for a numher of years. A�tua�ly, the hlstory of that was that the Marriotts wenC to the C€ty oF oenton way 6ack and sald, you know, where do you want us to put our batching plant, 6ecause we know that you are not going to Ilke ft. So it was out there. And as DeveEopment came out, people didn't like it. So what happened was the annexadon process skarted. And I was retained at that time to say we don't really want to be annexed, flur real cnn�em was that +nie had this permit from Dentvn to have triis GaKhing pla�t. And so, basically, under the law at that time and currently, ff a use [s afready exisking atthe time of annexation, or 9ff days hefore, then it is essentialiy going to he allowed. So, agaln, we are really not bad, we want to be good neighhors. We entered into thls agreement not to annex. STD.FFELS & A550CIAT�S �ENTON, TE]{A5 99�-5fi5-9797 1ifi we dldn't want to ha�e a big lawsult with the City of Denton. And we, basically, agreed that for a period of fi�e years we woufd nvt �e annexed, and use that plant for our own dri�eways and th€ngs, and we would move. So we did mo�e it during tHat time period. So that's wriat got Us on the annexation radar s�reen. Rnd then we ended up ptatt€ng that agreement into place. And we goofed and expanded a building and got annexed. COMMISSIONER wATKTNS: wasn'C Selwyn School the one that initially -- M5. AdAMS: Selwyn School, and L1NT compfalned aGout their ohservaYOry, whlch !s a aery far diseance away. So there were people that had concerns. So it was only there to continue For their own stufF, and then it got mo�ed. So that was the history. It wasn't the County, so -- COMMISSIONER WATKTNS: Tharik you. Than[c you. questlons? Compliments? COMM155IpNER SCHARKE: T appreciate the recommendation from the StaFF, tao, because I thlnk what he was simply saying is that once the CommissEon has gone ahead and appro�ed the amendm�ent, ortrie change to the �omprehensi�e plan, if that is accepted, .indeed, it means that this zoning �hange would �onform to the comprehensive plan. So i see the rationale forthat alteration in the re�ommendation. MR. CUIdNINGHAM: if I may, Cammfssioners, I wouEd STOFFELS & AS50CfATES QENTQN, TEXAS 990-5fi5-9797 Page 113 tD lI6 of 12]. L�14�[11jdVUtS 1V:i7iS:7.V HM � 2 3 4 5 6 T S 9 1D 11 42 13 14 15 16 �� 18 19 zo 21 22 23 24 25 1 2 3 4 5 fi r 8 9 1Q 14 12 13 '14 15 '16 17 'I S '19 2Q 29 �2 23 24 25 117 fike to direct your attention, just for edification purposes, if you wot�ld, that if you choose to remmmend appro�ai of the zoning change, I just want to broaden fihe horizon that this wifl not be just W al�ow these existing uses. That will open up the gates to allow a[I uses that are permitted within that zoning district. I just want to clarify that. COMMI55IQMER THQMAS: Weli, would you li[ce to expand upon that at this time about alf the aliowable uses, sin�e you are educating us? MR. CUIVIVINGNAM: I wiil deFer to Ron, if you would, refer to. the alternati�e uses For that zoning district. And just if you would read that into the reoord, please. MR. MEIVGUITA: In the harkup, I want tv -- we don't ha�e page numhers, hut part vf the �ackup is a list of permitted uses, both in the Rb-5 as well as the IC-G. If you Iook at the industrial land use categories -- COMMISSIDIVER EAGLET�iV; Page 156. MR. MENGUITA: Page 15.fi. If you Iook at IC-G, prir�ting and puhlishing is permitted with a limitation. 6akeries, manufactured food, food prvicessing., light manufacturing, hea�y manufacturing. As Patricia mentioned, if they were to pursue a hea�y manufacturing use, they were required .to apply for a Specific Use Permit. Wholesale sales, wholesale nurseries,. distribution centers, wholesafe storage and distribution, self°service storage, construction materials ST�FFEL5 & ASS�CIATES DENT�N, TEXAS 94D-565-9T9T 1t8 sates, junkyards and aubo wrecking. Again, that's with a Specific Llse Perrriit. And sanitary landfilts, commercial incinerators, firansfer svlutions, SUP, and then a gas well deyelopment with li�nitation, So Chose are the uses most fikely at that Io�ation, COMNlISSIDNERTHOMAS: Mr. Chairman, I don't see anything onerous ahout any of that, sv I mo�e that we recommend this to Councii #or appro�al. CaMMI55IONER WATKINS: That's a mvtion. Secvnd? All righty. Please �vte on the 6oard. 5e�en to xero. Exoellent. MS. A�AMS: Thank yo� so mu�h. � 2 3 4 5 fi 7 8 9 1Q 1'i 12 13 14 95 16 1i 18 19 zo 21 22 23 24 25 � 2 3 4 5 6 i 8 9 i0 11 12 13 14 15 16 17 18 19 ?D 21 22 23 24 25 119 ST�FFELS � A55�CIATE5 QENTQN, TE]CAS 94D-565-9797 1�0 STOFFELS & ASSOCIATES DENTON, TE7[AS 940-585-9T97 � ST�FFELS & A550CIATES DENTON�TE�G45 940-585-9797 �2�2008 1Q:0$:10 AM Page iS7 tro Z20 af 121 3� of 31 sheets Exhibit 11 June 3, 2008, City Council Minutes City of Denton City Council Minutes June 3, 2008 Page 10 (NRMU) zoning district. The Planning and Zoning Commission recommended approval (7-0). (S08-0001, Lexington Medical Park) Mark Cunningham, Director of Planning and Development, state that the proposed specific use permit would allow a drive through facility in conjunction with a pharmacy in the NRNU zoning district. The Planning and Zoning Commission recommended approval. The Mayor opened the public hearing. No one spoke during the public hearing. The Mayor closed the public hearing. The following ordinance was considered: No. 2008-118 AN ORDINANCE OF THE CITY OF DENTON, TEXAS, APPROVING A SPECIFIC USE PERMIT TO ALLOW A DRIVE THROUGH FACILITY IN CONJUNCTION WITH A PHARMACY, ON APPROXIMATELY 1.722 ACRES OF LAND, GENERALLY LOCATED ON THE WEST SIDE OF TEASLEY LANE, APPROXIMATELY 1,200 FEET NORTH OF HICKORY CREEK ROAD, AND LEGALLY DESCRIBED AS LOT 8, BLOCK 1 OF THE LEXINGTON PARK, PHASE 2, IN THE CITY OF DENTON, DENTON COUNTY, TEXAS; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF, SEVERABILITY AND AN EFFECTIVE DATE. (08-0001) Kamp motioned, Heggins seconded to adopt the ordinance. On roll vote, Heggins "aye", Kamp "aye", Moreno "aye", Mulroy "aye", Thomson "aye", Watts "aye", and Mayor McNeill "aye". Motion carried unanimously. C. The Council continued a public hearing and considered adoption of an ordinance of the City of Denton, Texas, providing for an amendment to the comprehensive plan for the City of Denton, Texas, for approximately 33 acres of land, located north of University Drive and west of Masch Branch Road, and legally described as Lot 2 of the Marriott Gardens Addition, in the City of Denton, Denton County, Texas, from an Employment Centers future land use designation to an Industrial Center future land use designation; providing for a penalty in the maximum amount of $2,000.00 for violations thereof, severability and an effective date. The Planning and Zoning Commission recommended approval (7-0). (CA07-0001, Marriott Gardens Addition) Deputy Mayor Pro Tem Mulroy left the meeting with a potential conflict of interest. Mark Cunningham, Director of Planning and Development, stated that on May 6, 2008 Council continued this comprehensive plan amendment and associated zoning change request to the June 3, 2008 public hearing. Members of the Council requested more information in order to better understand the impacts this proposal would have on the adjacent properties and the associated impacts. He reviewed the location of the property and the current/future land use. The requested zoning change was from an Employment Center future land use designation to an Industrial City of Denton City Council Minutes June 3, 2008 Page 11 Center future land use designation. Staff was recommending denial of the request. One major reason was the fact that in staff's opinion there was not an adequate pubic facility for light/heavy industrial uses to accompany the request. During the May 6th meeting, Council presented staff with several clarifying questions. The first was to clarify when a nonconforming use became terminated. According to the Denton Development Code, a nonconforming use became terminated if the nonconforming use was discontinued or remained vacant for 6 months or more and no attempt to market the property was observed. The second question was what was the current vacancy rate. As of May 19, 2008 the applicant stated that there was currently 41,560 square feet of vacant leasable space out of a total 298,285 square feet on site. The third question was how many certificates of occupancy had been applied for since annexation of the property. Six certificates of occupancy had been applied for and all six were issued since the annexation of the property. The status of sewer lift station and what affect approval of the request would have on the lift station was the fourth question asked by CounciL Currently the sewer lift station was operating within the TCEQ required guidelines. However, when the property was fully leased and combined with more intense uses, it was anticipated that wastewater flows to the lift station would likely exceed its operating capacity. A fifth question was whether the Council could consider rezoning the property to EC- L After an analysis by staff, it was concluded that the uses permitted in the IC-G was not cumulative to the uses permitted in the EC-L Therefore, Council could not consider rezoning the property to EC-I at this time. However, it was staff's position that this property be rezoned to EC-I at a later time. Staff was recommending denial of the request as Masch Branch Road was inadequate to support heavy industrial traffic, and granting a comprehensive plan amendment would create an isolated land use designation and potential zoning district unrelated to adjacent and nearby properties. The Planning and Zoning Commission recommended approval 7-0. The second public hearing on this property was an accompanying rezoning request. The property was voluntarily annexed into the city as a result of an agreement between the property owner and the city. The agreement stipulated that if the uses within the property were expanded beyond the boundaries that existed at the time of the agreement, the City would have the right to voluntarily annex the property. The City began the annexation proceedings when it was determined that the property owner violated the agreement. According to the applicant, the purpose of the rezoning request was to rezone the property to be consistent with the existing uses. The current zoning of RD-5 did not permit industrial and office uses, which caused the existing uses to become legal nonconforming uses. The applicant was requesting an IC-G zoning district designation to allow light manufacturing by right and heavy manufacturing with a specific use permit. Staff was recommending denial as the proposal did not conform to the future land use designation of employment centers, Masch Branch Road was inadequate to support the anticipated traffic generation typically associated with the requested future land use/zoning district as a collector road was required and would create an isolated district unrelated to adjacent and nearby districts. The Planning and Zoning Commission recommended approval. Council Member Watts questioned the square footage at the time of the annexation agreement. Cunningham stated he was not sure but that it was probably noted in the agreement so as to be able to determine if any expansion occurred. He had been told that a portion of the expansion was built in the flood plain. The applicant submitted an application to take that portion out of the flood plain but at this time, there had been no feedback from FEMA. City of Denton City Council Minutes June 3, 2008 Page 12 Council Member Moreno stated that Marsch Branch Road prior to 2006 was in the county and by taking it into the city limits, now became a city responsibility. When the area was annexed were there any plans to improve the infrastructure? Cunningham replied not that he was aware of. Council Member Thomson asked about the implication of having built in the flood plain if FEMA did not change the flood plain designation. Could the city not issue certificates of occupancy? Cunningham replied that the building was already occupied. Staff would have to research if they had the authority to issue a violation. When the building was built, it was still in the county and had the required permit from the county. Council Member Thomson asked about the situation of the lift station. Cunningham stated that there was a time when it was running over capacity as two users were not recycling water. If approved to a higher intensity of commercial development, there was a possibility that the lift station would operate over capacity. Council Member Thomason stated that if the zoning were IC-G, any heavy manufacturing would need a specific use permit. Cunningham replied correct that any additional heavy manufacturing would need a specific use permit. He also felt that a comprehensive plan amendment and zoning change would be premature as the infrastructure was not in place for the type of zoning district requested. Council Member Watts stated that if the property were rezoned, any new heavy industrial uses would need a specific use permit. However, with the kind of uses there now and if the property were rezoned, the heavy industrial uses would not have gone through the specific use permit process. Cunningham replied correct that all the heavy industrial uses there now were currently nonconforming. Mayor McNeill asked if no additional heavy manufacturing would be allowed if the zoning were EC-I. Cunningham replied that if the zoning were EC-I, of the 31 current uses, 24 would be conforming and remaining 7 would be nonconforming as long as they continued to operate and did not vacate. Mayor McNeill asked if a new rental could then be heavy industrial. Cunningham replied that it would depend on how long the property was vacant and how it was marketed per the Code. City of Denton City Council Minutes June 3, 2008 Page 13 The Mayor opened the public hearings for Items C and D. Patricia Adams, representing the property owners, spoke in favor of the request. Council Member Watts asked about the criteria of heavy manufacturing in the Denton Code. Adams replied that it was subject to staff interpretation and the definition of heavy uses. Council Member Watts stated that a specific use permit was the City's control of heavy manufacturing. Almost half of the uses on the property were already heavy manufacturing that did not have to go through the specific use permit process. Adams replied that the specific use permit process would be in place for any future heavy manufacturing. Without the requested zoning, heavy manufacturing would be locked. Mayor McNeill stated that part of the challenge if the use designation were not changed would be the restriction to lease the property. Adams replied correct that it would restrict expansion of heavy uses. There could be no more heavy manufacturing or expansion of existing uses. Mayor McNeill asked if the property were rezoned would a specific use permit be needed to expand the building. City Attorney Snyder stated that if even if the rezoning were approved, 40% would continue to be nonconforming. The issue was that even if rezoned, the heavy uses would be still be nonconforming. Under the definition, nonconforming uses could not be expanded without rezomng. Cunningham stated that a nonconforming use could be expanded or enlarged only with a Zoning Board of Adjustment approval. The Code defined a procedure to expand nonconforming uses and nonconforming structures. Larry Reichhart, Spring Brook Planning Group, spoke in favor. Council Member Watts asked that when the property was platted was it outside city regulations. Reichhart replied that the property was in the City's extraterritorial jurisdiction and should have been platted according to city regulations. Council Member Heggins felt that the industrial zoning would allow for more usage of the property. Reichhart stated that light industrial was the same in the employment zoning category as in the industrial zoning category. Heavy industrial was not allowed in the employment category. Don Frazier, 1740 Westminster Street, Denton, 76205, spoke in favor. City of Denton City Council Minutes June 3, 2008 Page 14 The Mayor closed public hearings. Mayor McNeill asked if the facility north of this site was the County's facility and if heavy equipment went up the road. Cunningham replied correct that it was the County's maintenance facility. He responded to an earlier Council question regarding the size of the buildings. At the time of the annexation, the building size was approximately 116,060 square feet. Since then, the site had been expanded by 182,225 square feet and was now at 298,285 square feet. Mayor McNeill stated that there was no additional space for new buildings. Cunningham replied that the Code did allow for expansion through the Zoning Board of Adj ustment. Council Member Watts stated that the expansion that prompted the annexation process was not a small expansion that went beyond the original property. The covenants ran with the land and were in total contradiction of the agreement. In his view this situation was not at the making of the city, especially after reading the annexation agreement. One of his main concerns was that all of this happened outside the scope of the city and additional development was 180,000 square feet. Mayor Pro Tem Kamp asked about the meeting requested between city staff and the applicant. Ron Menguita, City Planner, stated that staff had met with the applicant to address the questions asked by council. The applicant asked if staff could change their recommendation and staff responded no. Basically the applicants stated their position and staff stated theirs. Mayor Pro Tem Kamp stated that if the proposed changes were denied, heavy manufacturing would still remain. Menguita replied yes that it would be a legal nonconforming use. Mayor McNeill stated that Item C, the comprehensive plan amendment, would be considered first. Watts motioned, Thomson seconded to deny the change in the comprehensive plan. Council Member Moreno stated that the development had been in existence for a number of years and in operation in violation of the agreement. What would be the message to the applicant if this request was denied? City Attorney Snyder stated that it would remain nonconforming and operate as nonconforming Council Member Moreno questioned that the heavy manufacturing uses could not be expanded or marketed. City of Denton City Council Minutes June 3, 2008 Page 15 City Attorney Snyder stated that they could expand though a process at the Zoning Board of Adj ustment. On roll vote to deny the comprehensive plan amendment, Heggins "nay", Kamp "aye", Moreno "nay", Thomson "aye", Watts "aye", and Mayor McNeill "nay". Motion failed on a 3-3 tie vote. Heggins motioned, Moreno seconded to approve the comprehensive plan amendment. On roll vote, Heggins "aye", Kamp "nay", Moreno "aye", Thomson "nay", Watts "nay", and Mayor McNeill "aye". Motion failed with a 3-3 tie vote. The request was denied. Mayor McNeill stated that as Item C failed, Item D would not be considered. Deputy Mayor Pro Tem Mulroy returned to the meeting. D. The Council was to continue a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for initial zoning to Industrial Center General (IC-G) zoning district classification and use designation; comprising approximately 33 acres of land located north of US 380 and west of Masch Branch Road, and legally described as Lot 2 of the Marriott Gardens Addition, in the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof, severability and an effective date. The Planning and Zoning Commission recommended approval (7-0). (Z07-0001, Marriott Gardens Addition) This item was not considered. E. The Council held a public hearing and considered adoption of an ordinance of the City of Denton, Texas, regarding a proposed special sign district within a Neighborhood Residential mixed Use zoning district. The special sign district designation would allow for two multi-tenant ground signs to serve the Hickory Creek Plaza shopping center with the exception of three lots. The subject shopping center was located on the southeast corner of Teasley Lane (F.M. 2181) and Hickory Creek Road in the City of Denton, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof, severability and an effective date. The Planning and Zoning Commission recommended approval (5-1). (SD08-0001, Hickory Creek Plaza) Council Member Heggins left the meeting. The Mayor opened the public hearing. Mulroy motioned, Kamp seconded to postpone consideration and continue the public hearing to the June 17th city council meeting. On roll vote, Kamp "aye", Moreno "aye", Mulroy "aye", Thomson "aye", Watts "aye", and Mayor McNeill "aye". Motion carried unanimously. F. The Council held a public hearing and considered adoption of an ordinance of the City of Denton, Texas, providing for a zoning change from a Downtown Residential 1(DR-1) zoning district classification and use designation to a Downtown Commercial General (DC-G) zoning district classification and use designation; the area for the zoning change encompasses 0.255 acres of land located at the northeast corner of Carroll Boulevard and Eagle Drive, and is legally described as parcels 161 and 162 of the W. Loving Survey (Abstract 759), in the City of 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 Exhibit 12 March 6, 2013, Planning and Zoning Commission Minutes Appiah stated the Spring Valley Neighborhood has petitioned staff to assist in the rezoning of their residential neighborhood from Employment Center Industrial to Neighborhood Residential- 3 zoning district. However, a Comprehensive Plan amendment is required. Therefore, this request is to amend the future land use from Employment Center to Existing Land Use. Appiah stated staff has held three (3) neighborhood meetings to discuss the proposed Comprehensive Plan amendment. Staff sent 54 public notices to property owners within 200 feet of the subject site and 35 courtesy notices to property owners within 500 feet of the subject site. Appiah stated he has received one returned response in favor of this request. Staff recommends approval of this request. Chair Schaalce opened the Public Hearing. Valerie Hussey, 1903 Spring Valley Drive, Denton, Texas 76208 Hussey stated she is in favor of this request and feels that it would be beneficial to the neighborhood. There was no one else to spealc on this item; Chair Schaalce closed the Public Hearing. Commissioner Brian Bentley motioned, Commissioner Devin Taylor seconded to approve the request. Motion approved (7-0). E. Ho1d a public hearin� and consider malcin� a recommendation to Citv Council re�ardin� a rezonin� froin Einplovinent Center Industrial (EGI) to a Nei�hborhood Residential 3(NR- 3) zonin� district on approxiinatelv 8.830 acres. The subject propertv is �enerallv located East of Universitv Drive (LTS 380) and North of Loop 288. (Z12-0009, Sprin� Va11ey Estates, Nana A�iah) This itein is continued froin the Februarv 6, 2013 ineetin�. Appiah stated this request is to change the zoning from Employment Center Industrial to a Neighborhood Residental-3 zoning district. Staff sent 50 public notices to property owners within 200 feet of the subject site and 34 notices to property owners within 500 feet of the subject site. Appiah stated as of this meeting staff has not received any responses to the notices. Appiah stated staff recommends approval of this request. Chair Schaalce opened the Public Hearing at 7:49 p.m.; there was no one to spealc on this item. Chair Schaalce closed the Public Hearing. Commissioner Brian Bentley motioned, Commissioner Thom Reece seconded to approve this request. Motion approved (7-0). F. Ho1d a public hearin� and consider malcin� a recommendation to Citv Council re�ardin� a zonin� chan�e request froin a Rura1 Residential (RD-5) zonin� district to an Einplovinent Center Industrial (EGI) zonin� district for a�roxiinatelv 27.76 acres of 1and, located north of Universitv Drive and west of Masch Branch Road, and 1e�a11v described as Lot 2, Blocic 1 of the Marriott Gardens Addition. (Z 12-0014, Masch Branch Rezonin�, Ron Men�uita) Menguita stated this request is for the zoning change from a Rural Residential-5 zoning district to an Employment Center Industrial zoning district. Menguita stated this would allow offices and light manufacturing uses within the proposed zoning district. Staff sent six (6) public hearing 6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 notices to property owners within 200 feet of the subject site and 11 courtesy notices to property owners within 500 feet of the subject site. As of this meeting, staff has not received any returned responses. Chair Schaalce opened the Public Hearing. Patricia Adams, Adams spolce in favor of the request. Adams stated that the property was voluntarily annexed into the city. Chair Schaake closed the Public Hearing at 7:58 p.m. Commissioner Jim Strange motioned, Comnussioner Frank Conner seconded to approve this request. Motion approved (7-0). 6. FUTT_JRE AGENDA ITEMS: Under Section 551.042 of the Texas Open Meetin�s Act, respond to inquiries from the Plannin� and Zonin� Commission or the public with specific factual information or recitation of policv, or accept a proposal to place the matter on the �enda for an upcomin� meetin�. Schaalce questioned the Comnussioners if they had any fut�ire agenda items; Bentley requested more information on the term "discontinued" and more information on corner lots. Leal informed Bentley the term "discontinued" is under section 35.11.S.1.A.lof the Denton Development Code. Reece informed the Commission that the Girl Scout Troop would be attending the next meeting and would like it if they could be recognized. Schaake agreed. There were no future agenda items discussed. 7. ADJOT_7RN Chair Schaake adjourned the meeting at 8:05 p.m. 7 •: •' � : , STATE OF TEXAS COUNTY OF DENTON � } } � Exhibit 13 RESTRICTIVE COVENANTS � _�� 1�� KNOW ALL MEN BY THESE PRESENTS �� THESE Restrictive Covenants ("Restrictive Covenants") are rnade and entered into as of the��`I°�day of � r�C �:. �^�- �'� , 2001, by and between the CITY OF DENTON, TEXAS (the "City"), JVC PA.RTNERS, �NC., a Texas Corporation (the "Property Owner"), and MARRIOTT RENTALS,INC. ("Marriott"}. WHEREAS, the Property Owner is the owner of an approximate 2$.4215 acre parce� or tract of land located in the Denton County, Texas within the extraterritorial jurisdiction of the City as more particularly described as Lot 2, Block .l of the Marriott Gardens Addition according to the plat thereof recorded as document number 97-RQ041092 in the Plat Records of Denton County, Texas. ("Property"); and - WHEREAS, Marriott is a lessee on the Property and has made applicadon with the Texas Natural Resources Conservation Commission ("TNRCC") and Denton County to construct an asphalt batch plant on the Property; and WHEREAS, the City has initiated the involuntary annexation of certain real property which includes the Property, pursuant to Annexation Case A01-0004 (the "Annexation Case"}, for the public benefit and for the benefit of adjacent properties and the owners thereof; and WHEREAS, the Progerty Owner has requested that the Annexation Case be dismissed in exchange for which they have agreed fo enter into these Restrictive Covenants for the benefit of Property Owner, Marriott, the City, and the property owners adjacent to the Property; and WHEREAS, the beneficiaries of these Restrictive Covenants aze the City, Marriott, the Properiy Owner and the property owners adjacent to the Property, and each has the right to enforce such covenants NOW THEREFORE, in consideration of the covenants contained in these Restrictive Covenants, including the City's dismissal of the Annexation Case, the receipt and sufficiency of which is acknowledged, the City, Marriott and Progerty Owner agree as follows: 1. The Property Owner hereby declazes that all of the Property shall be held, sold and conveyed subject to these Restzictive Covenants, which are for the purpose of protecting the value and desirability of, and which shall run with the Property and be binding on all parties having any right, title or interest in the Property or any part thereof, their heirs, successors and assigns, and shall inure to the benefit of the Property Owner, City, and their successors, heirs arid assigns. + �� 2. The Property Owner covenants and agrees with the City that it will not use the Properiy for any use other than the existing uses and structures or materially expand the existing uses and structures as defined and shown on Exhibit "A" attached hereto and made a part by reference (the "Existing Uses") unless the Property is zoned to allow such other use after the Property is annexed into the City or unless the Property Owner receives the prior written consent of City. The term Existing Uses also includes the right to locate, one time only, on the Property a temporary concrete batch plant for the production of concrete for use only on the Property, which right shall expire within six months after the TNRCC issues a permit for the ternporary concrete batch plant (the "Temporary Concrete Batch Plant"). Property Owner shall not cornmence construction or development or apply for any pernuts for uses other than t�e Existing Uses on the Property, unless the Pzoperty Owner first receives City's written consent, or unless the Property has been annexed into the City and is zoned to allow such use. If Property Owner breaches its obligations hereunder by commencing construction or development or applying for a perniit for a use not allowed hereunder, such actions shall be deemed a request for voluntary annexation by City and the Property shall, at the discretion of the City, be annexed into the City. The Property Owner and all of its successors and assigns covenant and agree that such annexation is voluntarily made and shall be considered to be by voluntary petition of the owners of the Property at the time of such annexation. The Property Owner and Marriott hereby waive any and all vested rights including rights and clairns that they may have under Section 43.002 and Chapter 245 of the Texas Local Government Code related to uses or potential uses of the Property, other than the Existing Uses. Without lirniting the foregoing, this waiver and covenant includes any use of the Properry for an asphalt batch plant or similar uses, except for the Existing Uses (the "Batch Plant"). Upon execution of these Restrictive Covenants by all parties, the Pzoperty Owner and Marriott hereby agree to immediately withdraw all applications for the Batch Plant upon the Property currently penciing with any governmental entity and agency. Marriot� agrees to abide by all of the covenants contained in this Section 2. Further, the Property Owner and Manriott acknowledge and agree that the terms, covenants and agreernents contained in these Restrictive Covenants do not constitute actions of the City as conternplated by Subsection 2007.003(a){3} of the Texas Government Code and the Property Owner and Marriott hereby waive any rights, remedies, claims, and causes of action that they may have under Chapter 2007 of the Texas Government Code against the City in connection therewith. 3. In consideration of the covenants and agreernents contained herein the City has agreed to dismiss the Annexation Case. Fwrther, to the extent permitted by law, so long as t�ere is no breach of the terms or conditions of these Restrictive Covenants, the City agrees not to involuntarily annex the Property for a period of five years from the date of the dismissal of the Annexation Case. The Property Owner and Marriott represent and warrant that they are represented by legal counsel, that they make these Restrictive Covenants voluntarily, and that the City's disrnissal of the Annexation Case and the City's conditional agreement herein not to involuntarily annex the Property are individually and coilectively adequate consideration for the Pzoperty Owner's and Marriott's promises and covenants herein. The City's promise contained in this Section 3 regarding not involuntanily annexing the Property for a period of five years is hereby declared by the parties hereto to be severable. If it is determined by a court of competent jurisdiction to be void, voidable, or unenforceable t�e remainder of these Restrictive Covenants shall remain in full force and effect as if such provision were not contained herein. Page 2 5:15harelLAW_WPIPatricialMARRI0T1lSigned Restriciive Covenant Alt-l:doc �� :�� o�� 4. Any person who sells or conveys any portion of the Property shall prior to such sale or conveyance give separate written notice of these Restrictive Covenants to the prospective purchaser or grazitee, along with a separate notice to the City including a copy of such written notice, Notice to the City shall be addressed as follows: City Manager City of Denton 215 E. McKinney Denton, Texas 7620I 5. These Restrictive Covenants are to run with the land described herein as the Property and shall be binding on all parties and all persons clairning under thern, and any future owners of the Property for a period of fifty years frorn the date these Restrictive Covenants are recorded. These Restrictive Covenants shall not be arnended without the prior written consent of the City. 6. These Restzictive Covenants may be enforced by the Property Owner, the City, and their successors, heirs or assigns by any proceeding at law or in equity. Failure by the Property Owner or the City to enforce any covenant shall in no event be deemed a waiver of the right to do so thereafter. 7. Invalidation of any of the covenants or provisions contained in this instrument by judgment or court arder shall not in any manner affect any of the other covenants ar provisions herein set forth and all such remaining provisions shall remain in full force and effect. 8. No subsequent change in the Iaw shaIl in anyway affect the validity ar enfarceability of these Restrictive Covenants. 9. This instrument rnay be separately executed in any number of individual counterparts, and such counterpart signatures, when assembled together, shall constiiute one axid the sarne instrurnent. 10. The Property Owner represents and warrants to the City that there are no existing liens affecting the Property. If this representation and warranty is inaccurate it shall constitute a breach of the terms and conditions of these Restrictive Covenants. The parties hereto have executed these Restrictive Covenaxits as of the date first above written. NC PARTNERS, �NC. Y By: Narne: Vickie Marrio t President Page 3 S:15hare1LAW_WP1PatricialMARRIOT3lSigned Restrictive Co�enant Alt-1 .doc i ._� � � � � ��7� �� oT ��.,�, ��. �.�� 1 � • /// • • � . ._ _ ,� -, ,_ - ..� �� CITY QF DENTON, TEXAS BY: ��i ��-� Eulirne Brock, Mayor TTEST: , ennifer K. Walters City Secretary APPROVED AS TQ FQRM: HE� : RNEY Page 4 S:1SharelLAW_WP1PatricialNlARRlOT'I15igned Restrictive CovenantAlt-l.doc - � r � �� ACKNOWLEDGMENTS STATE OF TEXAS COUNTY OF DENTON This instz-ument was acknowledged before me on the �ay of �.'��-: �,"' , 2001 by Vickie Matriott, the President of NC Partners, Inc., a Texas corporation, on behalf of said corporation. 1f`1'�6+: �4.Yd�% �' Wv4iv Ve<Mn�� W`/'tiJ�4i'� V w`�'�f'�W°"'-'LS Rxi 4S `� ='�t�` "'"o�� D�BBEE E. M1LLfCAN S � , o: ...., �'. __ Notaey Publit, State of Texas � � � . :� �.��,` h1 Commissiora F�cp. 02-15-2003 � ��E'��, Y � it�G�JCJ�C�J�d3GOG�C��3Cr�C?i.}O�OG�C�7 STATE OF TEXAS COUNTY OF DENTON � �,_,�.�-�.c..:-'' 4�C��c'��L'� Notary Public, in and for the State of Texas My Comtnission ex�ires:�� ]�'�-C',G.� This instrument was acknowledged before rne on the ay of �� •�{�tL, , 2001 by Vickie Mamott, the �,t�,��c�;� of Marriott Rentals, Inc., a Texas corporation, on behalf of said corporation. � .=:-�:�c��;��m<;;aa��o�c�r��ac� � : �:i.=.;,:;1"'.�- UE98iE E. MILLICAN $ {� � �� '�°� �� !� Noiary Public, State of Texas $ �..�:�,, : �� c+,j '-- .,'.,�a: fiAy Comm�ssian F�cp. D2-16-2f103 � {-�4 �`iCa�:',.'t�':,'''�L'�';�%u"�{i`J�..+Gc7�0390�00C�0� STATE OF TEXAS COUNTY OF DENTON {"�. �� c-_ ��.�. Notary Public, in and for the State of Texas My Commission expires:��- I (p ��U�� This instrument was acla�owledged before me on the �ay of � , 2Q01 by Euline Brock, Mayor of the City of Denton, Texas, on behalf of said city. N t Publ' , in and far the State of Texas �"""'•a J��+INIFER K. WALT�RS ��ar Pve` ::°r '�'`; Naz�r}� Pnhlic. SwEC of Tex�s s ' : ��€y Cnmmiasinn Expires ��;ii'+' December 19, 2002 4�+nn�io`� My Commission expires: �4 � Page 5 S:ISharelLAW_WPIPatricialMARRIOTT1Signed Restrictive Covenant Alt-i.doc � ,� � ' � ��9� � � � �� EXHIBIT "A" THE "EXISTING USES" The Existing Uses are described as follows and are located in the struct�res or buildings as shown below: 2281 Masch Branch Road is approximately 11,060 square foot building used for 4ffice/Warehouse purposes. 2281 A Masch Branch Road Office Trailer. The trailer serves as office. 2281 B Masch Branch Road. This is a building approximately 25,000 square feet designed and used for office/warehouse purposes. 2281 C Masch Branch Road. This is a building appraximately 25,000 square feet designed and used for office/warehouse purposes. 2281 D Masch Branch Road. This is a building approximately 16,000 square feet designed and used for office/warehouse purposes. � 2281 E Masch Branch. This is a building appraximately 16,000 square feet designed and used foar office/warehouse purposes. 2277 Masch Branch Road and Parking Lot. This is a building approximately 11,000 square feet designed and used for office/warehouse purposes. 2275 Masch Branch Raad. This is a building approximately 12,000 square feet designed and used far affice/warehouse purpases. 2269 Masch Baranch Raad and Parl�ng Lot, Adjoining Fuel Island and Truck Parking Area: This is �ie existing �rack sh�p owne� by 3TM. Two (2) Asphalt Si1os & Scales: The silas are used far the storage of asphalt. The scales are used to weigh the asphalt upon removal from the silas. Scale House. This is a small office type struct�re used to store computer equipment and serves as an of#ice. Two {2) Cement Silos: These are used for the storage of cement. Guard Trailer. This is a trailer used by a night watchman an the Property. Page 6 S:ISharelLAW^WP1PatricialMARRIOTT1Signed Restrictive Covenant Alt-l.doc Yi ��' . . - + _ .�. ..._— _ .— � .. ' i —' --,_.._.-, �l� -- — — — — — ._ � . f � . .�_..� .. . 1 ��.�i _ =�_�� ,22 �'lasc � � �I;, . .. � '.` .... --._ . d I � � � _ —i-"�s�"r"!�'.�.._._ '' . . .. kJDRTH'� . . . . ' . . ,� ' � _ .. l, ` � � ; � . . „ . .. � , �� / . 1��—� -,-J_ , �_�...-- .—� �_ � — —1==� -- ,- .~__�—, • . � ... ._:.�.,' .;,3' _ �s, � � �4. �` r . _ � d��.—.� �o- � � _ . '� t ,_y�.,_s,�-- -__ — �� . ��ti� � r � I,°`:. ��--i �'t� � ��: � � .' :� 2 77 a�� ' , : $r.a ch ~ � � ` �_' �-� „ . 1 �} BC'raRC w 7�4�r • � > :�.i I{ �'� � � i � I �� . �, ! � 1 � j. Y.'` + �� ' ; �_,� � � ' f f < � + �;� � � � �. �_i,- j : � �'r f � � �� -I, W� ;� : - •.�muf: (�i !r ' s ��u 9 } ;� `.. � � � � . . _ . 2281A[�r `� j` �I . � . . .� S -�i+�i�-�--4i�.�i�� ' . '• � . S"' �� . . � .. 228181 Masch B�anct� . . � � � .. � _ .. . .... . . � . ,., ... . . � � . . . . � . � ' ' I . _. .. : j' . " .. . ' . '. ' ,.,', ,... '.:' .'.. . 22II1C Masch Branch �� ` � . . - � .. . . ...;.. . ._: ,. � . , . , , , . .. . .. . . -� . . . . . . ' � , . ' ._ . t . .2281D Masch . . , . Bzar�cin . � . . .� �� „��... . ��.. . ... 2281E I�lasch Branch 1� TP414�R . e �?� � },2269 Masch � ,'. �' ' - ..t�� ` B�anch � '• �� R� =- {_ „f ' F i��.�`3N�ib —� - - rt � _. C. - ]L�_ 4gPA LT �� . . . _____" —_.. . . _ ,,., T �u ...FArzKtu[:L-':..:ls�c.K1.. _,. ._ „ CscN�� .n�sE v _b��,�s. - ` � .�S � r �1 2 W .�IQQpt d' 0 � r N d0 ro w rtn�t«tot:T. --s:��:r.� c�r��.. ,,i-��c�cs-_- _—.., � ��.� �r..�_ :. Exhibit 14 City Atto�ney's Office City of Denton, Texccs 21 S Eccst McKinney Denton, Texccs 76201 (940) 349-8333 Far� (940) 382-7923 Je��yEOr�eke, Jr� DeputyCityAtt�ney September 7, 2006 VIA CMRRR 7005 1820 0005 2471 and Re�ular Mail JVC Partners, Inc. c/o John R Marriott Jr., its registered agent 11359 Kline Drive Dallas, TX 75229 VIA CMRRR 7005 1820 0005 2488 and Re�ular Mail Marriott Rentals, Inc. c/o J R Marriott Sr., its registered agent 2277 N. Masch Branch Road Denton, TX 76207 VIA CMRRR 7005 1820 0005 2495 and Re�ular Mail JVC Partners, Inc. and Marriott Rentals, Inc. PO Box 2496 Denton, TX 76202-2496 RE: Breach of Restrictive Covenant and Consequent Initiation of Annexation Dear Sirs: Reference is made to the attached Restrictive Covenants dated December 4, 2001, relating to Lot 2, Blocic 1 of the Marriott Gardens Addition (your "Property"). Under the terms of these Restrictive Covenants, the Property Owner agreed not to use the Property for any use other than the "Existing Uses" defined in Exhibit A, attached theretq absent zoning allowing such other use, annexation, or the City's consent. The uses, building addresses and specific square footages of these allowed "Existing Uses" are cataloged and defined in that exhibit. You (defined in the Restrictive Covenants as the Property Owner and successors or assigns) agreed that any breach of this covenant would constitute a petition for voluntary annexation. As shown in the following table, a number of buildings have been erected or significantly expanded since the Restrictive Covenants were executed and recorded: JVC Partners, Inc. and Marriott Rentals, Inc. September 7, 2006 Page 2 Address Building Area as per Agreement (S.F.) 2281 Masch Branch 11,060 2281 A Masch Branch Trailer office 2281 B Masch Branch 25,000 2281 C Masch Branch 25,000 2281 D Masch Branch 16,000 2281 E Masch Branch 16,000 2277 Masch Branch 11,000 2275 Masch Branch 12,000 2269 Masch Branch Building/parking lot/fuel island/tiuck parking lot *Aeiial photographs ��ere used to calculate building areas. Approg. Current Building Area (S.F.)* Same Not existent 38,700 39,600 36,000 36,000 Same Same � addirional buildings totaling 90,300 Notice is given that the Planning Department has been aslced to proceed with a voluntary annexation of the Property, and that our office has been instnicted to initiate any other processes necessary or expedient to the prompt annexation of the Property. Should you have any questions regarding this matter, you or your attorney may feel free to contact me. Sincerely, Jerry E. Dralce, Jr., Deputy. City Attorney Enclosures Restrictive Covenants cc: Howard Martin, City Manager Kelly Carpenter, Director of Planning and Development Patricia Adanls, Hayes, Berry, White and Vanzant Exhibit 15 From: Patricia Adams To: Buraess. Anita; Leal. Aaron Subject: May 7, 2013 Council Meeting Date: Tuesday, April 23, 2013 11:25:46 AM Good Morning Anita and Aaron, I would like to request that the Masch Branch Zoning case currently set on the May 7, 2013 City Council agenda be rescheduled to the subsequent May meeting agenda. As we discussed after the April Council meeting, I serve as the land use attorney for another city, so I attend monthly Planning and Zoning Commission meetings that are held on the first Tuesday of the month. We do not always have pending applications so some months I do not have a meeting; however, I have confirmed that I have a conflicting meeting on May 7, 2013. The City's consideration of my request would be greatly appreciated. Please let me know if I need to take any additional action to have the zoning case rescheduled. Your assistance in this matter is greatly appreciated. Regards, Patricia Law Office of Patricia A. Adams 2281 Masch Branch Road, Suite No. 500 Denton, Texas 76207 940-594-4222 nadams.lawoffice(algmail.com EXISTING POND W ITH COVERED PICNIC AREA / `t`�� _ / �_ CONCRETE��1 = SURFACE — � (TYPICAL) . � . � . . . ',. . � � . � OWNER: � I . '��. '. � � � .IVC Properties, Inc '�, _ � � � MurnottGardensAddn, _ �� . Block 7, Lot2 `�— . CCF� 00-0005701 R.P.RD C T .. � GRAVEL � � � � � � � � � YARD � � � � � — . / _ . ...._....—...._ � Ji , � _ � ; � `�_ i_ _ _ _ , �_ ____; Exhibit 16 LEGEND _', Prc 2001 Buildings � Post 2001 Buildings 37 MARKED SPACES uysenea I� � -� . ,.. ..... .. : .... , — ."�, - GRAVELYARD ,. ,!-� ________ _________ i;-- _________ _________ _________ _________ ________, �_�, ` � ... .. . ... , �� GR4VELYARD � � . _--- — .. .. . . .. � � vemv � °ces � . � lANOSGHPEOHRFA/GFH55�11'PIGHLI I. ...... .. .... ... .... .... .... ... .... ..... ... .. . ..—..—..�..—..—..—..—..—..—..—..—..—�..—..—. MASCH BRANCH ROAD � SITENREN 1.238,0165Q.FT. LANDSC4PEDHREHS 144,2685p.Ff. � Note: The proposed zoning change is designed to allow [he continuetl use of the existing antl occupied buildings on ihe site. Those facilities are currently served 6y City of Denton Water and Sanitary Sewer Facilitates � and should have no additlonal impact on the = curren[ street drainage and ESA. Since the � prOjeCt has n0 resitlential Component there Z - should be no impact on school capaciry. - CurrentZOning -RD-5 � Proposetl Zoning -ECI sc�.�e r=sa o��T SIT � �� "' .-i @ .,��- � � �:. ..—..—..—�..—..—..—..—..—..—..— DATE: as �ec zoi z � � w m o � � _o � �w� v,w oa O� aS' 5�� m q � ; � W ��S ' 1��5 N '� � � � j po 0 U �Yd � �m(n O DESIGNED: GKE DRNWN: rlb CHECKED: GKE SCNLE 1" = 60' 01 oF �� Exhibit 16 s:\legal\our documents\ordin�ncesU3�z12-0014 ordinance.doc Draft �rd111a11Ce ORDINANCE NO, AN ORDINANCE OF THE CITY OF DENTON, TEXAS, PROVIDING FOR A ZONING CHANGE FROM A RURAL RESIDENTIAL (RD-5) ZONING DISTRICT CLASSIFICATION AND USE DESIGNATION TO AN EMPLOYMENT CENTER INDUSTRIAL (EC-I) ZONING DISTRICT CLASSIFICATION AND USE DESIGNATION FOR APPROXIMATELY 27.76 ACRES OF LAND, GENERALLY LOCATED NORTH OF UNIVERSITY DRIVE AND WEST OF MASCH BRANCH ROAD AND LEGALLY DESCRIBED AS LOT 2, BLOCK 1 OF THE MARRIOTT GARDENS ADDITION, 1N THE CITY OF DENTON, DENTON COUNTY, TEXAS; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE. (Z12-0014) WHEREAS, the applicant, Vicicie Marriott, has applied for change in zoning for approximately 27.76 acres of land from a Rural Residential (RD-5) zoning district classification and use designation to an Employment Center Industrial (EC-I) zoning district classification and use designation; and WHEREAS, on March 6, 2013, the Planning and Zoning Commission concluded a public hearing as required by law, and recommended approval of the requested change in zoning; and WHEREAS, on Apri12 2013, the City Council concluded a public hearing as required by law and finds that the zoning change is consistent with the Denton Plan and Development Code; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference and found to be true. SECTION 2. The zoning district classification and use designation for approximately 27.76 acres of land legally described as Lot 2, Blocic 1 of the Marriott Gardens Addition, which for all purposes herein (the "Property"), is hereby changed from Rural Residential (RD-5) zoning district classification and use designation to Employment Center Industrial (EC-I) zoning district classification and use designation. Notwithstanding the real property description, the property being rezoned includes all property to the centerline of all adjacent street rights-of-way. SECTION 3. The City's official zoning map is amended to show the change in zoning district classification and use designation. SECTION 4. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of other provisions or applications, and to this end the provisions of this ordinance are severable, SECTION 5. Any person violating any provision of this ordinance shall, upon conviction, be iined a sum not exceeding $2,000.00. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense, SECTION 6, This ordinance shall become effective fourteen (14) days fi�om the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record-Chronicle, a daily newspaper published in the City of Denton, Texas, within ten (10) days of the date of its passage. PASSED AND APPROVED this the day of , 2013. MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY , � , ~ �� r '" ,, /f, , I � i � ` �, t �� , .._ '1 BY: � �� -�.-�7 �- , �_._ -�- � AGENDA DATE: DEPARTMENT: ACM: AGENDA INFORMATION SHEET May 7, 20 � 3 City Maj�ager's Office Bryan Langl�y, Assistant City Manager �- � � Inr�ivir�ual Itern B SUBJECT Consider nomi��ationslappoint�nents to the City's Baa�•ds and Commissians. 1) Public Art Co��nittee BACKGROUND Belaw �s the list of outstauding Boa�•ds and Commissions naminarior�s and tlie Cauncil Memher responsible £orr the non�ination: Public A�-t Corn�nittee — Robyn Lee has resigned f�•om the Committee. This is a nomination for Council Member Grego�y. Naminations could be inade and voted on at this meeting should tke Council desire. Appraval would be cantingeni on completian of the con�rmation process. If you requi�•e any further infornaatian, please let me knaw. Respectfully submitted: Jennifer Walters Cify Secretary Inr�ivir�ual Itern A AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Utilities ACM: Howard Martin, 349-8232 ��' SUBJECT Consider adoption of a ordinance finding that a public use and necessity exists to acquire through the exercise of the right of enunent domain (I) a Sanitary Sewer Easement encumbering 0.376 acre of real property; and (II) a Temporary Constniction, Grading Access Easement encumbering 0.360 acre of real property, , for the Public Use of expanding and improving the municipal sanitary sewer system. Generally located in the 300 Blocic of Frame Street, and both tracts being situated in the Buffalo Bayou, Brazos & Colorado Railroad Company Survey, Abstract Number 185, City of Denton, Denton County, Texas, as more particularly described in Exhibit "A" and Exhibit "B", respectively, each attached hereto and made a part hereof (collectively, the "Property Interests"); authorizing the filing and prosecution of Enunent Domain Proceedings to acquire the Property Interests; authorizing the expenditure of funds therefor; malcing findings; providing a Savings Clause; and providing an effective date. (Sadeghian — Pecan Creelc Sanitary Sewer Interceptor — Phase II) BACKGROUND Ongoing negotiations with the affected property owner for the subject land rights necessary for the Pecan Creelc Sanitary Sewer Interceptor — Phase II proj ect have reached an impasse. Approval of the subject ordinance authorizes staff to acquire the land rights necessary by way of the exercise of the City's enunent domain authority. OPTIONS 1. Approve the proposed Ordinance. 2. Decline to approve the proposed Ordinance. 3. Table for future consideration. RECOMMENDATION Recommend approval of the Ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) September 27, 2010 - The Public Utility Board recommends approval (6-0) October 19, 2010 — City Council - Purchase Authorization Ordinance 2010-266 FISCAL INFORMATION The Pecan Creek Sanitary Sewer Interceptor — Phase II project is being funded with utility bond funds. BID INFORMATION Not applicable EXHIBITS 1. Location Map 2. Ordinance Prepared by, � � � �� Paul Williamson, Real Estate Manager Respectfully subnutted, /—, r - � P. S. Arora, P.E. Director Wastewater NORTH EXHIBIT 1 LOCATION MAP Sadeghian EXHIBIT 1 attachment to AIS EXHIBIT2 s:\legal\our documents\ordinances\13\sadegl�ian-condemnation ordinance.doc ORDINANCE NO. AN ORDINANCE FINDING THAT A PUBLIC USE AND NECESSITY EXISTS TO ACQUIRE THROUGH THE EXERCISE OF THE RIGHT OF EMINENT DOMAIN (I) A SANITARY SEWER EASEMENT ENCUMBERING 0.376 ACRE OF REAL PROPERTY; AND (II) A TEMPORARY CONSTRUCTION, GRADING AND ACCESS EASEMENT ENCUMBERING 0,360 ACRE OF REAL PROPERTY, FOR THE PUBLIC USE OF EXPANDING AND IMPROVING THE MUNICIPAL SANITARY SEWER SYSTEM, GENERALLY LOCATED IN THE 300 BLOCK OF FRAME STREET, AND BOTH TRACTS BEING SITUATED IN THE BUFFALO BAYOU, BRAZOS & COLORADO RAILROAD COMPANY SURVEY, ABSTRACT NUMBER 185, CITY OF DENTON, DENTON COUNTY, TEXAS, AS MORE PARTICULARLY DESCRIBED 1N EXHIBIT "A" AND EXHIBIT "B", RESPECTIVELY, EACH ATTACHED HERETO AND MADE A PART HEREOF (COLLECTIVELY, THE "PROPERTY 1NTERESTS"); AUTHORIZING THE FILING AND PROSECUTION OF EMINENT DOMAIN PROCEEDINGS TO ACQUIRE THE PROPERTY INTERESTS; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; MAKING FINDINGS; PROVIDING A SAVINGS CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton, Texas (the "City") has initiated the construction of a sanitary sewer line to replace an existing line, the Pecan Creek Interceptor — Phase II project (the "Project") affecting, among other lands and interests, the Property Interests; WHEREAS, the construction of the sanitary sewer line constitutes a valid public use of the City and its citizens; WHEREAS, the City made a written Initial Offer (herein so called) to Khosrow Sadeghian, the owner of the Propei�ty Interests ("Owner") on February 4, 2013; WHEREAS, the City provided to the Owner of the Propei�ty Interests at the time of presenting the Initial Offer, by certified mail, return receipt requested, all appraisal reports produced or acquired by the City relating specifically to the Owner's property prepared in the ten (10) years preceding the date of the Initial Offer; WHEREAS, the Initial Offer made by the City to the Owner of the Property Interests did not include a confidentiality provision and further informed the Owner of the Property Interests that such Owner had the right to (i) discuss any offer or agreement regarding the City's acquisition of the Property Interests with others; or (ii) lceep the offer or agreement confidential, unless the offer or agreement would be subject to Chapter 552 of the Texas Government Code (the "Non Confidential Notice"); WHEREAS, the City made a written Final Offer (herein so called) to the Owner of the Property Interests on March 1l, 2013, said date being after the thirtieth (30t�') day after the date on which the City made the Initial Offer to the Owner of the Property Interests; WHEREAS, along with such Final Offer, the Owner of the Property Interests was provided a written appraisal from a certified appraiser of the value of the Property Interests and the damages, if any, to any of the Owner's remaining property; WHEREAS, the Final Offer made to the Owner of the Propei�ty Interests was equal to or greater than the amount of the written appraisal obtained by the City; WHEREAS, the Final Offer made to the Owner of the Propei�ty Interests included (i) a copy of the written appraisal; (ii) copies of the (a) sanitary sewer easement; and (b) temporary construction, grading and access easement, all being the instruments proposed to convey the Property Interests sought to be acquired by the City; (iii) the Landowner's Bill of Rights statement prescribed by Section 21.0112 of the Texas Property Code; and (iv) the Non Confidential Notice; WHEREAS, the City provided the Owner of the Property Interests at least fourteen (14) days to respond to the Final Offer and the Owner of the Property Interests did not agree to the terms of the Final Offer within that period; WHEREAS, the notice for the public meeting of the City Council of the City in which this Ordinance is considered, in addition to other information as required by Subchapter C, Chapter 551, of the Texas Government Code, expressly included the consideration by the City of Denton of the use of eminent domain to condemn the Property Interests; WHEREAS, in ordaining the matters set forth herein, the motion to pass and approve this ordinance was stated as "I move that the City of Denton, Texas authorize the use of the power of eminent domain to acquire (1) a sanitary sewer easement encumbering 0.376 acre of real property; and (2) a temporary construction, grading and access easement encumbering 0.360 acre of real property; generally located in the 300 blocic of Frame Street, both tracts being situated in the Buffalo Bayou, Brazos and Colorado Railroad Company Survey, Abstract No, 185, and being more particularly described in Exhibit "A", to the ordinance now under consideration and on the overhead screen being now displayed to the audience, for the public use of expanding and improving the municipal sanitary sewer system in the City of Denton, Texas"; and WHEREAS, after due consideration of the public interests to be furthered by the public use of expanding and improving the municipal sanitary sewer system in the City of Denton, Texas; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The Council iinds that a public use and necessity exists to expand and improve the municipal sanitary sewer system to serve the citizens of the City of Denton, Texas, and that the public welfare and convenience requires the acquisition of the Property Interests, and the City of Denton, Texas does hereby exercise its home-rule and statutory authority to acquire by eminent domain, (1) a sanitary sewer easement encumbering 0.376 acre of real property, as described in Exhibit "A", attached hereto and made a part hereof by reference; and (2) a temporary construction, grading and access easement, encumbering 0,360 acre of real 2 property, as described in Exhibit "B", attached hereto and made a part hereof by reference. The Council hereby fui�ther finds and determines that the acquisition of the Propei�ty Interests is for a public use, to serve the public and the citizens of the City of Denton, Texas. SECTION 2. The Council hereby authorizes and directs the iiling and prosecution of eminent domain proceedings by the City of Denton, Texas to acquire the Property Interests. SECTION 3. The City Council hereby iinds that the Owner was the record title owner of said Property Interests at the time of malcing the Initial Offer and Final Offer, Without limiting the general authorization provided in Section 2, above, the City Council further authorizes joinder of additional or differing owner or owners, or claimant or claimants, of the Property Interests, if applicable, in the eminent domain proceedings, and to condemn the interests of each such parties to acquire the Property Interests. SECTION 4. The City Manager, or his designee, shall have the authority to do all things necessary or appropriate to acquire the Property Interests by eminent domain, including without limitation, the authority to expend funds related to the prosecution of such eminent domain proceedings. SECTION 5. The recitals provided in this Ordinance, as set forth above, are specifically and expressly adopted by the Council as express findings by the Council. SECTION 6. If any section, article, paragraph, sentence, phrase, clause or word in this ordinance, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. SECTION 7. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2013. MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY �w �� r ,-� � �, Y� '� °� m-�--" �- �� ° � � Property Interests - EXHIBIT 'A' rthur ��.rve l� �o. I nc. Y � � �na.fess.arr.kar�a.� .Laa�zd ,�`�rrve�yvxs P.O. FSox S4 � Lewisville, Texas 75067 C)ffice: (9'72) 221-9435� � Fax: (972) 221-4�575 30' SANITARY SEWER EASEMENT 0.376 ACRES CITY CtF DENfi+ON, TIEIwTTUN CCMUNTY, TEXAS 1 of 5 BELIITG a�ll that certain lot, tract ar parcel af lartd situated in the f3uffala Bayou, Drazos and Colorada �tailraad Campar�y Survey, Abstract Num6er 185, City of Denton, I7entan County, Te�, and being a part of that certain tract c►f 1a�nd descrila�cl in deed to Khosrow Sadeghian, recorded under Instrument Number 2pi}2-99899 of the Rea1 Property Records of D�enton C4unty, Te:�as, and bein� more particularty describr�d as fbllows: BEGTI�TNING at a point in the east lin�s of said Sadeghian tract and the west line a�f that certain tract of 11€�nnd de�aribed in deed to L�ndy L, Mulkey Irrevocable �`amily Trust, dated A![ay 22, 1984, Patricia Klarnmer, Tru:�tee, reccrrded under Instrum�nt Nurnb+�r 2l)pS-417i9 of the Fteal Froperty R�cords of Dent+an County, Te�s, and from which a% inch iron rod found at the southeast corner af said Sadeghian t�act and the northeast carner of that certain tr�ct a£ iand descrirbed in deed to Gust�vo Torrez and wife, Luz V. Tprrez, recorded under Caunty Clerk°s Fila l�tumber !9?-R0082959 of the Real Property It�cords af I7entan Caunty, Tex�s, h�ars Sautfi p0 de�rees 21 minutes 28 secands Wes#, a disi�ce af 62.48 f�t; THENCE over, acrass and thrc�ugh said Sade�hian tract th� following two (2) calls. South 6"7 de�rees 44 minutes 45 seconds West, a distance of 313.67 feet to a paint for corner; 1wTarth '79 de�re�s 33 minates 27 sec�ands West, a dista�nce c�f 231.92 feet to a p+oint in th� east linc taf Frame Stre�t, a public ro�dway; Z'�ENCE Narth 00 degrees (19 rninutes 16 seconds West, with the east line of said Frarne Street, a distance af 30.52 feet to a p�aint for corner; 'T'HENCE over, across and thrau�la said Sadeghian tract the follawing two (2) calls: Saath �9 de�rees 33 minutes 27 secands East, a distance af 22$,'74 feet ta a point for cc�rner, Narth 67 de�rees 44 minutes 4S secands F,ast, a distance of 3l'7.3'7 fe+et tc� a point in the west line oisaid Mulkey Family Tn�st tract; "T'HE1MtCE Svuth 00 degrces 21 minut+�s 2$ ss�conds Wsst, witl� the west line af said Mulkey Family Trust tract, a distance af 32.Sq feet ta the'PUINT OF BE!GINl'�IN'G, and containin�, t�.37b a�cres aflartd, mare or 1ess. c:\20p$�Crsdlpec�un creek interceptor 3\dw��291 t69_earnt4-revised.doc r "�'"" "�� .nd��M��Mr.., � "rr ii 1 II ��r--t—ie�—�—� `. + . ( Lot z. B1c�ek iR � I Frame Additton Cabinet �£, F'age 204 Khosro�n* Sadeghian � In�t. Na. 2q02-99899 � (Remainder) N89'32'S9'°W 294.92' � , ��.. � w.... .._. � .�-----------�Ci r� a .� (��0 � 1�Ma 30 Tena�aorary .��,1 • .r � lw[illarci F, Thorp Construction Esmt. ��„ '""� -�" o ci vo1. 272 a. Pg. 553 ► Ar5 3 � � �'..�+�� ,Cl"�'S •�Ar '�'�� ` � 4•K�+S '� i"' �' °z �,�► '"� � q�5"� ,, 0 3� � � � .q.�k ,,� ,,. , � S� k 7g ,��,��„� �� j �1�,� ��V1�� ti� �� i� r.*.,. p �r ,,�,1 'ar V. /¢ ��+g�17� � �y'��'� 4�h w"" " � �r M� • a� ar �� " L.� E-� � � °' � � ...1 � [�� t� °5�a � � �., � -.� .a' � �,�w o � U1 � � �� "�r � �r��F � � ° rrY � "� � � � �, "'� `�3'a7u ...�, '�a' s��'� ,� a=3 ��f � �� `° � �' � 231'.9 ' �--�'"rr�xR.F � � � �, 4y n; ,�' ,�'� •a� ~' � F� rn f��h,, '"1/77R.F. � �„�y W � '"' I �1p Gustavo Tarrex & avife, �e „ �s ...---'''' Luz v: rarrez p ° ��RF C,C. No. 97—R008295� �. � �� — � _.. _. � _,. _ .._ ._., .,._ ,�,,, (a�l EAST Mc,KI�T.IV,,Ey� ,STREET Buitala Bayau, Hrazo� & Color�do Itailroad Comp�ny Survey, Abs�t. Na 18S Citp c�f Dertton Denton Caunty, Teuas� \`�.: -- 2010 — � rthur �urve in Co., I r�c. Y� Prvfessivnai L�and ,Surveyors 9�2-221-9439 M �� s+�.�-zzr-�s7s ,2.20 Blm Stri�t .Suite 2"UO � P.O. Etax S4 Lcwi�v3/Xe, T�rers 75067 Property Interests - EXHIBIT "B" r�hur �urve ir� �o. Inc. Y � � .�rofe��sionaal.�,�nd Surveyv:,�s P.O: I�ox 54 � Lewi�ville, Tex�s 'i5C)l7 C)ffice: (972) 221-'�A39 rv F'ax: (972j �21.-4675 30' TEMFCJi2ARY CfJNSTRITCTION EASEMENT 0.36U ACRES CITY OF UEl'�TTC1N, DENTtJN CCIUNTY, TEXAS 3 of 5' B�ING al1 that certain lcrt, tract ar parcel of land situated in the Buffalo Baycru, Brazas and Colarado Itmilroad Company Survey, Abstract 1'�lumber 185, Ciry of Dentan, I7enton Gounty, Te�cas, and bein� a part of that certain tract of land described in de�ci to Khasrow Sade�hian, recorded under Znstrument l'�Tutnber 2p02-99899 of the R�eal P'ra�ap�riy Recards of L�entan Caunty> Texas, and bein� more pacticula�rly described as fotlows; I3EGINN[NG at a point in the east line of said Sade�hian tract and the west line of that certa�n trarct af land described in deed to L,�ndy L. Mulkey Irrevocable Family Trust, dated May 2�, 19�4, Patri+cia Klamrner, Truste�, recorded under Instrument l'�urr►ber ZOOS-41779 crf the Rea1 Property Reccards of Denton County, Te�s, and frona which a%a inch iron rod found at the sautheast corner af said Sa�1eg,�iian tract and the northea,st cc�rnec of that certain tract of larrcl describe+3 in ci�ed to Gustavc� Tarrez and wife, Luz V. Torr�z, recrnrd�d under County Clerk°s File Nurnber 97-R0082959 of the Real Praperty ttecords of Denton County, Te�,s, bears Sauth Op degrees 21 minutes 2$ seconds West, a distance of 94.98 fe�et; THFNCE over, across and through said Sade�hian trse.�t the following two (2) calls: South 67 degrees 44 minutes 45 seconds West, a ciistance of 31'7.37 feet to a paint far corner; North 79 de�,rees 33 minutes 27 ser,onds West, � distance of 22�.74 feet ta a paint in t�e east line af �rame Str�t, a pubtic raadway; "1"�IENCE l�Torth 00 de�rees ()9 minutes 16 seconds West, with the east line af said Frarne Street, a distatice af 14.59 fie�t to a paint far the southwest cc�rner of xhat certain �ract of lar�d de�cribec� in deed ta Millard F. Thorp, recorded in Valume 2710, Page 553 of the Deed Recor�is of Denton . . . . � 4r�i��p��1�'r�.�"y � � . � � . .. TBENCE South 89 de�rees 22 rninutes 24 �ecands East, with the south line af said Thorp tra�t, a distance crf'91,84 feet to a point far corner•, THENCE over, across and through said Sacieghian tr�ct the follawin� two (2) calls: Sauth '79 de�rees 33 minuies 2'7 seconds East, � distance of 132.13 fi�t ta a poini for �orner; North 67 degrees 44 minutes 45 s+ecar�ds East, a distance of 321.06 fee# to a paint in the west line af said Mutkey Family Trust iract, c:12Qq81cod1pceara c�k intercepurc 3kiwg\291169 esmtd--rcevised.doc Property Interests - EXHIBIT "B" rthur Sur�e ir� Co. Inc. Y � � �Crfess.zc�r.z,a� �.�,nd :S+�rveny�crrs P.O. B+�x S4 � Lewisville, Texa� 7506? Office; (��2) 221-9439 �- �a�; (972} 221�46'7S THENCE South 00 degrees 21 minutes 28 seconds 'West, with the west line of said Mulkey FamiMy Trust tract, a distanoe crf 32.St�. feet to the P4INT OF BEGINNING, and containin� 0;360 acres of land, more or less. I Property Interests - EXHIBIT "B" �,.,.- __ � 1�lC�RTH ioa o ioa ��t 9asis af beorfng !s based on the Ci#y of Denton GlS ne#work. � �� a� �� ! 5 �� 5 ��.:. ( I,ot 2, Hlock 1Ft � � Frame Addition Cabinet K, Page 2p4 I Khosraw Sadeghian � Inst. No. 2002-99899 _ � (Remaind�r) N89'32'S9"W 294.92' � , �,,r�"' �� ..�. ..._ r —Q�c.w� � (i�1 J cGM� , . 30 Temporauy .��,1 � ,. �° u7�z��-a �. xn�� C'onsiruction Esmt. ��.,,,,.► "'" �" .,/""""" � � v4�. �710, p�. �� U.360 Acres .q�k" �',,%' �1� •� � �,�es 7 � �� ,� n.y7 ,,,,�„S ��,,t`:7�� ,�5{,+�, ti ,,4 ��" 7�'r,," y .��,�, � ��.M`.M,M, �`7.J,,Jy,4��r.� """i+ 1'"�� 5'�, �' '�'�•J 6 . �'7 „�, .2`2t3; 74' �� , �� .�''r '� 11• • . f : �� ..� � � .N i �, � � �" ti � �ro �� , �� . �� ' 4C�5 � 4 �� r .«� . !} � c�? w�„° � n%�",�" • "`� ...,, r�� .r"'� i � ��3 �jz"ARF � C� `�' � � �� 7 w z3r, . � �.:%'"'�F � � � � 2 ~ �, E•,� r; 9 ^a � ,t"J �1 � � 4�� if2'1.R.F. i � „t� j ¢i � "" ( �� ""r Gustavo Torrez & wiPe, " !8 „� �� 9�, �, Luz V. Torre2 Kl r/a^r,ar: C.C. Na. g7—R0082968 � ..._ � Px� -- .... ..._ .�... — ,�... .�._ _... ._. ....�.� ��i EAST Mc,KINNEY STREET • � i i k / � w. � r : � r � � ir �� i M �. 1 •: • r'�i . r- . 1 r . . �4 i M m rthur �urve in Co., I n�. Y� .P'rcrfessivnat L�nd Surveyors 5►i2-2�'1-�4.39 � Faac 9�2-221-467�" ,2208iin Streret, Suic� 200 � P.O. Sox S4 Lewisv�ii![,�. Te�ere T.3"ck5'7 �, AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Parks and Recreation ACM: John Cabrales, Assistant City Manager �� SUBJECT Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, adopting Standards of Care for Youth/Teen Programs administered by Denton's Parlcs and Recreation Department pursuant to Texas Human Resources Code Section 42.041 (b)(14); and providing an effective date. (Parks, Recreation and Beautification Board recommend approval with a vote of 6-0.) BACKGROUND The Parks and Recreation Department has been directed by Texas Department of Regulatory Services to adopt an ordinance approving the Standards of Care, which are requirements that either meet or exceed the current State Day Care requirements. The Standards of Care are intended to be minimum standards by which the City of Denton Parks and Recreation Department will operate the City's Youth/Teen Programs. The programs operated by the City under the Standards of Care are recreational in nature and are not day care programs. Senate Bill 212 was approved by the Texas Legislature during the 74th Legislative Session exempting recreation programs from day care licensing as long as a Standards of Care is adopted. In order to be exempt, an elementary-age (ages 5-13) recreation program may be operated by the municipality provided: the governing body of the municipality annually adopts standards of care by ordinance after a public hearing for such programs, that such standards are provided to the parents of each program participant, and that the ordinances shall include, at a minimum, staffing ratios, minimum staff qualifications, minimum facility, health and safety standards, and mechanisms for monitoring and enforcing the adopted local standards; and further provided that parents be informed that the program is not licensed by the state and the program may not be advertised as a child care facility. The initial Public Hearing was held on October 5, 1999, and the first Standards of Care was adopted by City Council through Ordinance 99-365. The State changed the exemption certification to include the adoption of a new ordinance each year for the Standards of Care in order to continue the exemption status. The Youth/Teen Services division of the Parlcs and Recreation Department made revisions/updates to the original Standards of Care and presented it to Council for consideration on October 19, 2010, which was approved. Additional revisions/updates were approved by the Parlc Board on Apri12, 2012, and adopted by Council after a Public Hearing on April 17, 2012. No changes have been made to the Standards of Care that were adopted on April 17, 2012. Agenda Information Sheet May 7, 2013 Page 2 RECOMMENDATIONS Staff recommends the City Council approve the proposed ordinance as presented. PRIOR ACTION/REVIEW: The Parks, Recreation and Beautification Board reviewed the proposed Standards of Care on Apri12, 2012, and recommended approval with a vote of 6-0. FISCAL INFORMATION This ordinance and Standards of Care require no additional City funding. EXHIBITS 1. Parlcs, Recreation and Beautification Board Meeting Minutes of Apri12, 2012. 2. Ordinance Respectfully submitted: ��'� �`•��,W►.�l�i. Emerson Vorel, Director Parks and Recreation Department Prepared by: � �� Kathy Schaeffer Athletics/YTS Program Area Manager EXHIBIT 1 Parks, Recreation and Beautification Board Minutes Apri12, 2012 Civic Center Communit�T Room Members present: Carol Brantley, Vicici Byrd, Alex Lieban, Derrick Murray, Dave Rowley; Russ Stulcel Members absent: Janet Shelton Staff present: Emerson Vorel, Jim Mays, Janie McLeod, Mary Aulcerman REGULAR MEETING 1. CALL TO ORDER —Chairman Murray called the meeting to order at 6:01 p.m. 2. APPROVAL OF MINUTES OF February 6, 20ll MEETING: With no changes to the nunutes, Member Stulcel made a motion to approve the nunutes as written, Member Brantley seconded and the motion carried with a vote of 5-0, with the Chair abstaining because he was not at the meeting. 3. AWARDS AND RECOGNITIONS: A. Vorel announced to the Board that the Parks Maintenance Rodeo group that was honored a few months ago was invited to the Texas Recreation and Parlcs Society (TRAPS) State Maintenance Rodeo in the Woodlands and placed 3ra overall in the state. This is the third year that this event has talcen place and the first time that Denton has competed at this level. 4. ACTION ITEMS: A. Revisions to Denton Standards of Care 2012-2013 — Vorel explained that the City of Denton does not have to be licensed if they have a Standards of Care in place. The changes include • Addition of the Youth/Teen Services Recreation Specialist since no longer frozen • Removal of the Parent Guide from the Standards of Care. (Since the Parent Guides are site specific for each program offered, a separate guide will be prepared for each camp and distributed to the parents of each enrolled participant.) • Specifications in hours of staff training When aslced, Vorel explained that it is more cost effective to adopt the Standards of Care than to be licensed. Our Standards of Care are as stringent, if not more sq than the state guidelines. The state inspects our camps and if we do not meet their specifications we can be shut down. Several Board members questioned how staff can obtain the necessary training. Vorel explained that there state and private training is available, some can be done on-line and some training will be done at the center they are assigned to. Staff must have the minimum hours each year they worlc the camps and they are paid while talcing the training. When the question of volunteers arose, Vorel explained that we don't use them because they would have to have a background check to work with the children and most people will not pay for or subnut themselves to the check just to be a volunteer. Stukel asked about special needs children. Vorel stated that they are assessed on an individual basis and we do have guidelines in place for those with special needs. Stulcel aslced if a child with special needs could have someone they hire to assist the child in the camps, but again, the bacicground checic and liability issues come into play. MOTION: Rowley made the motion to make recommendation to the City Council to accept and approve the revisions to the Standards of Care. Brantley seconded the motion and it carried with a vote of 6-0. B. Consider Request from Metzlers' Food & Beverage Inc. to Sell Alcoholic Beverages at Cinco de Mayo — the Cinco de Mayo Celebration will take place in Quakertown Park on Saturday, May 5, 2012. For the fourteenth consecutive year, the Cinco de Mayo committee supports the sale of alcohol at the events. Metzler's Food & Beverage Inc. was selected to be the sole supplier of alcoholic beverages at the event. Chairman Murray aslced if vendors bid for the ability to sell alcohol at this event. It was explained that, since vendors assume all costs and liability, it is not always easy to acquire a vendor for such events. Member Stulcel aslced about bringing in your own alcoholic beverages. Vorel explained that technically it is not allowed; alcohol must be purchased from the approved vendor. This is a cosponsored event with a volunteer committee. MOTION: With no fiirther discussion, Chairman Murray made the motion to recommend approving the request from Metzler's Food & Beverage Inc. to sell alcoholic beverages at the Cinco de Mayo Celebration in Qualcertown Parlc on May 5, 2012. Brantley seconded the motion and it carried with a vote of 6-0. 5. DISCUSSION ITEMS: A. Review of New City of Denton Nanung Policy — The proposed Naniing PoJicy (ruideJines fo� City B�rildings, Facilities, Land, o� any Po�tion The�eof will be presented to Council at the Apri13, 2012 meeting. With its approval, the Parks, Recreation and Beautification Board will no longer be part of the process, unless the request involves a parlc or parlc property. At that time, two members of the Park Board will be assigned to serve on the naming committee. Chairman Murray asked if all the criteria in Section IIL A. must be satisfied before a candidate is considered. Vorel pointed the Board's attention to Section VIL F, which states "The final decision for naming a City building, facility, land, or any portion thereof shall rest with the City Council". This allows Council a great deal of flexibility when addressing issues such as addressed by Chairman Murray. B. North Lalces Project — Vorel stated that he does not have the necessary fiinds to purchase the 26 acres to the north of the proposed soccer fields at North Lakes but he is worlcing on getting fiinding. He has submitted grant applications to PACCAR and the Park Foundation. He has identified several other fiinding sources but will not be allowed to draw money for this project from the Tree Mitigation Fund. 6. OTHER BUSINESS: A. Parks Department Projects Status Report Mays updated the Board on various projects on the list, including: Quccke�town Pcc�k — Sidewallc project is moving along. Mccck Pcc�k— The new picnic shelter for the parlc has been ordered. It will arrive in 6 to 8 weelcs. Denton B�ccnch Rccil T�ccil B�idge P�oject —We continue to loolc at cost reductions and/or additional fiinding sources for the project. McKccmy-Eve�s-Coope� C�eek T�ccil B�idge — We are worlcing through engineering challenges with this project. Ccc�l Young ,S'�: Pcc�k lccnd ccnd house cccquisition — The house has been demolished. (hvsley Pcc�k — This project is moving forward. Member Brantley aslced if it would be ready by summer. Vorel stated that it should be ready for the Summer Food Program participants. Member Stukel asked if a picture (lilce an artist's rendering) of the final project could be displayed to gauge progress. Mays will loolc into it. B. Public Art Committee Meeting Minutes Draft for February 9, 2012 and March 8, 2012 — Loccction of Public A�t in City Buildings. The boolc of poems and pictures is at the printer. Action Item: Expenditure of HOT Funds shows the distribution of the remainder of the HOT Funds available. McLeod stated that the Public Art Comnuttee is loolcing at the Denton Airport as the ne�t location to place public art. Also, Rob Erdle's wife would lilce to donate more of his worlc for placement at the South Branch Library. Vorel stated that he was surprised at how many pieces of art have been donated to the City. 7. FUTURE AGENDA ITEMS: NONE With no fiirther items on the agenda, Chairperson Murray aslced for a motion to adjourn the meeting. Member Brantley made the motion to adjourn, Member Lieban seconded and the meeting was adjourned at 6:55 p.m. \\CODAD�DepatlmenlsU.egall0ur pocumetus\Ordiimnces\I7�Parks Standards of Cnre.doc� ORDINANCE NO. EXHIBIT 2 AN ORDINANCE OF THE CITY OF DENTON, TEXAS, ADOPTING STANDARDS OF CARE FOR YOUTH/TEEN PROGRAMS ADMINISTERED BY DENTON' S PARKS AND RECREATION DEPARTMENT PURSUANT TO TEXAS HUMAN RESOURCES CODE SECTION 42.041 (b)(14); AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton, Texas, recognizes that many children of school age need an organized program for recreational activities after the end of the school day and for other non- school days; and WHEREAS, the City of Denton, Texas, through its Parlc and Recreation Department, proposes to operate After School Programs and Summer Camps for children to be operated at City Recreational Centers and schools of the Denton Independent School District; and WHEREAS, the City of Denton, Texas, needs to adopt Standards of Care for these recreational programs so licensing as a day care facility will not be necessary; and WHEREAS, the City of Denton, Texas, has formulated a Standards of Care that at a minimum includes staffing ratios, minimum staff, qualifications, minimum facility, health and safety standards, and mechanisms for monitoring and enforcing the local standards; and further provides for notifying parents that the program is not licensed by the state and that the program may not be advertised as a day care facility; and WHEREAS, on day of , 2013, the City of Denton held a public hearing on the above Standards of Care as required by Section 42 041 (b)(14) of the Texas Human Resources Code; NOW, THEREFORE; THE COUNCIL OF THE CITY DENTON HEREBY ORDAINS; SECTION l. The City of Denton, Texas, adopts the Standards of Care for Youth/Teen Programs which is attached as Exhibit "A" and incorporated herein by reference as if written word for word pursuant to Section 42.041 (b)(14), Texas Human Resources Code. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2013. MARK A. BURROUGHS, MAYOR EXHIBIT 2 ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY , .�-�, �.�. � „% BY� �-° ,.� � �� „-��`�� .�,� � � � X �- , . ��_ ,` �•,. Exhibit A City of Denton EXHIBIT 2 Par es � RECrea ion 0 I C G � Parks & Recreation Department Cit of Denton y Parks and Recreation Standards of Care 2013-2014 TABLE OF CONTENTS Standards of Care General Administration Organization Definitions Inspections Enrollment Suspected Abuse Staffing - Responsibilities and Training Youth/Teen/Center Manager Qualifications Manager's Responsibilities Youth/Teen Program Coordinator & Leader Qualifications Coordinators and Leader Responsibilities Training/Orientation Operations Staff-Participant Ratio Discipline Programming Communication Transportation Facility Standards Safety Fire Health Toilet Facilities Sanitation EXHIBIT 2 4 4 4 5 6 6 7 7 7 7 8 8 9 9 9 9 10 10 11 11 11 12 13 13 *Programs include: After School Action Site, Middle After School Program, Summer Camps, KDO's, Holiday Camps, Spring Break Camps, Teen Camps Any questions related to Standards of Care should be addressed to the AthleticslYouth- Teen Program Area Manager at 940-349-8731. 2 EXHIBIT 2 CITY OF DENTON PARKS AND RECREATION STANDARDS OF CARE The following Standards of Care have been adopted by the City Council of the City of Denton, Texas in order to comply with Senate Bill 212 as approved by the Texas Legislature during the 74th legislative session. The Standards of Care are intended to be minimum standards by which the City of Denton Parks and Recreation Department will operate the City's Youth Programs. The programs operated by the City are recreational in nature and are not licensed day care programs. The City of Denton's recreational/camp programs are exempt from licensing under Texas Administrative Code 745.115(3). GENERAL ADMINISTRATION Organization A. The governing body of the City of Denton Parlcs and Recreation Programs is the City of Denton City Council. B. Implementation of the Youth/Teen Programs Standards of Care is the responsibility of the Parks and Recreation Department Director and Departmental employees, C. Youth/Teen Programs ("Program") to which these Standards of Care will apply are the After School Action Site, Holiday Brealc Camps, Spring Brealc Camps. Kids Day Off, Summer Camps, Middle School After School Program and Teen Summer Camp programs. D. Each Youth/Teen Program site will have available for public and staff review a current copy of the Standards of Care. E. Parents of participants will be provided a current copy of the Standards of Care during the registration process. F. Criminal background checics will be conducted on prospective staf£ No person with conviction or who is under indictment for, or is the subject of an official criminal complaint alleging violation of any of the crimes listed in the Texas Depar�tment of Protective and Regulatory Service's Day Care Center Minimum Standards and Guidelines Appendix II as same may be amended or a felony violation of the Texas Controlled Substance Act may be present while children are in care. An example of current Appendix II is attached as Exhibit A. 2. Deiinitions A, City: City of Denton. EXHIBIT 2 B. City Council: City Council of the City of Denton. C. Department: Parks and Recreation Department of the City of Denton, D. Youth/Teen Programs or Program: City of Denton Youth/Teen Programs consisting of the After School Action Site, Holiday Brealc Camps, Spring Brealc Camps, Kids Day Off, Summer Camps, Middle School After School Program and Teen Summer Camp programs. E, Program Manual: Notebook of policies, procedures, required forms, and organizational and programming information relevant to City of Denton Programs, F. Director: City of Denton Parks and Recreation Department Director or his or her designee. G. Program Manager: City of Denton Parks and Recreation Department full-time Programmer who has been assigned administrative responsibility for City of Denton Youth/Teen Programs. H Youth/Teen Manager or Center Manager: City of Denton Parlcs and Recreation Department full-time employee who has been assigned responsibility to implement the City's Youth/Teen Programs. I. Program Site: Area and facilities where City of Denton Youth/Teen Programs are held consisting of Civic Center, Martin Luther King Recreation Center, Denia Recreation Center, North Lakes Recreation Center, and McMath Middle School, J. Participant: A youth/teen whose parent(s) have completed all required registration procedures and determined to be eligibie for a City of Denton Youth/Teen Program. K. Parent(s): This term will be used to represent one or both parent(s) or adults who have legal custody and authority to enroll their child(ren)/teen(s) in City of Denton Youth/Teen Programs. L. Employee(s): Term used to describe people who have been hired to work for the City of Denton and have assigned responsibility for managing, administering, or implementing some portion of the City of Denton Youth/Teen Programs. 3 . Inspections/Monitoring/Enforcement A. A monthly inspection report will be initiated by the Manager, Specialist or Coordinator of each Program to confirm the Standards of Care are being adhered to. (1) Inspection reports will be sent to the Program Manager for review and lcept on record for at least two years. (2) The Program Manager will review the report and establish deadlines and criteria for compliance with the Standards of Care. 0 EXHIBIT 2 B. The Manager will make visual inspections of the Program based on the following schedule: (1) Each After School Program site will be inspected bimonthly; (2) The Holiday & Spring Break Camp Program will be inspected once during its holiday schedule; and (3) The Summer Camp Program will be inspected twice during the summer break. (4) The Middle School After School Program site will be inspected bimonthly; (5) Teen Camp Program will be inspected once during the summer brealc; (6) The Kids Day Off will be inspected three times a year; C. Complaints regarding enforcement of the Standards of Care will be directed to the Manager. The Manager will be responsible to take the necessary steps to resolve the problems. Complaints regarding enforcement of the Standards of Care and their resolution will be recorded by the Specialist or Coordinator. Serious complaints regarding enforcement of the Standards of Care will be addressed by the Program Manager and the complaint and resolution will be noted, D. The Program Manager will make an annual report to the City Council on the overall status of the Youth/Teen Programs and their operation relative to compliance with the Standards of Care. 4. Enrollment A, Before a child can be enrolled, a parent must sign registration forms that contain the child's: (1) name, address, home telephone number, email address; (2) name and address of parents and telephone number during Program hours; (3) the names of people to whom the child can be released; (4) a statement of the child's special problems or needs; (5) emergency medical authorization; (6) proof of residency when appropriate; and (7) a liability waiver. 5 EXHIBIT 2 5. Suspected Abuse Program employees will report suspected child abuse or neglect in accordance with the Texas Family Code. STAFFING - RESPONSIBILITIES AND TRAINING 6. Youth/Teen or Center Manager ("Manager") Qualifications A. Manager will be full-time, professional employees of the City of Denton Parlcs and Recreation Depai�tment and will be required to have all Program Leader qualifications as outlined in Section 7 of the document. B, Manager must be at least 21 years old. C, Manager must have a bachelor's degree from an accredited college or University or at least five (5) years of direct supervision of recreational activities related to children ages 4-15 years of age. Acceptable degrees include: (1) Recreation Administration or General Recreation; (2) Physical Education; and (3) Any other comparable degree plan that would lend itself to worlcing in a public recreation environment. D, Manager must have five years experience planning and implementing recreational activities. E. Manager must pass a bacicground investigation including testing for illegal substances. F, Manager must have successfully completed a course in first aid and Cardio Pulmonary Resuscitation (CPR) based on either American Heart Association or American Red Cross standards. Manager must also complete a course in Defensive Driving. G. Manager must complete 10 hours of child care training per calendar year. 7. Manager's Responsibilities A. Manager's are responsible to administer the Programs' daily operations in compliance with the adopted Standards of Care. B. Manager's are responsible to recommend for hire, supervise, and evaluate Specialist, Coordinators and Leaders. C. Manager's are responsible to plan, implement, and evaluate programs. 0 EXHIBIT 2 8. Youth/Teen Program Specialist ("Specialist") and Coordinator ("Coordinator"} and Leader ("Leader") Qualifications A, Specialist wili be full-time, professional employees of the City of Denton Parlcs and Recreation Department and will be required to have all Program Leader qualifications as outlined in Section 7 of the document. B. Coordinators and Leaders wiil be part-time or temporary employees of the Parks and Recreation Department. C. Coordinators and Leaders worlcing with children must be age 18 or older. D, Coordinators and Leaders should be able to consistently exhibit competency, good judgment, and self-control when working with children. E. Coordinators and Leaders musf relate to children with courtesy, respect, tolerance, and patience. F. Coordinators and Leaders must have successfully completed a course in first aid and CPR based on either American Heart Association or American Red Cross standards. An exception can be made for no more than one staff person at each site, and that person shall successfully complete a iirst aid and CPR course within four weelcs of starting work. G. Coordinators and Leaders must pass a bacicground investigation including testing for illegal substances. H. Specialist, Coordinators and Leaders must complete 8 hours of child care training per calendar year. Training must be completed prior to their start date of child care programs and completed on an annual basis. 9. Coordinators and Leader Responsibilities A. Coordinator and Leaders will be responsible to provide participants with an environment in which they can feel safe, can enjoy wholesome recreation activities, and can participate in appropriate social oppoi�tunities with their peers. B. Coordinators and Leaders will be responsible to know and follow all City, Departmental, and Program standards, policies, and procedures that apply to City of Denton Youth/Teen Programs. C, Coordinators and Leaders must ensure that participants are released only to a parent or an adult designated by the parent. All Program sites will have a copy of the Department approved plan to verify the identity of a person authorized to pick up a participant if that person is not known to the Coordinator and Leader. 7 EXHIBIT 2 10, Training/Orientation A. The Depai�tment is responsible for providing training and orientation to Program Employee's in working with children and for specific job responsibilities. Managers will provide each Specialist, Coordinator and Leader with a Program manual speciiic to each Youth/Teen Program. On-line child care training may be completed in lieu of departmental training for 3 hours of the required 8 hours per year. B. Program employees must be familiar with the Standards of Care for Youth/Teen Program operation as adopted by the City Council. C, Program employees must be familiar with the Program's policies including discipline, guidance, and release of participants as outlined in the Program Manual. D, Program employees will be trained in appropriate procedures to handle emergencies. E. Program employees will be trained in areas including City, Departmental, and Program policies and procedures, provision of recreation activities, safety issues, child psychology, and organization. F. Program employees will be required to sign an acicnowledgment that they received the required training, OPERATIONS 11. Staff-Participant Ratio A. In a City of Denton Youth/Teen Program, the standard ratio of participants to Leaders will be 17 to 1. In the event a Leader is unable to report to the Program site, a replacement will be assigned. B. Each participant shall have a Program employee who is r•esponsible for him or her and who is aware of the participant's habits, interests, and any special problems as identified by the participant's parent(s) during the registration process. 12. Discipline A. Program employees will implement discipline and guidance in a consistent manner based on the best interests of Program participants. B, There must be no cruel or harsh punishment or treatment. C. Program employees may use brief, supervised separation from the group if necessary. D. As necessary, Program employees will initiate discipiine reports to the parent(s) of participants. Parents will be asked to sign discipline reports to indicate they have been advised about specific problems or incidents. EXHIBIT 2 E. A sufficient number and/or severe nature of discipline reports as detailed in the Program Manual may result in participant being suspended from the Program. F, In instances where there is a danger to participants or staff, offending participants will be removed from the Program site as soon as possibie. 13. Programming A. Program employees will attempt to provide activities for each group according to the participants' ages, interests, and abilities. The activities must be appropriate to participants' health, safety, and well-being. The activities also must be flexible and promote the participants' emotional, social, and mental growth, B. Program employees will attempt to provide that indoor and outdoor times include: (1) alternating active and passive activities; (2) opportunity for individual and group activities; and (3) outdoor time e�ch day weather permits. C. Program employees will be attentive and considerate of the participants' safety on field trips and during any transportation provided by the Program. (1) During trips, Program employees supervising participants must have immediate access to emergency medical forms and emergency contact information for each participant. (2) Program employees must have a written list of the participants in the group and must checic the roll frequently. (3) Program employees must have first aid supplies and a guide to first aid and emergency care available on field trips. 14. Communication A. Each Program site will have a cell phone to allow the site to be contacted by Parlcs and Recreation personnel, and for use in contacting the Civic Center or malcing emergency calls. B. The Coordinator will post the following telephone numbers adjacent to a telephone accessible to all Program employees at each site: (1) Denton ambulance or emergency medical services; (2) City of Denton Police Department; (3) City of Denton Fire Department; � EXHIBIT 2 (4) Civic Center; (5) Numbers at which parents may be reached; and (6) The telephone number for the site itsel£ 15. Transportation A. Before a participant may be transported to and from city sponsored activities, a City waiver form, completed by the parent of the participant, must be filed. B. First aid supplies will be available in all Program vehicles that transport children. C. All children must be securely seated in the appropriate safety seat/booster based on state child safety laws. C. All Program vehicles used for transporting participants must have available a 6-BC portable fire extinguisher which will be installed in the passenger compartment of the vehicle and must be accessible to the adult occupants, FACILITY STANDARDS 16. Safety A. Program employees will inspect Program sites daily to detect sanitation and safety concerns that might affect the health and safety of the participants. A daily inspection report will be completed by Program employees and lcept on iile by the Manager. B. Buildings, grounds, and equipment on the Program site will be inspected, cleaned, repaired, and maintained to protect the health of the participants. C. Program equipment and supplies must be safe for the participants's use. D. Program employees must have first aid supplies readily available at each site, during transportation to an off-site activity, and for the duration of any off-site activity. E. Program air conditioners, electric fans, and heaters must be mounted out of participants' reach or have safeguards that keep participants from being injured. F. Program porches and platforms more than 30 inches above the ground must be equipped with railings participants can reach. G. All swing seats at Program sites must be constructed of durable, lightweight, relatively pliable material. H, Program employees must have first aid supplies readily available to staff in a 10 designated location. 17, Fire EXHIBIT 2 A. In case of fire, danger of fire, explosion, or other emergency, Program employees' first priority is to evacuate the participants to a designated safe area. B. The Program site will have an annual iire inspection by the local Fire Marshal, and the resulting report will detail any safety concerns observed. The report will be forwarded to the Program Manager who will review and establish deadlines and criteria for compliance, Information from this report will be included in the Program Manager's annual report to the Council. C. Each Program site must have at least one fire extinguisher approved by the Fire Marshal readily available to all Program employees. The fire extinguisher is to be inspected monthly by the Leaders, and a monthly report wili be forwarded to the Manager who will lceep the report on file for a minimum of two years. All Program employees will be trained in the proper use of iire extinguishers. D. Fire drills will be initiated at Program sites based on the following schedule: (1) After School Program and Middle School After School program: A fire drill once every three months. (2) Spring Break Camp and Holiday Camp: A fire drill once during the session. (3) Summer Camp: A fire drill twice during the session. (4) Teen Camp: A fire drill once during session 18. Health A. Illness or Injury (1) A participant who is considered to be health or safety concern to other participant's or employees will not be admitted to the Program. (2) Illnesses and injuries will be handled in a manner to protect the health of all participants and employees. (3) Program employees will follow plans to provide emergency care for injured participants with symptoms of an acute illness as specified in the Program manual. (4) Program employees will follow the recommendation of the Texas Department of Health concerning the admission or readmission of any participant after a communicable disease, 11 EXHIBIT 2 B. Program employees wiil administer medication only if: (2) Parent(s) complete and sign a medication form that provides authorization for staff to dispense medication with details as to time and dosages. The form will include a hold harmless clause to protect the City. (3) Prescription medications are in the original containers labeled with the child's name, a date, directions, and the physician's name. Program employees will administer the medication only as stated on the label. Program employees will not administer medication after the expired date. (3) Nonprescription medications are labeled with the child's name and the date the medication was brought to the Program. Nonprescription medication must be in the original container. Program employees will administer it only according to label direction. (4) Medication dispensed will be limited to routine oral ingestion not requiring special knowledge or slcills on the part of Program employees. (5) Program employees must ensure medications are inaccessible to participants or, if it is necessary to keep medications in the refrigerator (when available), medications will be kept separate from food. (6) Children who may require epi-pen injections due to severe allergic reactions must complete an Anaphylaxis Emergency Action Plan (AEAP) before their child starts the program. Staff will administer the epi-pen in case of emergency based on the instructions stated on the AEAP. C. Toilet Facilities (1) The Program site will have inside toilets located and equipped so children can use them independently and Program staff can supervise as needed. (2) There must be one (1) flush toilet for eveiy 30 children. Urinals may be counted in the ratio of toilets to children, but they must not exceed 50% of the total number of toilets, (3) An appropriate and adequate number of lavatories will be provided. D. Sanitation (1) The Program facilities must have adequate light, ventilation, and heat. (2) The Program must have an adequate supply of water meeting the standards of the Texas Department of Health for drinking water and ensure that it will be supplied to the participants in a safe and sanitary manner. (3) Program employees must see that garbage is removed from buildings daily. 12 AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Planning and Development �� ACM: John Cabrales SUBJECT — PDA12-0006 (Gcc�dens of Denton, Phccse I� Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for approval of a detailed plan for 6.199 acres located within Planned Development 120 (PD-120) zoning district; generally located on the south side of Loop 288, west of the intersection of EM 2164/Locust Street and Loop 288, in the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof; providing a severability clause and an effective date. The Planning and Zoning Commission recommends approval (5-1). (PDA12-0006, Gardens of Denton Phase 2) BACKGROUND The applicant (Wayne Lewis, Andrew Merricic Companies) is proposing to constnict Phase II of the Gardens of Denton apartment development that will consist of three (3) three-story buildings with a total of 192 residential units. This proposed Gardens of Denton Phase II combined with Phase I of Gardens of Denton will have a combined maximum density of 17.1 dwelling units per acre. The subject property is currently undeveloped. PD 120 was created in 1986 by Ordinance No. 86-173, which provided for single-fanlily, multi- fanlily, townhouse, and office and retail development on 412.12 acres. Gardens of Denton, Phase I was approved in December 2010 (Ordinance No. 2010-315). The maximum permitted density for the multi-family component of PD-120 is 18 dwelling units per acre per Ordinance No. 98-324. The combined density of both Phase I and the proposed Phase II is 17.1 dwelling units per acre. Three (3) public notices were sent to property owners within 200 feet of the subject site. Two (2) courtesy notices were also sent to residents within 500 feet of this proposal. One property owner response has been received, in fa�or of the proposed development and representing 27.38% of the land in the notice area. Public notification information is provided in Exhibit 8. The Planning and Zoning Commission recommended approval of this application with a vote of 5-1. The single dissenting vote by Commissioner Bentley was due to his concern regarding the following issues: The proposed density of Phase 2 of the development. The subject site is located within a Planned Development District. Per the land use factors which are specified in Ordinance No. 98-324, the areas designated for multi-fanlily use must have an overall density of 18 dwelling units per acre. This means that, for example, one multi-fanlily development can have a density of 15 dwelling units per acre, while yet another multi-family can have a Agenda Information Sheet May 7, 2013 Page 2 density of 20 dwelling units per acre, provided that the overall density of all multi-fanlily developments in the PD is not more than 18 dwelling units per acre. 2. The quality of the development was another concern. Commissioner Bentley felt that the overall quality of the development was lacicing when compared to Phase 1 due to the higher density and the compact nature of the site design. More specifically, he expressed concerns regarding the fact that there are only three buildings proposed for the site, with the largest building encompassing two courtyards with no brealc in building mass. Concerns regarding the creation of "heat islands" in the middle of the building, with no breezes to cool the courtyard down were cited. The Commissioner stated that these issues resulted in a lower quality development. 3. A third concern was also with regard to the design of the central building. Commissioner Bentley was concerned that large main building with two central courtyards would be conducive to criminal activity in that someone on the nin could escape into the main building and not be found. It would be difficult to police the building since it is designed with so many floors and no breaks in the building in which a person could be observed. He noted that the Department of Housing and Urban Development had determined that this building style was conducive to crinunal activity, demolished those buildings with this type of design and prohibited the use of this design when building public assisted housing. PRIOR ACTION/REVIEW 1. September 2, 1986, Ordinance No. 86-173 — Approval of PD district standards and a concept plan. 2. October 6, 1998, Ordinance No. 98-324 — Approval of an amended concept plan changing the land use factors approved in Ordinance No. 86-173 and requiring 100% masonry by used on all exterior building walls, excluding windows and doors. 3. October 2010 — Ordinance No. 2010-270 — Amended the development and transportation standards and the district boundary of PD-120. 4. December 2010 — Ordinance No. 2010-315 — Gardens of Denton Phase I approved. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table item. Agenda Information Sheet May 7, 2013 Page 3 RECOMMENDATION The Planning and Zoning Commission recommends APPROVAL of the proposed detailed plan for Gardens of Denton, Phase 2. The Development Review Committee recommends APPROVAL of PDA12-0006. EXHIBITS 1. Staff Report 2. Location Map 3. Zoning Map 4. Proposed Detailed, Drainage and Utility Plan 5. Proposed Landscape Plan 6. Proposed Tree Preservation Plan 7. Proposed Building Elevations 8. Notification Map 9. Site Photos 10. Draft Planning and Zoning Commission minutes of April 10, 2013 11. Ordinance Respectfully submitted: .,�,� � ,��, . ,�,� e�.� � � ��„�� ,� � ,.�- � � � �� Brian Locldey, AICP, CPM Planning and Development Director Prepared by: �h� Cindy Jacicson, AICP Senior Planner Exhibit 1 Staff Report CITY OF DENTON DEVELOPMENT REVIEW COMMITTEE STAFF REPORT P&Z Date: April 10, 2013 TYPE: Detailed Plan CC Date: May 7, 2013 PROJECT #: PDA12-0006 Project Number: PDA12-0006 Request: Approval of a Detailed Plan for an approximately 5.765 net acre multi-fanlily development located within a Planned Development (PD-120). Applicant/ Property Owner: Location: Size: Zoning Designation: Future Land Use: Case Planner: DRC Recommendation: Summary of Analysis: Wayne Lewis, Andrew Merricic Companies The subject site is located on the south side of Loop 288, west of the intersection of F.M. 2164/Locust Street and Loop 288. 6.199 gross acres � Planned Development 120 (PD 120) Community Mixed Use Center Cindy Jacicson, AICP The Development Review Committee recommends APPROVAL of PD 10-0001. The applicant is proposing to develop a 192 unit apartment complex on 5.877 acres (6.199 gross acres) located within PD-120. The applicant's proposal is Phase II of a two phase multi-fanlily development containing a total of 384 unit apartment complex. The Detailed Plan for Phase I was approved in December 2010. Section 35-174 of the City of Denton Zoning Ordinance provides standards by which a Detailed Plan is to be evaluated. Such standards include showing permitted land uses specified in detail and the acreage for each use, adjacent or surrounding land uses, zoning, streets, drainage facilities, existing or proposed off-site improvements, the location and size of all alleys, parlcing lots and parlcing spaces, loading areas to be used for vehicular traffic, access and connection to existing or proposed streets, traffic generated by the proposed uses, the maximum height of all buildings, the maximum total floor area, the location of water retention areas and major drainage facilities, and the location of all maj or utilities. The Detailed Plan submitted shows a multi-fanlily development consisting of three (3) story buildings with a total of 192 units. The number of parlcing spaces required and shown on the Detailed Plan is 317 which include a total of five (5) garage parlcing spaces. A club house, pool and play area are also proposed as part of the Detailed Plan. The locations of the retention areas and major utilities have been reviewed by the DRC. The proposed landscape plan is compatible with the landscape plan approved for Phase I. The Detailed Plan shows one proposed access point onto the site from Ame Drive, a private street which connects with Locust Street. Findings of Fact 1. 7'�/E', S7/E', dS L�E',Sd�YlC//E',L� C/S ��OI�11�21lYldly l�d.KE',L� �lSE', ��E',YI/E',1' OYI /�/E', F1!/1!1'E', I,GYIL� �lSE', l�G� Of, the Denton Plan. Pe� the Denton Plan, a"Community Mixed tlse Center" niight contain a supe�nia�ket, d�ug sto�e, specialty shops, se�vice stations, one o� nio�e la�ge places of wo�ship, a coniniunity pa�k, niidsize offices, and eniploye�s, high-to niode�ate- L�E',YISd1y �/O1lS/Yl�', C/YIL� �E',1'�/C/�S C/YI E',%E',1�2E',YI/C/ly OI' 1�2dL�L�%E', SC�/00%. 1/ dYlC%1lL�E',S VE',1'/dCC/%%y dYlfE',�'1'C/fE',L� 1lSE',S /YI 11��'/dC�'/ L�dffE',1'E',Ylf 1lSE',S 1�2C/,I hE', %OCC/fE',L� ()YI L�dffE',1'E',Ylf f�001'S Of f�'/E', SC/1�2E', �J1ld%�/Yl�'. 7'�/E',�JI'O�JOSE',L�l)E',/C/d%E',L�P%C/YI dS COYIS7S/E',YI/11�d/�/ /�/E', I)E',YI/()YI P%C/Yl. ?. The slrbject szte zs located ��zthiyl Playlyled Develc�pr��eylt 1?0 (PD-1?0). .3. 7'�/E',1'E', C/1'E', YIO �%C/YIYlE',L��1lh%dC d1�2�1'OVE',1�2E',YI/S f01' �O/C/h%E', 11�C//E',1', SC/Yld/C/1'y SE',11�E',1', L�1'C//YIC/�'E',, OI' /1'C/YIS�JOI'/C//d()YI fC/Cd%d/dE',S SE',1'V/Yl�' /�/E', S1l�JJE',C/ S7/E',. l. The p�oposed developnient has fi°ontage on both Loop 288 and Anie D�ive. Loop 288 is classified as primary major arterial on the City of Denton's Mobility Plan. Ame Drive is a p��zvate st��eet. �. The szte zs lryldevelc�pec�'. 6. The subject site is su��ounded on the south, east and west by p�ope�ty zoned PD-120. The site located to the no�th, ac�oss Loop 288 is zoned the Hills of Denton Maste� Planned Coniniunity (MPC07-0003). 7. The�e a�e no Envi�onnientally ,Sensitive A�eas (E,SAs), Flood plain, CLOMR, LOMR, Municipal Setting Designations (MSD) on the undeveloped po�tions of this site. 8. Locust,St�eet has the capacity to acconiniodate this developnient. �. WC//E',1' dS C/VC/d%C/�J%E', �Jy E',.K/E',Yl�/Yl�' C/ 1 �—dYlC�1 �J1l�J%dC 11�C//E',1' J�2C//Yl, f1'0J�2 /�/E', SO1!/�/11�E',S/ COJ'YlE',1' of S.H. Loop 288 and Locust St�eet to the no�thwest co�ne� of Lot �, BlockA. �S�E',11�E',1' dS C/VC/d%C/h%E', VdC/ C()YIYlE',C//Yl�' /O /�/E', 111�0 cS'—dYlC�/ �'1'C/Vd1y 1�2C/dYlS C// /�/E', SO1!/�/ �1'()�E',1'1y line of Line �, BlockA, that we�e const�ucted as pa�t of the Phase I p�oject. 10. Othe� info�niation stated by DRC. A. Aylticzpated ��ate�� der��ayld: ??-1 (peak) B. Aylticzpated ��aste��ate�� der��aylc�'. 1 <7 (peak) ��. 7'�/E', E',.KdS//Yl�' 11�C//E',1' �1S/1'dh1!/d()YI C/YIL� 11�C/S/E',11�C//E',1' CO%%E',C/dOYl SyS/E',1�25 �/C/VE', S1l�dCdE',YI/ capacities to acconiniodate the p�ojected deniands associated with the p�oposed L�E',VE', I ()�1�2E',YI l. Development Review Committee Based upon the information provided by the applicant and a recent site visit, the Development Review Committee finds that with the recommended conditions the request IS CONSISTENT with the surrounding land uses and general character of the area, IS CONSISTENT with the Denton Plan, and IS CONSISTENT with the Denton Development Code. GENERAL NOTES �'OTE: Approval of thz.s reqite.st .shall not con.stititte a waiver or varzance fi^on� a� applzcable developn�ent reqirzren�ent itnle.s.s .speczfzcally noted zn the condztzon.s of approval and con.sz.stent wzth the Denton Developn�ent Code. �'OTE: All ivrztten con�n�e�t.s n�ade zn the applzcation and.sitb.seqitent.sitbnzz.s.szon.s of z�forn�atzoh n�ade clitrzng the applzcatzon revzew proce.s.s, whzch are on file wzth the Czty ofDenton, .shall be con.szdered to be bindzng itpon the applzcant, provzded .sitch con�n�ent.s are not at varzance ivzth the Denton Plan, Denton Developn�ent Code or other developn�ent regitlatzon.s zn effect at the tzn�e of developn�ent. Surrounding Zoning Designations and Current Land Use Activity: North��est: North: Northeast: Hills of I)enton MI'C, Hills of I)enton MI'C, Hills of I)enton MI'C, undeveloped undeveloped undeveloped West: � ' � East: PI)-120 ' � 1 PI)-120 undeveloped • - - � • - • undeveloped South��est: South: Southeast: PI)-120 PI)-120 PI)-120 undeveloped Uardens of I)enton, Phase I undeveloped J'orrrce: C'ity oJ1)errtorr Cieographicallrrforrrzafzorr J'ystenz arrd site visit by C'ity staff Comprehensive Plan: A. Consistencv with Goals, Objectives and Strate�ies: Per the Future Land Use Map of the Denton Plan, the subject property is within the Community Mixed Use Centers Funire Land Use designation. Per the Denton Plan: "Community Mixed Use Center" might contain a supermarlcet, dnig store, specialty shops, service stations, one or more large places of worship, a community parlc, midsize offices, and employers, high-to moderate-density housing, and perhaps an elementary or middle schooL It includes vertically integrated uses in which different uses may be located on different floors of the same building. It is staff's determination that the proposed Detailed Plan is consistent with the Denton Plan. B. Land use analvsis The applicant is proposing to develop Phase II of the Gardens of Denton multi-fanlily development with a total of 192 units. Ordinance No. 98-324 designates this site for multi-fanlily residential use. Per that ordinance the overall density of all multi-fanlily development in this location cannot exceed 18 dwelling units per acre. The overall density of both Phase I and Phase II of Gardens of Denton is 17.1 dwelling units per acre. The site complies with all requirements of PD-120. It is staff's determination that the proposed Detailed Plan is consistent with the requirements of PD-120. Nearest Fire, and EMS Station Name of Station Fire/EMS Fire Station #5, 2230 W. Windsor I)r and Fire Station #4, 2110 E. Sherman I)r. S'ozr�^ce: C'in� ofDer�tor� CiIS', Fi�^e Depa�^tnzer�t, ar�d E_lIS' Water and Wastewater Demand and Capacity: A. Estimated Demand and Service Provider: Sub'ect Pro ertv Estimated Im act Analvsis 5.877 f acres Proposed Demand Adequate to Ser��e (Yes or No) Permitted I)ensit�� 192 Yes Potable Water Consumption 224 (pealc) Yes (UPM) Waste�j ater Ueneration (UPM) 167 (pealc) Yes B. Available Capacity: Water is available by extending a 12-inch public water main, from the southwest corner of S.H. Loop 288 and Locust Street to the northwest corner of Lot 5, Blocic A. Sewer is available via connecting to the two 8-inch gravity mains at the south property line of Line 5, Blocic A, that were constnicted as part of the Phase I proj ect. C. CIP Planned Improvements: Currently there is no CIP Water or Sewer Projects planned for this area. Roadways/Transportation Network: A. Estimated Demand: Sub'ect Pro ertv Estimated Im act Analvsis 5.877 f acres (net) Proposed Demand Adequate to Ser��e (Yes or No) Permitted I)ensit�� 192 units Y Average Annual 1277 �, I)ail�� Trips (AAI)T) PM Pealc Hour Trips 129 Y B. Available Capacity: Locust Street has the capacity to accommodate this development. C. Roadway Conditions: Locust Street is a TXDOT roadway; however, left turn lanes along Locust Street onto the private driveway and Beall Street are constnicted to accommodate this development. Park Facilities: A. There is a neighborhood Park in the North Pointe subdivision near the intersection of Hercules and Beatriz Drive. North Lalces Parlc is approximately 5,000 feet to the Southwest near Riney Road and Windsor. Evers Parlc is approximately 3,600 feet to the Southeast near Evers Parkway and Cobblestone next to the Evers Park Elementary School. B. The North Pointe Parlc is also on the Cooper Creelc Trail corridor and future plans show trail connections to the east at the existing trail from Evers Parlc to Sherman Drive. Exhibit 2 Location Map Exhibit 3 Zoning Map PROPOSED PHASE 2 SITE LOCUST LP ADDIitON LOT 5, BIOCK A 6.199 ACRES ZONED MF i22 ACRE R.O.W. DEDICATION NET = 5.877ACRE5 �� CALIEU 29.714 AC. TR. 8 DENTON- MFG LIMITEO PARTMERSHIP TO BEALL DENTON PARTNERS, LP CFN 2003-201926 ZONED MF o `ry EXISTING PHASE 7 SIT �OCUST lP A�DITIO'�. �OT 1, B�OCK . ZONED MP/G'�. 16.525 ACRE�. (DOC. NO. 2011-79 (FlLED: 04/26/2011 � a�� Ea�sk�� , s�,=�,MF > � ;��,ez �� _ _ _ ��r��o.�� w. � R�, ., ro�rs z no "o E,c� so n ca sroar uv as nn-z .zs zz n> a� vweo �o n ax � rae z�o. m r�rn sa n�su� .s soe vueo� � Paa�� P�x� � «�" „z g.� �,i-��- Exhibit 4 Proposed Detail/Drainage/Utility Plan uu«xoxr�nu*r P� ucS£Oa.cEs �n� na ��'�,n�a � L OOP 28 �' ,z ..,� � �VARIABLE WIDTH R.O.W.) N 10.958 ACRES ZONED GR � O.S75 ACRE FUNRE R.O.W. DEDICATION NET = 10.643 ACRES � 4201 �OCUST LP , (INST. NO. 20?0-1768) ��,. (FlLEO- JANUARY 7. 2�10) � � zo: vocm�cnn � �+ o�rroxrowr+r a�rmws ��. --,�..�_._ -� VlCpWTY �P Fl�`�"`��"" -AM� DRfVF�-�� / {?RIVAT£ STREET) � � �f \ _�"`��"�� \ 5.249 ACRES ZONED GR � \ 0.784 ACRE FU7URE � �� R.O.W. DEDICATION , \ NET = SA65 ACRES � _ ,�� ^ � ,��-- -- �- -- -- — — a BEALL STREET �`R° - � (VARIAB�E WIDTH R.O.W ) , - . r.�,ra ZONED NR 6 A HA IEN�A sih vs jia"s s'� HEIG T5, � - � � PHA E 7 m�q ( � 8. W. P. 66 �. 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R Cy � a � � u � s '- c s �e W '� � � 0 a L al � a � w E�EE E �;df s'� �� S�lF�i;� q{6Y&5A&ya��k �;;;�:;i ��r��;,� ° g��!EEE!IE� ig�!�i!�i!i:�!4!Yi� �� i i�i��i�i ��l�i�F��FB�� 'I �YiiY1YY 6 y 6 9 � � 'YLLiL4 ! !!s!!!,ti�1 �� '« °•Op �BNRRi��Yii6 . � � �� ; �� 8 . � � � 1� �' I��i�$�1�� i��4 1i�ti�41��f�d� ��'� a �� } � � ��. � ��j�� i� �i�� j �5� , � 5�i�ldA�� i�F��i 3� ��9 � � 'eYd69l85 77'e��:s859�8R WQ �� J� , J � W i, 00 li � y g �ip g� ��J/�i� ' q °%�i%% : �$�� 1 �a � I) � Exhibit 6 Proposed Tree Preservation Plan � o ,� ,�o - � o �,__ � .. . ' � in �� _ ".. �� o �s— �:°`�a BELLE �.�� . FIRMR � — - 0.�9.,, __ .. _. . . e,�,s� � e � i� �� ag �� ,� F ��EPs �� f�� ..�� Raz��, ��«,� �� BL�G. TYPE II - FRONT ELEVATION scuE ire�.•,a•. MYNFnCNP�st@:E� v@� �� w,�.; gE� —� �� — __ ��E�.�_ � � ��E� �BLDG. TYPE N - REAR ELEVATION scae ,re�. nv Exhibit 7 Proposed Building Elevations �, � � :. � � _ .� � �, �� m�� '�■�ii�iiii��i!, ��i■■��:��■��,ii;ii iiui�i� � � � E �a��p�� :.I��i�iii��1..��i I.. � ■� � ... .. . — _ � . �� ii��i� � � - � iii��i�oui�i� :■ �F�■._.�•:■� _ �- �. _- -- '—�� --_ _-� � � ��,� -o- . �� '� "� 1� � i^� � uaraz(mwPoU� �� tNaFOmI �Maz� 14m�kal � tM�Raz�(flmRml � �1 BLDG. TYPE II - RIGHT ELEVAtION � ,�.,a � J � w O u�oi ? � C . W O Z O � O �i7�o y �� d U' ¢ 9 N � � ,, � C � � j �� a `� �° �� ms A � � � � � u="� �� C��e �¢�s i E � �� a�,�� . �.,� � A4.24 � 10069 i � 3 � � �� §+ §°^ �� g,.. .. �1 BLDG. TYPE I- COURTYARD ELEVATION � � s:uE:var.ra . _..__.._ EXiER10R ELEYATION I.EGEND O W1dW1NSHIYfiERTPG � WOLLSELMX:TPG � � OEfPLTAO 1A W4llTAG fNISH FWASIiRREL`I�AiNMlTAC� �!EPT� ...� ; Tce�qAIE .�E�9:iR%:Q�Y.':. ........... ........ .......�.q..�., ......... ��::FfEP�1&�' ��:�::�:'� r��oEpc �':t.—£�iXqcy�-�-�':::: . �xEEI EXTERIOR MATERIAL TABULATION � o�nnllc�suaczCEavEa(w.R.k �aAe9w.R. EttfmoF�.oCEW�EwK 9ulDNGie&Jiplcz rcxC[MaG[% STq.E � % ro?u �aoM T1 BLDG. TYPE I- COURTYARD ELEVATIQN � � � scr�: anr.rff � Exhibit 8 Notification Map i ; ; � ', r � , " �� ' 1 ��, � 1 ,�� ,.,, ; , l�. �► ,!,., � � � t �;; ,,� .:� :.. ��N T�� f'Vanni�g anci 7an�ng Cammission of tta� Gity of 0.�entarr wiJl hc�lcl � public he��ir7g �r� Wedn�sd�y, ApruN 1Q„ 2(�13, ta consid�r makin� a r�co�ri�nerrd'atian to �ity Council � el�tail�d F�I�rr fa� a multif�rnily c��v�lcrpmeni l�c�t�d �i�hi� � Plar�n��i D�v�l�pm�i�k (PL-120j zaning disQrict. The 5.67a acre su�j�cR site is I�cat��l on tl�e south si�3e of Lao� 2�F�, w�st of the i�ntersectian af F=.M. 2'164ILocust �treet and Locrp 2E�8. The p��hlic he��ing will start �t 6:3C� �.m. in #he City Ccr�inci� Cha��rl�ers caf �ity N�II I�acatecf �t 21� F. �,1cKinney Street, denton�, Texas. �eca��se yoc� own property u�vithrn two huncired (20�) feet af the subj�ct pra�eriy; the Plannlr�r� and Zanin� Ga�nmission wacrlrl Ifke ta kie�r• how y�au feeP abau� tl�fs reqcresl and inwilas you to afdend ths pula�ic he�rirtc�. F'lease„ in c�rder for your opinion ta be k�k�i7 intn accQUnt, return thts form with yo�u' camments �rrior to th� d�te �$ the �aublic h�aring. (Thls in n� way p�ohibits yau irom �tter7drng a��d ��aa-tici��tir7g in the ��ubfa� h��e°ing.) You m�y fax i1 tc� the nurnber locak�cl at tN�e b�attom or° mail it ka th� �cici��ess 9�el�ow or drop rt off i�i�person: f�larrrring �nd �evelcrpm�nt �e��rtm�nt 221 N. �Im �T C)�n�tc�n, iex�� 762(}1 Attn: Cindy Jackscan, Praje�� ian�ger Thes� fa�rrn� are usecl #a calculat� th� pe�-c�ent�ge r�f land�wner°� ti�at �up�a4rk �nd appc�s� the requ�si. �he Conmmission is infarmed of the percent of responses in s�rppe�ri and in ap�osiitfon. Pdease circle one: ��. �n f�vo .�.��_�.�.� .., �� r of u�e�uesti � Neutral ko ��equest apposed ta req��st �easons gar , � � � '� : `��'�� " ;�� "''� ��. �'��°�"��'` ��"�!'"�' �i�,�`"�� "��' �:�"��" "�'�` �'�"��'��°��'""��"��w''� � �°"�, �r"� ,��"°«�"��.� ��! �-�"w,� �� "u� " ��P' � � .� ,. . . ��r^`",�� ,,� �""��',r�"` �" , � ��t �'�"�',�;,�:.. � e��.. � , � � ��_�_ �,�"�:�"��"`",�°�r"r�,. ��•��'" ,��'� � � �. � �.� , �� .. �'� � Sa�naturc: �' , ,� �� printed N�rme: ��,�',��°�'�"" ,�". � ��--�"�� . "� ",�"��"� "��-�#�.�� .��,a,� a. ��" �� Maili�ng Address: � �� a� ��r�-� � t��' �.. "" c�►y, stat� zip: �� =�"� ��"� �� '�"�' ;�� °�.;� � . Telephone �Jurnber: � � �""�"� °�° ��'� � V'hysical Ad�ress af Property within 2a0 feet: ..��a'��,+��'�"� � M�Po��`,�"��'=��"� �"""� ��° �„�"��.� � ,�� .�'"�� ; �°� °�p" °��""��°� .�"�.�� ' �� ITY Q!F L1��ilir�lihl, ��.7%di5`i CITY HALL VUESY • Q�N70�9, �E,XAS 7�6?_Q1 � 940.349.8351 �(F) 940.3G9.7707 ;/I�p'''��2 PJrrtir:r Exhibit 9 Site Photos East of Subject Site Subject Site 10 11 12 13 14 15 16 17 18 19 20 21 Exhibit 10 Planning and Zoning Commission Minutes PUBLIC HEARINGS: A. Hold a public hearin� and consider makin� a recommendation to City Council re�ardin� a Detailed Plan for a 192 unit multi-familv develonment located within a Planned Development (PD-120) zonin� district. The 5.675 acre subiect site is located on the south side of Loop 288, west of the intersection of F.M. 2164/Locust Street and Loop 288. (PDA12-Q006, Gardens of Denton, Ph II, Cindv Jackson� Jackson stated this request is to consider making a recommendation regarding a Detailed Plan for a 192 multi-family development located within a Planned Development (PD-120) zoning district. The site photo includes Phase I, which already exists. Jackson stated staff sent out 3 notices to property owners within 200 feet of the subject site. As of this meeting, staff has received one returned notice in favor of this request. Jackson stated staff recommends approval of this request. Bentley referred to the staffreport where Phase I is indicated as 12 acres and the provided plan is indicated as 16.52 acres. Bentley questioned Jackson if she has received further clariiication on this; Jackson stated not at this time. Schaake invited the applicant to speak; he stated he did not have a presentation. Joshua Jezek, 8350 N. Central Expressway, Dallas, Texas Bentley stated Phase I of the development is nice; however, Phase II seems to be a downgrade in comparison. Bentley state Phase I and Phase II essentially should be mirrored in quality. Bentley questioned why there are not as many garages in Phase II as Phase I; Jezek stated based on density there isn't enough room to allow more garages. 22 Schaake opened the Public Hearing; there was no one to speak on this item; Schaake closed the 23 Public Hearing. Bentley requested clarification from Leal; Bentley stated the density is 32 units 24 an acre; how is it calculated to 17 units an acre when this is two separate 1ots. Leal stated the 25 second phase happens to be on another lot; those decisions are far the developer to malce. 26 27 Commissioner Brian Bentley motioned to deny this request. There was no second, the motion 28 failed. 29 30 Bentley stated he has comments based on his own personal experience. The one proposed 31 building would make for great hiding places for thieves. The details diminish towards the rear of 32 the proposed property. The courtyards close in the swimming pool area, which allows no air flow 33 in that area. Schaake questioned density; Jackson stated the design was created in order to get the 34 density that was required. Jackson reminded the Commission this is a Planned Development 35 (PD). Lockley stated this is a PD that governs the entire area; staff will continue to ensure that 36 the overall density for all phases does not exceed what was approved for the ordinance. 37 38 Commissioner Frank Conner motioned, Commissioner Thom Reece seconded to approve this 39 request. Motion approved (5-1). 40 Exhibit 11 Ordinance s:4leg�al4€eur do��rn�ent�"tc�r�lin»ncesld3'��dre12-QO�d6,rJoi ��i5i.��L �'`rT�. A1�9 iC7I2DII^+1t1�w"C➢� i7I' �I��' �.TiT''ar �I' 1��°I'C)1`v�, "1: �^;XAS, I'�C�1'VI�3T�lG ��I� AF�'�.�V�,I, f)F A DETAIL�I7 PL.AT11 ]^C:R �.19'� �1.CI�.�S � (iC`A7'FC�'�,'1`I'11i� P�AN��]D ��'�L(�FME3N1, 12� (1'd�-12�Q) Z�P�PII'�!('r ]�IS'1'[�I+�`T; {.;T;I�:ItALL,� L4�t;�A`�"�I) �I°,C T':C-I� SCIU�i'�3 SII?� ()F L�t�I' 288, 'iJ�S'I" �F 'T�-�F �TT�;Tt.Si;�;1'I()l`1 C)k�' �.M. 2164/L(�C',[JS"l" S`TItFFT !'�I'�D I�C)�P' 2��, TN '1'I-�1: CITY t�l� L7�NTC3]f^�T, I��NTC)N C(�LJ�;"I`Y, "I"LXA�; �'T�C)V�I7I�(i �'[}:R A T��'NAI,T`�' �.[v' `.["fl:�a M�XTMUNi .hM�iJNT �F �'2,atl(�.OQ I't�R VI�L�"1'ICiNS 'Tb��R�t�T'; Pt�C1VTl�I�G r� s�v�F��,��1°� c,�,��JS� .�r�� n�r �r��c�zv� n��rz�. �� z-oo�a�� 'vVHTRF'AS, �n I�lav�;n��a�;r i�a201 CS, by �rciii�anc� 2� 14�-274}, �he City C;�uncil apprc�ved a�r �mcrtclGd C;c�nce�t T'dan far a�7}��ixir�yatel;y �35.(r5 �tc��es crf lat�d w�tk�at� the 1�1a��1ed L�cv�l.o�atn�t�t 12f� (�'1�-120) zc�nin� d.istricC, as mai°e }�ar~[icular�y dc��cr�i�a�d t�er�in; ac1� WH�;IZT�AS, ca� C3ctober• 19, 2�91�, b� C)r�inanc� 2Q1f7-27�, the City C;�uncil ��p��a�ve;ci an �rr�cntltnez�t to the PI7 l��untt�t�aes, c�z�cepx plat� �tbd c��vCla�irte�t stanclards witt�in �'la�lit�c3 I7evelo�meni 1�U; ancl 'v�'HL;R��,S, Joshua Jer�l� (1'a�he�c� IC�ch) oii �S�:hal# c�t W�syne Le�v�s, l�e.r�ton L�' 2, has applicc� ft�r ap�px'cjval ofa I?etailcd T'laci fc�r 6.15�� acx•�s r,f land lc�cal�tl v�rithin tl�e I'L7-12(� �lzrit��' r3evGlcapincnt district, anci r�are pa�-licularly ciescrib�ci i�i �,xl�bbi� <`�1" atitacheci f�et•e�c� ad cn�dt� � pa�°t h�reof ("tl�e Prn�i��ty"}, saicl IJ�tail�;�i Plaxi beia��; �an �il� in t}�c c�f�ces cai' ihe C",ity,s i'lae7t�in�; ll�ivi4iUn, incprpc�ratin� �:xhibits "£�" t1u•r��ng;h "v" , attsac�zec� he�•etcr �nd ��adc a pa��t here�f a� l�xhibit «�� t�e "I��tail�d �'1an");� ��i �NI-IT;kt��"aS, otl 1v1a�y 7' 2�13, dhc Ciiy Cout�cil concludcd a puL�[ic h�r�ri��, anci tan ,�1,p�ri1 l�!, 2t713, tl�e l�la�anin� anc� Conia��; f��manissae�n ��ncllGded ��rul7lic h�aring as ��quie��cl kay �aw, a�d recc��nrnendccl appr�rval c�f the r��acstet� cict��ileti �tan arnetidrr�ent; an�i WT-�LR�,.hS, tlrc City ("�tzncil �z�ds t�aC the I�etai�ed 1�lan ain�ndnierat is ccrr�sistenG wit�i the cnracept pllan �°c�r �'lanne;d J[�evc;lc��e�at 12f� (P�:1-1�!�);1Ni)�rV, "1'H�I��,�((�F:E, `THF CCJiJTtiIC1I, a�' T'1-i� �;TT`I C�F' �k;�*i`I`L��i H�RE�Y C�CZ��AINS: S)s.�'fl'lOfl�1 1. "T'he fi�7r��n�;s ata� ��ecitatic�n.5 conta��ecl ii� tk�� pi°carnl�lc af thi� c�rdi��ance ar� ivacc�x�rcrt'alcd herein by re�ea��ncc. ��C`l"if�N 2. 'This c�rdirr�nce} t��cther with all iaiccri�,ot�ter� attael�t�ents �n�l canciitic�ns, s�cciiica�ly i:ncl�.ad3n� a11 conditdo��s �a�d s[anclar�3s i�ei`�r�nGe� c�r incat°pra��tecl k�y the �'��-12.a �;can�c}�rt Pl�� ((��°�l�nance 201 �Q-27(��, �;� her�by a��prc,ved as the Li�tailea� Pia�� fc>�' tl�e �'a•�pe�ty, S�;C'1'IC)T�C 3. T��e pr��risir�ns of il�is orc�in�n�e as �hey �pply tc� tl�� I�r�perty �h�lt �e�v�;i�n �rt� contrcal c�vee� ar�y �c�nllicCun�; p�'ovisirat�,� c�f �t°dinance 201�}-27(�, �ut all the }ar�vis��r�s �a�' Clydinanc� 2{}1 Q-Zi�?, as fh�y ��ply to lhat t`en�ait�in� �ro�•��c�� a� the cfli5trict antta hec'ei�7 art7encicd, sha11 cUntinu�: in force �nd �i`f�;�t ai7� sha�l �g�pCy to ihe remai�t�ler a�'s�ic� distri�t, SL°CTI()1'� 4. If any provisicr�� af this €�rdiz�arace c�r th� a�plicati�n th�re�af to arny p�r��n cra cixcunxsta�c;e �s �elc� i�valid by a�ay �;c�u�•t, suc� invaVic��ty skaall not a��ect tlae valiclity a� at��r pravisicans �ar ap�lic;atirans, and t� tl�IlS ei�.c� t��e pi•avisians r�fthis o�•ciinance a�•e seve��e, ,SECTTC)I'� S, �ny �ers�n vi�latirh� any pi�ovasian caI'tltis �arciin�n�,e: s1Y�11t, up�r�ii cr�trvi�:tie�n, Q�� iined � surn tla� exceedin� ��,�Ot).GD(�, E��eh ��y that a�rrt�visian a�'t�-uis ��•dinance is violateci 51a�11 cc�nseitutc a s�par�te aiac3 clisbrnet offcns�;. ��C'Il"IC)1� E�. Tiiat this arciinttaic;e shall becTrrne effect�ve fc�ua�een (1�} ciays fiam t17e d�te �rf its �a�ssagc, �nc� th� City �ecretary is hercby c�ii•ect�c� tr� c�ause the: cap�ion af'tlji� �rdinaiYCC tc� be: paa�9ishe� twice in tY��; I�entan Rec�a�•c�-Ch��c��'rcle, a�aily �ewvs�a�a�t� g�acblished in th�e City af t�entc�n, T"c�as, witl�in te�z �1�}) days oI"thc daie a�'its pass��e. PAS�ED ��1➢� .�PPP�.�?V�� tlzis the day n�` , 201 �, �Vd�,F�K �, BU�R�L�CiI-IS, I�✓IAYC)12 t's: b"`I"F'�'d": :��NA�iIkE� Wt11L"�'F:KS, �:f'1'Y S��C��;'�'�1,R�'' �� , r � 'r' s� � �� , r ,,r�r, .. , �,'" �� , f ,�''f �Y: � m ' !" �' � � 1' � .�, � � . .�, A�'�'T�C9V�'� A�S "�"C) �.,��A�.. F�IZI�: r�,.3`�II'Tt'y �3f_J�C'r'k�S�, �",ITY A.'I'T"C��,Y �3Y: Fxhibi� A L��al l)�scri�ti�an D�SC�.�P'�'1�1V, r�f' a�, ��9 ac�e tr�ct c+:�" land situ�Ceci �n tlae Tixa��a�s '.� c,by S�zz`vey, Absiract �ic�. 12��, I7�.r�tic�i7 CrauinQy, `1'�xa�; �aic� t�'act ��:ir7� park c31�F�c�t 1, I31c,cllc l�, ��nc�lin �r��iti�i�, am a�iciition to the �ity af De�xtan, `Texa�s accc�t�dil��; t�a thc �1�R z�ecc�rdec� in �abia��t C), I'a�;e 13� o�'the Map rec�t°�s c�fDentorn Gc��anty, °Il�exa.y; saad �ract alsc� bein� ��11 �f the �ti t�act r�f`1�n�1 �escr•rbec� n Gea�et•al �ar�°�mty� I��d t�� C'rardens �rf" L?�i�tam IT, I,.�', i�ccord�d in Tnstrument N��nb�r 2t713-15U 1�a crf the (7�"�ci�l r�cnrds �f I7�nta�� Ccrur�ty'I'exas; said 6.I �9 �cr� tra�t N��in�; mar�; p��ti�t�l�rly c8�sc�•ibed as follows: F�ECrTI*1NIN�'T �ti a�/2 —an�ch irc��, rc�d f�,unci i� �hc s�utih ri�ht-of-wa}� line caf S��te Highway L,aop ��$ (a vu�iable width ri�ht-af-way) and tl�e �ortlxvaesrt ca�°t��i° of s�aad L,�ot 1� s�id point aflsa bei��ug the nr�rtl�e�� cor�ei af a tr°act �if l�n� c�e5¢;ribe� rn �arr��tiy �)eec� tica F3ea11 Dei�t�ai� P�u�tners L.P. r��;c�rc�ed an lrnslrurnen� i�ltiar�be�' 2��-20192C� caf said Cl('��i�1 T'ublic I�e.c��d�, TI��fi1��, I`��arth �� d��rces, 3$ zx�i�uut�;�, 51 secc�n.ds �:�s�t, a4�n� tli� said s�dti�h l.inc of Stat� � Ii�fl�way T.,cra�r 28$ �:n� the �7ar�h lline �f s�aid �at 1, � distaa�ce �,f 4l33,fk5 ��e�t �� m 'l�-��nc�ti ir�c�lz ��rd wi�tlz "PACH��C� KO�L��" cap set fc��• �c��•ner> "�"H1:�CF�, 5o�th Q� cie�;rees, 31 ��utes, S4 se�u��ds, �;ast, �epa�•rti�� tk�� s�ici saau�h Zzr�e aF�aid S�ate k-Ii�1hway le�op 2�� ar�d the sazc� ��orth li��e crf [.�at �, a�ista�ce c�f 29�1.f�� fc�t do a�/�-i.tt�ch �rc�m rocl with ``�'AC:H�;C'C7 I�()C;[�a' ca� s�t a�t �hc be�;innin� �af �t tangent curve tcr �h� left; T��NC�', in a�c�uth�:a��terly dire�tic�n, a1an�; saic� ct�rwe t€� tl�e left, 4�avi�1� a cc��al �ng�� t�f 42 c�egrees, 42 ��inutes, S�a ;secaaads, a�ar�a�as of 380.�7 �e�t, a�h�rc�i beaaia�� nd da'stance c��"Sauth �,7 �ie�rc�s, 53 lninutcs, 22 sccoanr.�s �ast, �,7(.98 fcct, an �i•c �ist�nce �of'2��i.S[V t�a a✓z-in�� ii•r�n t•�d wi�17 "I'�CI��CC7 I�C)C:EI" cap set f`c��• coi°ne�� iY the n�rtla line �f`Lc,t l, F31��c r�,, Lc��ust I�f� t�dditic�n, �in ��Idition t�o the Cuty �f �►el1�an, T'�xa� a�c�ardin� t� i�ie plat r•c�;c�rd�ci in instr�sncr�� I�1a 2I� ll l-79 cs�' sai� t)fiicial �S�Abiu�. I��cc�rd�; "1'H��,iriC�, No�•tl� �f� de�;�'ec�, S'7 a�ti��a�e�, 11 secaz�cls, �cst, ala�� thc s�ruth line aC s�iei �rs� ��e�e�°e��c�ci L�t 1 and the sai� nc�r�h line nf se�.c�nd i�eferetYCe�l 1ot 1, a di:star�ce crf 652.48 fcet �o a/�- inc�h iran 3•ad witt�"�'A�H�� I�C7CH" cap iaunci fc�r �Ur�er il� th� east lio�e c�I'said ��.all➢ Uc��lc�� Parti�ers I..P, t��c#; �aic� �€��nt beis�� t��e sc�uthw�:�t ca�rbe�• �f said i"ir:st refe�er�ced T:�c�� nd thc �orth�est �or��er r�f sauc� sec�nnd referenced Q�t 1; 'I"1�F'�C�: Nc�i�h � 4 c�e�rees, C�2 t�is�uie5, �� secc�r�ds Cast, a�c��r� the west �in� c�f ��id �ti°s! i•ci'e��encc�i ��at 1 and tl�ic safld east line ai F3eal1 De��tc�n p��°t��e�s L.�', t��c;t, a�listance af 47C�.Eifi £eet t� the �'C�IlN�" C1F' C�I;�i�TfiJ1fiIC'T. 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AGENDA INFORMATION SHEET AGENDA DATE: May 7, 2013 DEPARTMENT: Planning & Development ACM: John Cabrales ��j SUBJECT Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, amending Subchapter 3("Procedures") of the Denton Development Code by adding new Section 35.3.13 ("Development Criteria Manual Procedure") establishing criteria for the amendment of Development Criteria Manuals; and by amending Section 35.3.4.A adding a new action item that is required to follow the Zoning Amendment Procedure; and providing for the ratification of existing criteria manuals; and providing for severability and an effective date. BACKGROUND Pursuant to Ordinances No. 2002-040 and 2006-363, the City Council adopted the Denton Development Code and adopted the seven Development Criteria Manuals by reference. These manuals include the following: 1. Application Criteria Manual; 2. Constniction Criteria Manual; 3. Drainage Criteria Manual; 4. Site Design Criteria Manual; 5. Site Plan Criteria for Municipal Solid Waste & Recyclables Storage & Enclosure Requirements; 6. Transportation Criteria Manual; and 7. Water and Wastewater Criteria Manual. Through these Development Criteria Manuals the City Council delegated specific design standards and methodologies to a staff of professionals possessing the licensure and expertise necessary and appropriate to establishing such standards and methodologies in the public interest. These would be accomplished after consultation with their peers in both the public and private sectors, consistent with the policy direction of Council. However, the Denton Development Code did not provide a procedure for malcing administrative amendments to these Development Criteria Manuals. As new products come into the marlcet, new specifications are Agenda Information Sheet May 7, 2013 Page 2 developed, improvements are made to existing products, new methods of constniction are advanced, these need to be incorporated into the Development Criteria Manuals to stay current. As such, staff is proposing to amend the Denton Development Code to add a new Section 35.3.13 "Development Criteria Manual Procedure" and thereby establishing the procedure for malcing amendments to the Development Criteria Manuals. The proposed ordinance includes the adoption of the seven Development Criteria Manuals as these currently exist. In addition the ordinance includes the administrative amendment procedure for keeping the Development Criteria Manuals current. To implement the amendment procedure staff would discuss and receive input on the proposed amendments from stalceholders that include the development community comprising of developers, engineers, architects etc. After discussions with the development community, staff will then present the proposed amendments before the Planning and Zoning Commission at a worlc session. At the worlc session, the Planning and Zoning Commission may offer any suggestions or recommendations concerning the proposed amendments. Following this work session, staff would then proceed with posting the proposed amendment on the City of Denton web site and at the City of Denton City Hall at the location for posting notices of all public meetings, for a period of not less than 30 consecutive days. During this 30 day period, comments of interested persons and written protests or requests for review may be sent to the electronic or street address of the City Manager or City Manager's designee. All proposed amendments shall become final unless review is requested or a written protest is filed within this 30 day period. The City Manager or City Manager's designee will make an attempt to resolve all protests or requests for review and consider all comments filed within the 30 day period. If the protests or requests for review cannot be resolved the amendment will be processed as an amendment using the procedure set forth in Section 35.3.4 of the Denton Development Code which includes public hearings before both the Planning and Zoning Commission, and the City Council. In malcing any amendments to the Development Criteria Manuals the following criteria is established per the proposed ordinance; 1. Desi�n Standards. Design and constniction standards shall be set to establish a baseline that will promote the health, safety and welfare of the public and to promote cost — effective constniction and design. 2. Public Improvements. The design standards for public improvements should strive to minimize the ongoing costs to operate and maintain public improvements and to provide for an appropriate service life, to minimize the future burden on the public. The standards shall also consider the positive impact that properly designed and maintained public improvements have on the econonuc development and the welfare of the City as a whole. 3. Private Improvements. The design standards for private improvements shall establish an appropriate baseline to protect the health, safety and welfare of the public, while promoting processes that are affordable and cost effective. The standards shall also Agenda Information Sheet May 7, 2013 Page 3 encourage quality development with lasting value, and maintain or enhance the property value of the development and its neighborhood. 4. Aesthetics. Standards should promote aesthetics to the extent of recognizing the value and importance of maintaining or improving upon the neighborhood or surrounding area in a tasteful and compatible fashion, consistent with the Denton Plan, so as to maintain or improve property values and attract quality development. Staff will ensure that the above criteria gtiides any proposed amendments to any of the seven Development Criteria Manuals. PRIOR ACTION/REVIEW Planning and Zoning Commission Public Hearing November 14, 2012: Planning and Zoning recommended the Ordinance for approval with recommended changes City Council Worlc Session April 16, 2013: Council recommended presenting the changes to the Planning and Zoning in a Worlc Session after discussions with the Stalceholders before posting the changes for public comment and input. RECOMMENDATION Staff recommends approval of the Code amendment regarding amending Subchapter 3 "Procedures" of the Denton Development Code by adding new Section 35.3.13 "Development Criteria Manual Procedure" establishing criteria for the amendment of Development Criteria Manuals and by amending Section 35.3.4.A adding a new action item that is required to follow the Zoning Amendment Procedure as submitted. EXHIBITS 1. PowerPoint 2. Ordinance Respectfully submitted: �� „`� ��. �_ � � �� Brian Locldey, AICP, CPM Planning and Development Director Prepared by: � P. S. Arora, P.E. Development Review Engineering Administrator s:\legal\our documents\ordinances\13\criteria manual procedures ordinance2.doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AMENDING SUBCHAPTER 3("PROCEDURES") OF THE DENTON DEVELOPMENT CODE BY ADDING NEW SECTION 35.3.13 ("DEVELOPMENT CRITERIA MANUAL PROCEDURE") ESTABLISHING CRITERIA FOR THE AMENDMENT OF DEVELOPMENT CRITERIA MANUALS; AND BY AMENDING SECTION 35.3.4.A ADDING A NEW ACTION ITEM THAT IS REQUIRED TO FOLLOW THE ZONING AMENDMENT PROCEDURE; AND PROVIDING FOR THE RATIFICATION OF EXISTING CRITERIA MANUALS; AND PROVIDING FOR SEVERABILITY AND AN EFFECTIVE DATE. WHEREAS, pursuant to Ordinance No. 2002-040, the City Council of the City of Denton, Texas adopted the Denton Development Code (the "Development Code"); and WHEREAS, the Development Code established a process, whereby the policies, regulations, and procedures relating to zoning and development within the City and its regulatory extraterritorial jurisdiction are legislatively established by Council after public hearing, in accordance with State law, but specific design standards and methodologies are delegated to a staff of professionals possessing the licensure and expertise necessary and appropriate to establishing such standards and methodologies in the public interest, after consultation with their peers in both the public and private sectors, consistent with the policy direction of Council; and WHEREAS, the Development Criteria Manual process was intended to benefit the public and the development community by empowering City professional staff to more quickly implement new and improved materials and methods as they are developed, in accordance with generally accepted design standards of the industry, as appropriate to achieving an equal or greater public benefit for cost expended, for issues not involving policymaking decisions; and WHEREAS, the City Council had previously adopted by ordinance the Development Criteria Manuals listed in the attached Exhibit "A"; and WHEREAS, the Development Code, however, did not provide a procedure for making administrative amendments to these Development Criteria Manuals; and WHEREAS, the proposed administrative amendment procedure carries out and completes the original intent envisioned by this criteria manual approach; and WHEREAS, the City Manager recommends that a procedure for making administrative amendments to the Development Criteria Manuals be established which is similar to procedures established by other municipalities; and -1- s:Uegal\our documents\ordinances\13\criteria manual procedures ordinance2.doc WHEREAS, after providing notice and conducting public hearings as required by law, the Planning and Zoning Commission recommended approval of these changes to Subchapter 3 of the Development Code: and WHEREAS, after providing notice and after conducting a public hearing as required by law, the City Council finds that these changes to the Development Code to establish procedures to make administrative amendments to the Development Criteria Manuals are consistent with the Comprehensive Plan, and are in the public interest; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference as true and as if fully set forth in the body of this ordinance. SECTION 2. Subchapter 3— Procedures of the Development Code is hereby amended by adding a new Section 35.3.4.A.6 ("Development Criteria Manual Procedure") which shall read as follows: 35.3.4. Zonin� Amendment Procedure. A. The following actions shall follow the Zoning Amendment Procedure: ******** 6. Consider an amendment to the Development Criteria Manuals if the protest or requests for review cannot be resolved within the 30-day review period as described in Subsection 35.3.13.B.2.d. SECTION 3. Subchapter 3— Procedures of the Development Code is hereby amended by adding a new Section 35.3.13 ("Development Criteria Manual Procedure") which shall read as follows: 35.3.13 Development Criteria Manual Procedure. A. Purpose. In order to optimize and facilitate the specification of safe, efficient, cost — effective design and development standards, this procedure for making amendments to Development Criteria Manuals is established to afford a procedure for establishing design standards administratively. The intent is for standards to be established quickly and efficiently, as a part of a collaborative dialog among land development professionals, both inside and outside the City. 1. Minimum Standards and Responsibility: The criteria established by the Development Criteria Manuals and the procedures set forth herein are not intended to supersede any requirement for submission and staff approval of designs sealed by a professional having appropriate licensure. Design -2- s:\legal\our documents\ordinances\13\criteria manual procedures ordinance2.doc and development standards and procedures established in the Development Criteria Manuals under this Subsection are intended for use only as engineering and design guidelines, and to establish minimum design and development standards. Responsibility for the sufficiency and appropriateness of any actual design shall remain the responsibility of the design engineer for the project, and responsibility for the sufficiency of construction shall remain with the contractor for the project. Users of the Development Criteria Manuals should be knowledgeable and experienced in the theories and application of the underlying standards or utilize someone who is knowledgeable and experienced. It is expected that all designs and construction of individual projects will meet or exceed these minimum standards. B. Procedure Initial Approval. The baseline structure for each Development Criteria Manual is established by ordinance, using the procedure set forth in Section 35.3.4 of this Subchapter. No additional public notification is required, beyond posting of the item on the agenda for the public meetings of the Planning and Zoning Commission and the City Council at which the item is to be considered. At the public hearing, the Planning and Zoning Commission and the City Council may hear comments from the public, the City staff and outside professionals from the land development community. Approval should be based on comments made at the public hearing and other applicable federal, state and City laws and regulations. Approval shall be guided by the criteria set forth in this Code and any other matters required to be considered under applicable law including, without limitation, the criteria set forth in subsection C, below. 2. Administrative Amendment. After initial approval, amendments of the approved Development Criteria Manuals will proceed according to the following administrative procedure: a. The City Manager, or the City Manager's designee, will present proposed amendments before the Planning and Zoning Commission at a work session. No additional public notiiication is required beyond posting of the item on the work session agenda of the Planning and Zoning Commission. At the work session, the Planning and Zoning Commission may offer any suggestions or recommendations concerning the proposed amendment. Following the work session, the City Manager, or the City Manager's designee, shall proceed with posting the proposed amendment as described in Subsection B.2.b. -3- s:\legal\our documents\ordinances\13\criteria manual procedures ordinance2.doc b. The City Manager, or the City Manager's designee, will post proposed amendments on the City of Denton web site and at the City of Denton City Hall at the location for posting notices of all public meetings, for a period of not less than 30 consecutive days. c. During this 30 day period, comments of interested persons and written protests or requests for review may be sent to the electronic or street address of the City Manager or the City Manager's designee. The current Development Criteria Manuals will be posted on the City's web site. All proposed amendments shall become final unless review is requested or a written protest is filed within this 30 day period. d. The City Manager, or the City Manger's designee, will make an attempt to resolve all protests or requests for review and consider all comments filed within the 30 day period. If the protests or requests for review cannot be resolved the amendment will be processed as an ordinance using the procedure set forth in Section 35.3.4 of this Subchapter. 3. Legislative Amendment. Nothing in this subchapter shall prevent the City Council from making changes to the Development Criteria Manuals by ordinance including, without limitation, to establish fee schedules or to make other changes as they may deem to be necessary or appropriate. C. Criteria. The following criteria shall be considered as guidelines for determining which amendments to the Development Criteria Manuals will be handled through this administrative procedure: l. Design Standards. Design and construction standards shall be set to establish a baseline that will promote the health, safety and welfare of the public and to promote cost — effective construction and design. 2. Public Improvements. The design standards for public improvements should strive to minimize the ongoing costs to operate and maintain public improvements and to provide for an appropriate service life, to minimize the future burden on the public. The standards shall also consider the positive impact that properly designed and maintained public improvements have on the economic development and the welfare of the City as a whole. 3. Private Improvements. The design standards for private improvements shall establish an appropriate baseline to protect the health, safety and welfare of the public, while promoting processes that are affordable and cost effective. The standards shall also encourage quality development � s:\legal\our documents\ordinances\13\criteria manual procedures ordinance2.doc with lasting value, and maintain or enhance the property value of the development and its neighborhood. 4. Aesthetics. Standards should promote aesthetics to the extent of recognizing the value and importance of maintaining or improving upon the neighborhood or surrounding area in a tasteful and compatible fashion, consistent with the Denton Plan, so as to maintain or improve property values and attract quality development. SECTION 4. The Development Criteria Manuals listed in the attached Exhibit "A" are hereby ratified and approved by the City Council as the City's official Development Criteria Manuals. SECTION 5. It is hereby officially found and determined that the meeting at which this Ordinance was passed was open to the public as required by law, and that public notice of the time, place and purpose of the meeting was given as required by law. SECTION 6. This ordinance shall be cumulative of all other ordinances of the City of Denton and shall not repeal any of the provisions of those ordinances except in those instances where provisions of those ordinances are in direct conflict with the provisions of this Ordinance. SECTION 7. If any section, subsection, paragraph, sentence, clause, phrase, or word in this Ordinance, or the application thereof to any person or under any circumstances is held invalid by any court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this Ordinance, and the City Council of the City of Denton, Texas, hereby declares it would have enacted such remaining provisions despite any such invalidity. SECTION 8. Save and except as amended hereby, all the provisions, sections, subsections, paragraphs, sentences, clauses, and phrases of the Code of Ordinances shall remain in full force and effect. SECTION 9. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2013. ATTEST: JENNIFER WALTERS, CITY SECRETARY : -5- MARK A. BURROUGHS, MAYOR s:\legal\our documents\ordinances\13\criteria manual procedures ordinance2.doc APPROVED AS TO LEGAL FORM ANITA Bj.JRGESS, CITY ATTORNEY �, � BY: �_.��CL2-�-v, � s:\legal\our documents\ordinances\13\criteria manual procedures ordinance2.doc EXHIBIT "A" Construction Criteria Manual 2. Drainage Design Criteria Manual 3. Site Design Criteria Manual 4. Site Plan Criteria for Municipal Solid Waste & Recyclables Storage & Enclosure Requirements Transportation Design Criteria Manual 6. Water and Wastewater Design Criteria Manual Application Criteria Manual -7-