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HomeMy WebLinkAboutApril 01, 2014 AgendaAGENDA CITY OF DENTON CITY COUNCIL April 1, 2014 After determining that a quorum is present, the City Council of the City of Denton, Texas will convene in a Work Session on Tuesday, April 1, 2014 at 3:00 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 April 1, 2014. 3. Receive a report, hold a discussion and give staff direction regarding the naming of the Center for the Visual Arts. 4. Receive a report from staff, hold a discussion, and provide staff direction concerning Denton's 2014 update to the Water Conservation and Drought Contingency Plans. 5. Receive a report, hold discussion and provide direction on modification of the Kimley- Horn and Associates, Inc consultant contract for Road Impact Fees to add development of a transportation computer model and update of the Denton Mobility Plan. 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. 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 M. Forrest Survey, Abstract Number 417, in the City of Denton, Denton County, Texas, being a fee interest in land, regarding a certain 10.372 acre tract of land located generally north of Blagg Road and east of Geesling Road, for the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines facilities, and structures, as well as City of Denton City Council Agenda April 1, 2014 Page 2 substations. Consultation with the City's attorneys regarding legal issues associated with the potential acquisition 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. (ARCO Substation Re- construction- Denton Municipal Electric) 2. Discuss, deliberate, and receive information from staff and provide staff with direction pertaining to the acquisition of real property interests located in the O. S. Brewster Survey, Abstract Number 56, located generally in the 1800 block of South Bonnie Brae Street, 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 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. (Bonnie Brae Widening and Improvements project — Parcel 13 - Harrell) B. Deliberations Regarding Certain Public Power Utilities: Competitive Matters — Under Texas Government Code Section 551.086. 1. Receive a briefing and information pertaining to certain competitive public power and financial issues regarding Texas Municipal Power Agency ( "TMPA ") on matters including, without limitation: present and future plant operations issues, plant and system expenses, maintenance issues, performance issues, financial issues, reliability issues, planning issues, and any related issues concerning the City's interest in, and its business relationship with the Texas Municipal Power Agency; discuss, deliberate, and provide Staff with direction regarding such matters. C. Certain Public Power Utilities: Competitive Matters — Under Texas Government Code Section 551.086; Consultation with Attorneys — Under Texas Government Code Section 551.071. 1. Receive a briefing and presentation from Denton Municipal Electric ( "DME ") staff regarding certain public power competitive, financial and commercial information relating to issues regarding the implementation of the "Denton Municipal Electric - Energy Risk Management Policy" that deals with bidding and pricing information as well as contracting information, for purchased power, generation and fuel; and Electric Reliability Council of Texas (ERCOT) bids, prices, offers and related services and strategies, and the terms and authorizations related thereto, as well as other and further public power information. Consultation with the City's attorneys regarding legal issues associated with the implementation City of Denton City Council Agenda April 1, 2014 Page 3 of the "Denton Municipal Electric - Energy Risk Management Policy" 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. Discuss, deliberate and provide staff with direction. 2. Receive a presentation from Denton Municipal Electric ( "DME ") staff regarding public power competitive and financial matters pertaining to plans, strategies, opportunities, and developments for generation improvements to the DME system; discuss and deliberate strategies relating to selecting and acquiring generation resources for the City; discuss and deliberate opportunities and strategies for the City to acquire purchased power and enter into agreements regarding the same in light of the possible resource shortage in ERCOT in order to meet its future energy needs. Discuss, deliberate and provide staff with direction. D. Consultation with Attorneys — Under Texas Government Code Section 551.071, Deliberations regarding Economic Development Negotiations — Under Texas Government Code Section 551.087. 1. Receive a report and hold a discussion regarding legal and economic development issues regarding the creation of a public improvement district and proposed amendments to the economic development incentive agreements for the Rayzor Ranch mixed -use development. This discussion shall include commercial and financial information the City Council has received from Rayzor Ranch developers which the City Council seeks to have locate, stay, or expand in or near the territory of the city, and with which the City Council is conducting economic development negotiations; including the offer of financial or other incentive where the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the provisions of the Texas Open Meetings Act, Chapter 551 of the Texas Government Code. E. Consultation with Attorneys — Under Texas Government Code, Section 551.071. 1. Consult with and provide direction to City's attorneys regarding legal issues and strategies associated with Gas Well Ordinance regulation of gas well drilling and production within the City Limits and the extraterritorial jurisdiction, including Constitutional limitations, statutory limitations upon municipal regulatory authority, statutory preemption and /or impacts of federal and state law and regulations as it concerns municipal regulatory authority and matters relating to enforcement of the ordinance. 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 City of Denton City Council Agenda April 1, 2014 Page 4 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. National Service Recognition Day 2. Denton Redbud Festival Day 3. Presentation of Tree City USA Re- Certification 3. CITIZEN REPORTS 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 — M). 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 — M 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. City of Denton City Council Agenda April 1, 2014 Page 5 A. Consider adoption of an ordinance of the City Council of the City of Denton, Texas approving and adopting the revised and amended "Denton Municipal Electric - Electric Service Standards" regarding the City's municipally -owned electric utility, Denton Municipal Electric; providing for a repealer; providing for a severability clause; providing an effective date. B. Consider adoption of an ordinance authorizing the City Manager or his designee to execute a purchase order through the Buy Board Cooperative Purchasing Network for the acquisition of three (3) Caterpillar Model 430F Backhoes for the City of Denton Wastewater Collections and Water Distribution Departments; and providing an effective date (File 5514 awarded to Holt CAT in the amount of $282,576). The Public Utilities Board recommends approval (5 -0). C. Consider adoption of an ordinance of the City of Denton, Texas authorizing the expenditure of funds for payments by the City of Denton for electrical energy transmission fees to those cities and utilities providing energy transmission services to the City of Denton; and providing an effective date (File 5388 — Additional Electrical Energy Transmission Fees for Fiscal Year 2013 -14 in the total amount of $787,855.39). The Public Utilities Board recommends approval (5 -0). D. Consider adoption of an ordinance accepting competitive proposals and awarding a public works contract for the construction of traffic control intersections for the City of Denton; providing for the expenditure of funds therefor; and providing an effective date (RFP 5442— awarded to Durable Specialties, Inc. in the three (3) year not -to- exceed amount of $4,500,000). E. Consider adoption of an ordinance of the City of Denton, Texas authorizing the approval of a First Amendment to a contract for mowing services, by and between VMC Landscape Services and the City of Denton, Texas, providing for the expenditure of funds therefor; and providing an effective date (File 4964 — providing for an additional expenditure amount of $250,000 with the total contract amount not -to- exceed $300,000). F. Consider adoption of an ordinance of the City of Denton, Texas, amending the Fiscal Year 2013 -14 Budget and Annual Program of Services of the City of Denton to allow for adjustments to the Capital Improvement Program of six hundred thousand dollars ($600,000), the Technology Services Fund of one hundred forty -four thousand dollars ($144,000), the General Fund of two hundred forty thousand dollars ($240,000), and the Street Improvement Fund of one hundred seventy -five thousand dollars ($175,000), and establishing the Library Donation Fund to include revenues and expenditures of thirty thousand dollars ($30,000); declaring a municipal purpose; providing a severability clause; providing for an open meetings clause; and providing for an effective date. The Audit /Finance Committee recommends approved (2 -0). City of Denton City Council Agenda April 1, 2014 Page 6 G. Consider adoption of an ordinance of the City of Denton, Texas, granting the Denton Festival Foundation, pursuant to Section 17 -20 of the Code of Ordinances of the City of Denton, Texas, a three -year exception, year 2014 through 2016, to the limitations imposed by that section with respect to hours of operation of an amplified loudspeaker system; and setting an effective date. Staff recommends approval of request. H. Consider approval of a resolution allowing Pro -Fest, Inc. to be the sole participant allowed to sell alcoholic beverages for three consecutive years at the Denton Arts and Jazz Festival beginning April 25 - 27, 2014, April 24 - 26, 2015, and April 29 - May 1, 2016, 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. L Consider approval of a resolution allowing Mi Casita Mexican Food to be the sole participant allowed to sell alcoholic beverages at the Cinco de Mayo Celebration on May 3, 2014, 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. J. Consider adoption of an ordinance approving a City sponsorship in an amount not to exceed $123,000 of in -kind services and resources for the Denton Arts and Jazz Festival to be held in Quakertown Park on April 25 - 27, 2014; and providing an effective date. K. Consider a request for an exception to the Noise Ordinance for the purpose of performing music and announcements during the 2014 Relay for Life to be held at the Guyer High School Football Field located at 7501 Teasley Drive. The Relay will begin at noon and end at midnight on Saturday, April 12, 2014. The request is for a variance in decibels, from 70 to 75 decibels and for amplified sound to be extended from 10 p.m. to midnight. Staff recommends approval of the request. L. Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager or his designee to make an offer to purchase and execute a Contract of Sale, by and between John Powell Walker and Martin A. William (the "Owner ") and the City of Denton regarding the sale by Owner and purchase by the City of a fee interest in land consisting of 10.372 acres, being situated in the M. Forrest Survey, Abstract No. 417, in the City of Denton, Denton County, Texas, located generally north of Blagg Road and east of Geesling Road, for the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines, facilities, and structures, as well as substations for the purchase price as prescribed in the Contract of Sale; authorizing the City Manager, or his designee, to make an offer to purchase the property interest from Owner for such purchase price, and execute and deliver any and all other documents necessary to accomplish closing of the transaction contemplated by the Contract of Sale; authorizing the expenditure of funds, therefor. The Public Utilities Board recommends approval (5 -0). City of Denton City Council Agenda April 1, 2014 Page 7 M. Consider approval of the minutes of: February 3, 2014 February 4, 2014 February 11, 2014 February 14, 2014 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. Consider approval of a resolution amending guidelines for public improvement districts; and providing an effective date. B. Consider approval of a resolution of the City Council of the City of Denton, Texas, accepting for filing a petition for the creation of Rayzor Ranch Public Improvement District No. l; ordering a public hearing to consider the creation of Rayzor Ranch Public Improvement District No. l; authorizing and directing the publication and mailing of notices of the public hearing as required by law; and providing for an immediate effective date. C. Consider adoption of an ordinance of the City of Denton, Texas amending section 28 -253 of the Code of Ordinances to provide for the adoption of the 2012 International Energy Conservation Code, as published by the International Code Council; providing for amendments thereto; providing a penalty for violation of a fine not to exceed $2,000.00; providing for severability; repealing all ordinances in conflict therewith; and providing an effective date. 6. PUBLIC HEARINGS 7. CITIZEN REPORTS 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. City of Denton City Council Agenda April 1, 2014 Page 8 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 2014 at o'clock (a.m.) (p.m.) CITY SECRETARY NOTE: THE CITY OF DENTON CITY COUNCIL CHAMBERS IS ACCESSIBLE IN ACCORDANCE WITH THE AMERICANS WITH DISABILITIES ACT. THE CITY WILL PROVIDE SIGN LANGUAGE INTERPRETERS FOR THE HEARING IMPAIRED IF REQUESTED AT LEAST 48 HOURS IN ADVANCE OF THE SCHEDULED MEETING. PLEASE CALL THE CITY SECRETARY'S OFFICE AT 349 -8309 OR USE TELECOMMUNICATIONS DEVICES FOR THE DEAF (TDD) BY CALLING 1- 800- RELAY- TX SO THAT A SIGN LANGUAGE INTERPRETER CAN BE SCHEDULED THROUGH THE CITY SECRETARY'S OFFICE. AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: City Manager's Office ACM: John Cabrales, Jr. n SUBJECT Receive a report, hold a discussion and give staff direction regarding the naming of the Center for the Visual Arts. BACKGROUND In October 2013, the Denton Chamber of Commerce requested recognition of Roy Appleton, Jr. through the naming of a public facility. The Chamber suggested naming the Center for the Visual Arts (CVA) in his honor to recognize Mr. Appleton's leadership in economic development and public broadcasting in the City of Denton. On January 7, 2014, staff discussed this request with the City Council during Work Session and shared a letter from Ms. Kristin Johnson, President of the Greater Denton Arts Council (GDAC), stating that the right to name the CVA belonged to the GDAC Board. The Board also had many questions and wanted time to visit with the City and /or the Chamber to discuss this further. Staff was directed by the City Council to research the naming rights issue and to facilitate discussion with GDAC. On January 17, 2014, staff met with representatives from GDAC to discuss these issues. It was determined that GDAC would form a committee to draft some naming guidelines for the Board's consideration and that a meeting would be requested with the Mayor and representatives from the Chamber. The GDAC representatives were also informed that staff had started a review of all contracts between the City and GDAC regarding the CVA, and so far, nothing had been found to indicate that the City had conveyed the naming rights of the CVA to GDAC. They were asked to share any document GDAC might posses that contained this conveyance language. Staff, including the Legal Department, has reviewed all contracts between the City and GDAC regarding the CVA and found nothing to indicate the conveyance of naming rights to GDAC. As such, it is staff's opinion that the sole authority to name the CVA belongs to the City Council. Staff is aware that a meeting occurred between GDAC, the Chamber and the Mayor on February 19, 2014, and a proposed agreement was reached which included naming the CVA after Fred and Patsy Patterson, and Roy Appleton, Jr. The GDAC Board has proposed to designate the CVA as the Patterson — Appleton Center for the Visual Arts. They have proposed that all costs incurred would be paid for by the Chamber of Commerce and /or the City of Denton, including the installation of an electronic sign on the Bell Avenue frontage. Agenda Information Sheet April 1, 2014 Page 2 The City Council adopted a formal policy for the naming of City buildings and facilities in April 2012. The naming policy guidelines provide criteria to be satisfied for the consideration of naming a City facility after an individual. These guidelines require that the individual under consideration be deceased, at least five years. The policy also outlines procedures for naming City facilities, which include the appointment of a seven - member ad hoc Naming Committee to review the naming request and make a recommendation to the City Council. In addition, the policy states that all costs associated with plaques or markers are the responsibility of the requesting party. The Council may choose to waive any part of the naming policy guidelines by three fourth's vote of the entire City Council. PRIOR ACTION January 7, 2014, staff presented a Work Session item to the City Council. FISCAL INFORMATION The naming signage, including a plaque building signage, is estimated to cost $6,000. In accordance with the naming policy, the party requesting the naming is responsible for all costs associated with markers or plaques unless the City Council waives this requirement. EXHIBITS 1. Denton Chamber of Commerce Naming Request 2. Denton Chamber of Commerce Action Trail 3. Denton Record - Chronicle Editorial 4. Roy Appleton, Jr. — Community Involvement 5. City of Denton Name Application Submission 6. City of Denton Naming Policy 7. GDAC Letter 8. Margaret Chalfant Email Respectfully submitted: Ca,- John Cabrales, Jr. Assistant City Manager Exhibit 1 99 CHAMBER OF COMMERCE October 4, 2013 Mr. George Campbell City Manager City of Denton 215 East McKinney Denton, TX 76201 Dear George: On behalf of the Board of Directors and Past Board Chairs Council of the Denton Chamber of Commerce, we ask that you please help us initiate the formal process for perpetual public recognition of Roy Appleton, Jr. Roy basically represents the last of the key leaders from the Mid -60s era, during which was the forerunner of what is today the Joint Economic Development Partnership. Among the many remaining achievements of this period are the Denton State School (State Supported Living Center), the Federal Emergency Management Agency Region 6 underground installation, Jostens, Victor (Equipment) Technologies and the successful preservation and transition of Channel 2, enhancing Denton's presence in North Texas Public Broadcasting, Inc. At the collective request of the Past Board Chairs, the chamber board voted unanimously September 26, 2013 to authorize Board Chair Mark Burroughs to determine appropriate opportunities for naming rights on a local public structure, "not limited to future improvements to the Denton Center for the Visual Arts or the existing Civic Center." We will appreciate your guidance and support. Please advise accordingly. Carl Anderson Russell Bates Derrell W. Bulls Hank Dickenson Richard Hayes Perry McNeill .ferry Mohelnitzky Stan Morton Ellen Painter Exhibit 2 /Votes Past Board Chairs Council DENTON CHAMBER of COMMERCE September 25, 2013 Bill Patterson Phyllis Pittman Fred Pole Harold H. Reed, DDS Randy Robinson Marty Rivers Barbara Russell Priscilla Sanders .ferry Mohelnitkzy and Carl Anderson initiated a discussion regarding the accomplishments and cooperative spirit of the 60s in Denton. Noting that Roy Appleton, Jr. is the only living Past Board Chair of that era, and one of the primary catalysts of community service during that period, the group agreed that some sort permanent and physical public acknowledgement of his efforts should be pursued. The group unanimously concurred and requested that the Denton Chamber board of directors consider taking appropriate and expeditious action. Minutes Regular Monthly Meeting Board of Directors DENTON CHAMBER of COMMERCE September 26, 2013 VOTING DIRECTORS PRESENT (74 %): Mark Burroughs, Chair Trey Bryson Glenn Carlton Amanda Crocker Carolyn Corporon Sheri deWet Russ Ellis Jim Fykes Jeff King Larry Parker Carrell Ann Simmons Virgil Strange Sharon Venable Judy Willis Board Chair Burroughs reported that he had met with a group of the chamber's Past Board Chairs during which an initiative was discussed to pursue perpetual recognition of ROY APPLETON, Jr. for his service to the community. Fykes moved to authorize Burroughs to represent the Denton Chamber in pursuing appropriate action including, but not limited to future improvements to the Denton Center for the Visual Arts or the existing Civic Center. Venable seconded; the motion carried unanimously. EDITORIAL _._ _ Exhibit 3 Exhibit 4 ROY APPLETON JR. - COMMUNITY INVOLVEMENT 1957 - WAS HEAVILY INVOLVED ALONG WITH MARVIN RAMEY IN RAISING $100,000 THRU THE CHAMBER FOR A LAND GIFT AND PUTTING TOGETHER A BOOK OF FACTS IN ATTRACTING THE DENTON STATE SCHOOL, TODAY KNOWN AS DENTON STATE SUPPORTED LIVING CENTER. 1961- CHAMBER BOARD CHAIR - PROGRAM YEAR BEGAN APRIL 1 CYCLE - SERVED 15 MONTHS 1963 - CHAIRED THE ECONOMIC DEVELOPMENT COMMITTEE TO STUDY DENTON'S GROWTH POTENTIAL AND PATTERNS. 1964 - PRESENTED THE REPORT RECOMMENDING A THREE -YEAR PROMOTIONAL PROGRAM FOR INDUSTRIAL AND ECONOMIC EXPANSION TO BE ADMINISTERED BY THE CITY COUNCIL. 1965 - 1967 - TRAVELED TO NEW YORK, CALIFORNIA AND OTHER CITIES AND STATES PROMOTING DYNAMIC DENTION WITH A PROMOTIONAL VIDEO. SOME OF THE RESULTS WERE AS FOLLOWS FOR COMPANIES LOCATING IN DENTON TEXAS: 1968- JOSTENS; 1980- PETERBILT; 1982 -TETRA PAK AND VICTOR EQUIPMENT WERE SOME OF THE MAJOR ACCOMPLISHMENTS. 1970'S- ROY WAS DENTON'S LEADER IN THE FIGHT WITH KERA OVER OWNERSHIP OF THE BROADCAST SIGNAL FOR CHANNEL 2, HE WAS ABLE TO GET NEWTON RAYZOR TO DONATE LAND ON LOOP 288 FOR THE LOCATION OF THE BROADCAST STATION DENTON WOULD USE. THIS LAND ACQUISITION ENABLED DENTON TO MEET FCC REQUIREMENTS AND PUSHED THE ENVELOPE WITH KERATO THE POINT WHERE THEY FINALLY CONTACTED ROY WITH THE OFFER TO PURSUE CHANNEL 2 IN PARTNERSHIP WITH THE DENTON GROUP. ROY SERVED OVER 10 YEARS AS CO- CHAIRMAN OF THE BOARD FOR NORTH TEXAS PUBLIC BROADCASTING, INC. WITHOUT HIS EFFORTS DENTON WOULD HAVE BEEN LEFT OUT IN THE COLD. WHEN THE LAND ON LOOP 288 WAS NO LONGER NEEDED FOR THE BROADCAST STATION, ROY SAW THAT IT WAS GIFTED TO THE GREATER DENTON ARTS COUNCIL, WHICH LED TO ADDITIONAL GIFTS FROM THE RAYZOR FAMILY. THAT LAND WAS SOLD DURING THE PAST YEAR GIVING GDAC THE FINANCIAL STABILITY FOR A GREAT FUTURE ROY WAS ALSO THE DRIVING FORCE FOR SECURING THE PARTNERSHIP BETWEEN DENTON PUBLISHING AND COX COMMUNICATION AND THE LEADING FORCE IN ITS EARLY DEVELOPMENT AND SUBSCRIBER BUILD -OUT. BOTTOM LINE IS HE BROUGHT PUBLIC AND CABLE TELEVISION TO DENTON. 1977 - INVOLVED IN THE CHAMBER COMMITTEE PROPOSING AN ORDINANCE TO THE CITY COUNCIL FOR AN ANNUAL FESTIVAL TO CELEBRTATE THE DENTON ARTS, NOW KNOWN AS THE "ARTS & JAZZ FESTIVAL. 1985 - 1987 - WAS INVOLVED IN THE DFW INTRASTATE COMMERCIAL TRADE ZONE EXPANSION , AND TRAVELED TO AUSTIN SPEAKING ON BEHALF OF AND FOR THE BENEFIT OF DENTON. 1970 - HELPED FORM THE MEAN GREEN CLUB FOR THE BENEFIT OF THE UNIVERSITY. ADDITIONALLY, ROY WAS INVOLVED IN GETTING FEMA TO DENTON. HE HAS SERVED AS EITHER PRESIDENT OR CHAIRMAN OF THE BOARD IN ROTARY, JAYCEES, UNITED WAY AS WELL AS MANY OTHER ORGANIZATIONS. HE IS THE OLDEST MEMBER OF ST ANDREWS PRESPYTERIAN CHURCH AND SERVED AS BOTH ELDER AND DEACON. HE HAS BEEN HONORED WITH THE CHAMBER'S OTIS FOWLER AWARD AND WASTHE FIRST RECIPIENT OF THE SMALL BUSINESS PERSON AWARD. UNT HONORED HIM AS A DISTINGUISHED ALMNUS AND THE TEXAS DAILY NEWSPAPER ASSOCIATION HONORED HIM IN 1983 WITH THE TEXAS NEWSPAPER LEADER OF THE YEAR AWARD. Exhibit 5 CITY OF DENTON NAME APPLICATION FORM FOR CITY BUILDINGS, FACILITIES, LAND, OR ANY OTHER PORTION THEREOF Please type or print clearly in ink and return to the City Manager's Office: Date of Submittal: December 20, 2013 2. Individual or Organization Submitting Nomination: Mayor Mark Burroughs and Council Member James King 3. Signature of Nominator or Organization Representative: Point of Contact: Mayor Mark Burroughs Address: 215 E. McKinney Street City, State, Zip: Denton, Texas 76201 Telephone: (940) 349 -7717 Email Mark .Burroughs(a�cityofdenton.com 4. Nominee (Check One): Individual ® Organization ❑ 5. Recommended Name of City Building, Facility, Land, or Any Portion Thereof: ADDleton_ Jr. Center for the Visual Arts 9. Location of City Building, Facility, Land, or Any Portion Thereof: 400 E Hickory Street 10. Explanation of why this name should be considered. Please include the individual's biographical information and vitae or resume. Use additional sheets, if necessary: Roy Appleton was a key leader for the City of Denton in the mid- 1960s. Mr. Appleton's efforts in economic development, public broadcasting, the arts and public service resulted in several key accomplishments of that era: the Denton State Supported Living Center, North Texas Public Broadcasting, Inc, FEMA Region 6 underground installation, and the attraction of major multinational companies to Denton. Please see attached exhibits for a listing of additional accomplishments. sAlegal \our documents\resolutions \12\naming policy guidelines for city buildings, facilities, land or any portion thereofdoc Exhibit 6 RESOLUTION NO. 82012 -007 A RESOLUTION ESTABLISHING NAMING POLICY GUIDELINES FOR CITY BUILDINGS, FACILITIES, LAND OR ANY PORTION THEREOF; REPEALING RESOLUTION NO. R2007 -035; AND DECLARING AN EFFECTIVE DATE. WHEREAS, the City of Denton desires to amend the policy guidelines for naming City buildings, facilities, land, or any portion thereof; and WHEREAS, the City Council deems it in the public interest to adopt the revised policy; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The revised City of Denton Naming Policy Guidelines for City Buildings, Facilities, Land or any Portion Thereof, which is attached hereto and made a part hereof for all purposes, is hereby approved and adopted. SECTION 2. All policies inconsistent herewith are hereby repealed, including without limitation, Resolution R2007 -035. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: A'\l I rkl\, A01 A APPROVED M TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: a day of �� 2012. CITY OF DENTON NAMING POLICY GUIDELINES FOR CITY BUILDINGS, FACILITIES, LAND, OR ANY PORTION THEREOF I. GENERAL These policy guidelines are intended to address naming opportunities when a citizen, group, or organization submits a nomination to name a City building, facility, land, or any portion thereof. The City Council may initiate the naming of any building, facility, land, or any portion thereof at its discretion and may apply the following guidelines in Council initiated naming. The Council may choose to waive any part of this guideline by three fourth's vote of the entire City Council. These policy guidelines do not address the naming of streets, fire or police stations, or naming based on advertising. II. DEFINITIONS City Buildings. City owned facilities which are open to the public and used to conduct City business. Buildings may include, but are not limited to, City Halls, civic /community centers, conference /convention centers, public libraries, and public utility buildings /structures. City Facilities. City owned structures, amenities, or features, which are open to the public and used for City business, or public attractions of any kind, including, but not limited to, athletic fields, bridges, fountains, gymnasiums, library collections and /or department's interior and exterior spaces, meeting rooms, picnic shelters, playground equipment, recreation facilities, swimming pools, tennis courts and basketball courts. City Land. Real estate owned and/or managed by the City, including park property or other open space areas. Funded Project. Any project that the City has fully funded prior to the start of construction. Non - Funded Project. Any project that the City wishes to construct, but for which it lacks designated funding. III. NAMING OF A CITY BUILDING, FACILITY, LAND, OR ANY PORTION THEREOF AFTER AN INDIVIDUAL It is intended that all the criteria in this section be satisfied when considering naming a City facility, building, land, or any portion thereof after an individual. A. Naming After an Individual 1. The individual must be deceased at least five (5) years; and 2. The individual must have been a resident of the City of Denton; and 3. The individual must be of good moral character and must not have been convicted of a felony, or Class A or B misdemeanor; and 4. The individual should have made exceptional contributions to the City of Denton, the State of Texas, or the United States of America; and the individual's achievements should represent a lasting legacy to the mission of the City building, facility, land, or any portion thereof. B. Naming After an Individual Who Performed Outstanding or Heroic Service Buildings, facilities, land, or any portion thereof may also be named in memory of individuals who died in the line of duty serving the City of Denton, the State of Texas, or the United States of America; or died performing a heroic act, such as saving the life of another person; or a deceased individual who has made a significant and lasting contribution to humanitarian causes on a world or national level. In these instances as appropriate, the City may elect to obtain or attempt to make contact for approval from living family members of the individual recommended for having a City building, facility, land, or any portion thereof named in their honor. C. Naming After a Foundation, Business, or Organization 1. If consideration is given to naming a City building, facility, land, or any portion thereof after a foundation, business, or organization, the foundation, business, or organization considered should have made exceptional local, state, national, or world contributions; and their achievements should represent a lasting legacy to the mission of the City building, facility, land, or any portion thereof. 2. In selected instances, a City building, facility, land, or any portion thereof may be named after a foundation, business, or organization that makes a unique and extraordinary contribution to the development and or usage of the City building, facility, land, or any portion thereof being named. The merits and value of each such naming shall be evaluated on a case -by -case basis. IV. NAMING A CITY BUILDING, FACILITY, LAND, OR ANY PORTION THEREOF THROUGH FUND RAISING OR BY PURCHASING NAMING RIGHTS 1. Any individual for which a City building, facility, land, or any portion thereof may be named, must be of good moral character and must not have been convicted of a felony, or Class A or B misdemeanor. Any foundation, business, or organization must be compliant with all applicable laws, rules and regulations. 2. A City building, facility, land, or any portion thereof may be named as part of a public fundraising campaign, donation, or by purchasing naming rights. The City Council may approve other non - monetary donations for naming rights. 3. Naming rights for a funded project can be accepted at any point during construction. 4. A funding agreement for the naming rights of a non - funded project must be in place prior to start of construction. 5. The required donation to acquire the naming rights of a City building, facility, land, or any portion thereof shall be substantial as determined by the City Council on a case -by -case basis. 6. All funds contributed to naming a City building, facility, land, or any portion thereof will be nonrefundable. 7. In the event a donor fails to meet the total required commitment, the City Council may reconsider the naming of the City building, facility, land, or any portion thereof. 8. It should not be assumed that a financial contribution guarantees that a City building, facility, land, or any portion thereof will be named after an individual or a business, foundation, or organization. V. PLAQUES, MARKERS AND MEMORIALS A. Plaques, markers, and memorials that are requested to be located on a City building, facility, land, or any portion thereof, must be reviewed and approved by the City as to design and maintenance requirements. B. Total costs for purchasing plaques, markers, and memorials involved in the naming of a new City building, facility, land, or any portion thereof, as well as up to five (5) years of maintenance costs, shall be paid by the nominating individual or organization, unless City Council waives such funding. This provision has no application in those instances where the costs of plaques, markers, or memorials are included in the design and construction costs of a project. VI. RENAMING OF A CITY BUILDING, FACILITY, LAND, OR ANY PORTION THEREOF A. In order to honor the decisions of previous City Councils and descendants of individuals after whom a City building, facility, land, or any portion thereof are named, renaming shall typically not occur. B. If it is determined that circumstances have changed such that the criteria set forth in III.A.3 or IV.1 is no longer met, the City Council may elect to remove the name from the City building, facility, land, or any portion thereof. Further, a City building, facility, land, or any portion thereof named after a foundation, business, or organization, which dissolves, is convicted of criminal acts, or for other good and valid reasons, may be renamed. 3 VII. PROCEDURES FOR NAMING CITY BUILDINGS, FACILITIES, LAND, OR ANY PORTION THEREOF A. Groups or individuals may submit nominations for naming a City building, facility, land, or any portion thereof, by submitting a nomination to the City Manager on the City of Denton Name Application Form For City Buildings, Facilities, Land, or any portion thereof. B. The City Manager, upon the receipt of the City of Denton Name Application Form For City Buildings, Facilities, Land, or any portion thereof shall refer such naming request to the City Council. C. The City Council may appoint a seven - member ad hoc Naming Committee to review the naming request submitted by a citizen or organization. Such committee shall be nominated by individual Council members. In the event of a City Council initiated naming, the Council may, if it desires, appoint an ad hoc committee as outlined herein to investigate and recommend one or more names for Council consideration. D. At least two additional members of the ad hoc Naming Committee shall be selected from any impacted advisory or governing board. E. The name or names submitted will be considered by the members of the ad hoc Naming Committee. The committee shall be guided by the provisions of this policy and shall provide a recommendation to the City Council for consideration. F. The final decision for naming a City building, facility, land, or any portion thereof shall rest with the City Council. 4 GREATER DENTON ARTS COUNCIL 400 East Hickory Denton, TX 76201 Phone(940)382 -2787 Fax(940)383 -1467 www.dentonarts.com DIRECTORS President Kristin Johnson Past President Rita Burleson Vice Presidents Roni Beasley Don Edwards Jan Hillman Secretary Cathy Kerley Treasurer Judy Willis Peggy Capps Lynne Cox (TAG) Bob Garrison Joey Hawkins Lisa Hill Kimberly Karl Andy LaViolette Deborah McDow Carolyn Mohair Karla K. Morton Joanne Moses Janet Mulroy Carol Phillips David J. Pierce Michael Upshaw Olivia Walker Johnny Williams Duke York Executive Director Margaret Edge Chalfant 0 K &{ Exhibit 7 January 6, 2014 Denton City Council Members 215 E. McKinney Denton, Texas 76201 To the Honorable Members of the Denton City Council, It has come to the attention of the GDAC Board that the City Council is considering a request to rename the Center for the Visual Arts. As you are aware, the right to name the CVA belongs to GDAC. Accordingly, the GDAC Board has formed a special committee to recommend policies and procedures for the naming of GDAC facilities. In keeping with the long - standing relationship between the City and the GDAC, the GDAC Board is committed to duly considering any future requests by the City to name any of our facilities within the application procedures to be determined. Thank you for your attention to this matter. Respectfully, N&W N"A&V�� Kristin Johnson President, GDAC cc: Denton Chamber of Commerce Attn: Chuck Carpenter 414 W. Parkway Denton, Texas 76201 EXHIBIT 8 From: Margaret Chalfant [mailto:exdirCa dentonarts.com] Sent: Wednesday, March 26, 2014 11:56 AM To: Cabrales, John J.; 'Chuck Carpenter' Cc: Bob Garrison; Carol Kirchoff Phillips; 'Carolyn Mohair'; 'Cathy Kerley'; 'David J. Pierce'; Deborah McDow; 'Don Edwards'; Duke York; infoCa mrmagicproductions.com; 'Jan Hillman'; 'Janet Mulroy'; Joanne Moses; Joey Hawkins; Johnny Williams; 'Judy Willis'; Karla Morton; 'Kimberly Karl'; 'Kristin Staniszewski'; Lisa Hill; Lynne Cox; 'Margaret Chalfant'; 'Michael Schwerin'; 'Michael Upshaw'; Olivia Walker; Peggy Capps; 'Roni Beasley' Subject: GDAC Naming Information John & Chuck- The Board of the Greater Denton Arts Council supports the request of the Chamber of Commerce in the re- naming of the CVA to the Patterson — Appleton Center for the Visual Arts in recognition of the families support of the arts in Denton, TX. All costs (signage, etc.) incurred in changing the name would be paid for by the Chamber of Commerce and /or the City of Denton, as they are the initiators of the request. The Chamber of Commerce and /or the City of Denton shall pay for an electronic sign no less than four (4) feet by eight (8) feet to be installed on Bell Avenue. Thank you, i xecta* ve D rector Greater Denton Arts Couir;cd 400 East [fickory Denton, _exec; 6201 940382.2787 940,383,1467 fax Community , Greater Denton Arts Council Work Session 4 AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: Water Department ACM: Howard Martin, Utilities, 349 -8232 SUBJECT Receive a report, hold a discussion and provide staff with direction concerning the 2014 Update to the Water Conservation and Drought Contingency Plans. BACKGROUND Water Conservation Plans are often confused with Drought Management Plans by the public but they are designed to accomplish different goals to manage different situations. Water Conservation Plans are designed for long term reductions in water demands to support ever growing populations with finite existing water supplies. Water Conservation Plans are designed and structured to reduce water demands permanently by enabling water customers to use water more efficiently. Water Conservation Plans educate the public about the importance of using water efficiently, how to avoid wasting water, and how to manage, operate and maintain an efficient water supply and distribution system. By contrast, Drought Management Plans (or Drought Contingency Plans), are designed to reduce water use during short term emergencies by limiting water uses to essential purposes and restricting non essential water uses on a temporary basis. Drought Contingency Plans are emergency plans and are designed to manage water demands when water supply management efforts fall short of meeting demands. Hence they are a type of demand side water management. As a water right holder and a retail public water supplier, the City of Denton is required by state law to have an approved Water Conservation Plan and a Drought Management Plan. In addition, the City is required to update these plans every five years and report them to the Texas Commission on Environmental Quality (TCEQ) and the Texas Water Development Board (TWDB). See attached Exhibit 1. The background and history of the previous City of Denton Water Conservation and Drought Contingency Plans is described in greater detail in the March 10, 2014 Public Utilities Board Agenda. See attached Exhibit 2. The City of Denton's current Water Conservation Plan was last approved in 2009. As a part of the Water Conservation Planning process, water use history is recorded and reported annually to the TWDB. The water use metric currently used by the TWDB is Per - Capita Water Use. Per - Capita Water Use, defined by the TWDB, is the total amount of water diverted and /or pumped for potable water use divided by total population. Per - Capita Water Use is also commonly expressed in gallons per capita per day (gpcd). TWDB specifies that per- capita water use be calculated as a five year rolling average. This is meant to smooth out the effects of weather variability from year to year that would hide any trend in per- capita usage. The Denton Water Utilities (DMU) forecast does much the same thing to gauge total demand, but reduces weather variability by defining `normal,' `wet,' and `dry' years based on historical rainfall observations over several decades. Exhibit 3 shows the 5 year rolling average Per Capita Water Use for the City of Denton as it has been reported to TWDB. Since adoption of specific water conservation goals and strategies identified in the 1999, 2005 and 2009 Water Conservation Plans, Denton has generally meet its specific goal of a one percent reduction of per- capita water use per year in the previous nine years. In 2000, Denton's five year rolling average per capita water consumption was 173 gpcd. By 2008, it was 164 gpcd and by 2013, it has been reduced to 158 gpcd. This net reduction in Per - Capita Water Use was 15 gpcd, a 9% reduction over 13 years (or about 0.7% per year reduction). The Per - Capita Water Use reductions proposed for the 2014 Water Conservation Plan are to target a 2% per five year planning period reduction with targets of 155 gpcd for 2019 and 152 gcpd for 2024. This trend (if sustained over the next 30 years) would get Denton's per capita water consumption down to the 140 gpcd figure within the original 50 year planning period in the 1999 Statewide Regional Water Plan. These goals are shown along with the historic per capita water use trends in Exhibit 4. The proposed changes to the current City of Denton Water Conservation Plan for the 2014 update are summarized below: • Reduced the five year water conservation goal from one per cent per year over a five year period to two percent reduction every five years for the next ten years. • Expand the Public Education and Outreach Program to promote twice a week watering as a voluntary water conservation measure and a good landscape irrigation practice to promote a healthy lawn that is more drought and freeze tolerant. • Revamp the customer water audit program to be more proactive (vs reactive) and expand it include Commercial /Industrial /Institutional customers. • Expand the Water Utility's aging infrastructure management program to include condition assessment of large diameter transmission pipelines. The City's Drought Contingency Plan has historically been designed to closely follow the Drought Contingency Plans adopted by Dallas Water Utilities. The reasons for this are: 1. Denton's two water supply reservoirs (Lake Lewisville and Lake Ray Roberts) are also major water supply sources for Dallas Water Utilities. 2. Dallas Water Utilities has four other water supply sources (Lakes Grapevine, Ray Hubbard, Tawakoni, and Fork) currently connected to their water supply system with plans to connect a seventh water supply source (Lake Palestine) in the near future. 3. Dallas Water Utilities serves approximately 2.4 million people with approximately 40% of them living in 22 cities that are a part of their wholesale treated water supply customer base. 4. Dallas Water Utilities uses approximately 20 times the amount of water used by the City of Denton. 5. Denton's water conservation efforts would have minimal impact to preserving water supplies within Lake Lewisville and Lake Ray Roberts if similar efforts were not being made by Dallas Water Utilities and their wholesale customer base. This customer base also includes the Upper Trinity Regional Water District and the City of Lewisville that both pull water from Lake Lewisville into their water treatment plants using untreated water supply contracts with Dallas Water Utilities. 6. Although Denton's current water use can be met by their existing water rights from Lake Lewisville and Lake Ray Roberts, our long range water supply plan under the Region C and State of Texas Water Plan depends upon additional water supply purchases from Dallas Water Utilities in the near future. 7. Denton currently has a 30 year untreated water supply contract with Dallas Water Utilities that will expire in 2015. The terms of this contract requires that the City of Denton implement "like measures" to conserve water during a drought period. For several reasons, Dallas Water Utilities has elected to significantly modify their Drought Contingency Plan during this five year update process, changing it from a four stage plan to a three stage plan. Many of these reasons were described in greater detail in the staff briefing to the PUB on the March 10, 2014 Agenda. Staff has carefully reviewed the proposed changes being recommended by Dallas Water Utilities to their 2014 Drought Contingency Plan and has integrated these changes into the proposed revisions to the City of Denton 2014 Drought Contingency Plan with some very minor revisions that make them more consistent with some of the wording used in our current plan. In addition, staff articulated in better detail how water for construction from fire hydrants and for new water line installations would be managed during later stages of the drought plan. Staff also proposed using a performance based approach for water use for parks and golf courses rather than specifying when landscaping could be irrigated. The performance based approach provides for more flexibility for the end user to determine the best method to reduce water use but it does require their participation and commitment to comply. A red -lined version of the proposed revisions to the 2009 Water Conservation Plan and the 2012 Drought Contingency Plans for submission to the TCEQ and the TWDB for the 2014 update process is included as Exhibit 5. OPTIONS 1. Accept the proposed plan revisions as prepared and presented by Staff. 2. Council provides direction to Staff for changes to be incorporation into the updated plans. RECOMMENDATION Staff is recommending approval of the proposed updates to the plans as submitted. PRIOR ACTION /REVIEW (Council, Boards, Commissions) March 10, 2014 - Briefing to Public Utilities Board concerning the proposed revisions to the Water Conservation and Drought Contingency Plans. March 24, 2014 - Public Utilities Board recommends approval of the proposed revisions to the Water Conservation and Drought Contingency Plans (5 -0). DATE SCHEDULED FOR COUNCIL APPROVAL Staff proposes to brief the City Council on the proposed plan changes at the April 1, 2014 Work Session and will seek approval of the updated plan at a later date (possibly the April 15, 2014 Regular Meeting). FISCAL INFORMATION N/A BID INFORMATION N/A EXHIBITS 1. February 28, 2014 notification letter from the TCEQ. 2. March 10, 2014 PUB Agenda (less exhibits). 3. 5 year rolling average per- capita water use history. 4. Five and ten year water conservation goals. 5. Redlined version of existing plans with proposed revisions. Respectfully submitted: Jim Coulter General Manager, Water Utilities Prepared by: Tim Fisher, P.E., Water Utility Division Manager Bryan W. Shaw, Ph.D., P.E., Chairman Toby Baker, Commissioner Zak Covar, Commissioner Richard A. Hyde, P.E., Executive Director EXHIBIT I %5� M TEXAS COMMISSION ON ENVIRONMENTAL QUALITY Protecting Texas by Reducing and Preventing Pollution February 28, 2014 Re: Water Conservation Plan/Water Conservation Implementation Report/ Drought Contingency Plan The purpose of this letter is to remind you of the obligation to comply with Texas Commission on Environmental Quality (TCEQ) rules. Certain `eater right holders, retail and wholesale public water suppliers, and irrigation districts are required to submit a Water Conservation Plan (WCP), a Water Conservation Implementation Report (WCIR), or a Drought Contingency Plan (DCP) to the TCEQ by May 1, 2014. The plans and the report are required by Texas Water Code §11.1271, §11.1272, and TCEQ rules in 3o Texas Administrative Code § 288.3o. TAC 288.3o also requires some entities to provide a copy of the WCP to the Texas Water Development Board. The table below provides the requirements that apply to the following entities. Entity Requirements Surface water rights holder -,v/ 1,000 acre -feet for Submit a WCP/ WCIR to TCEQ municipal, industrial, and other non - irrigation uses Provide a copy of the WCP to the TWDB Surface water rights holder w/ 1o,000 acre -feet for Submit a WCP/ WCIR to TCEQ irrigation uses Provide a copy of the WCP to the TWDB Retail Public Water Supplier w/ 3,300 or more Subn14 a DCP Lo TCEQ connections Wholesale Public Water Supplier Submit a DCP to TCEQ Irrigation District Submit a DCP to TCEQ Please submit the required plans and report by May a, 2014 to wcp @tceq.texas.gov. Or mail the report to: Texas Commission on Environmental Quality Resource Protection Team, MC -16o P.O. Box 13087 Austin, TX 78711-3o87 P.O. Box 13087 • Austin, Texas 78711-3o87 - 512- 239 -1000 • tceq.texas.gov How is our customer service? tceq.texas.gov /customersurvey printed on recycled paper 2014 Required Conservation Submittals February xx, 2014 Page 2 Please note that failure to respond by the May 1 deadline is a violation of the Texas Water Code and the TCEQ's rules and may result in enforcement action. For additional information, please contact TCEQ Resource Protection staff at (512) 239 -4691 or visit our website at www.tceq.texas.gov/permitLing/water—rights/consene.htinl. Sincerely, Chris Loft, Team Leader Resource Protection Team Water Availability Division Texas Commission on Environmental Quality EXHIBIT 2 PUBLIC UTILITIES BOARD AGENDA ITEM AGENDA INFORMATION SHEET AGENDA DATE: March 10, 2014 DEPARTMENT: Utility Administration ACM: Howard Martin, Utilities, 349 -8232 SUBJECT Receive a report from staff, hold a discussion, and provide direction concerning Denton's 2014 update to the Water Conservation and Drought Contingency Plan BACKGROUND The City of Denton adopted its original Water Conservation and Drought Contingency Plan (The Plan) on December 7th, 1999. The Plan covers two separate plans for two separate goals and objectives. The Water Conservation Plan addresses long term strategies to reduce water demands on an everyday basis to help the State of Texas cope with growing population with limited new water supplies sources available to be developed to meet this new water demand. The Drought Management Plan addresses short term temporary measures to reduce water demands during droughts and other water system emergencies to manage water demands to extend limited water supplies or match limited supply capacity. Water Conservation Plans are designed to use more water efficiently. Drought Management Plans are designed to reduce water demands on a temporary basis thorough water use restrictions based upon a differentiation of water uses between those considered essential and those considered discretionary. The original 1999 Plan was developed according to criteria established by the Texas Natural Resources Conservation Commission (now called Texas Commission on Environmental Quality (TCEQ)). The Drought Management Plan established drought management measures that were designed to match The City of Dallas Water Utilities Drought Management Plan. This alignment with the Dallas Water Utilities Drought Management Plan was important for several reasons, including the following: 1. Denton's two water supply reservoirs (Lake Lewisville and Lake Ray Roberts) are also major water supply sources for Dallas Water Utilities. 2. Dallas Water Utilities has four other water supply sources (Lakes Grapevine, Ray Hubbard, Tawakoni, and Fork) currently connected to their water supply system with plans to connect a seventh water supply source (Lake Palestine) in the near future. 3. Dallas Water Utilities serves approximately 2.4 million people with approximately 40% of them living in 22 cities that are a part of their wholesale treated water supply customer base. 4. Dallas Water Utilities uses approximately 20 times the amount of water used by the City of Denton. 5. Denton's water conservation efforts would have minimal impact to preserving water supplies within Lake Lewisville and Lake Ray Roberts if similar efforts were not being made by Dallas Water Utilities and their wholesale customer base. This customer base also includes the Upper Trinity Regional Water District and the City of Lewisville that both pull water from Lake Lewisville into their water treatment plants using untreated water supply contracts with Dallas Water Utilities. 6. Although Denton's current water use can be met by their existing water rights from Lake Lewisville and Lake Ray Roberts, our long range water supply plan under the Region C and State of Texas Water Plan depends upon additional water supply purchases from Dallas Water Utilities in the near future. 7. Denton currently has a 30 year untreated water supply contract with Dallas Water Utilities that will expire in 2015. The terms of this contract requires that the City of Denton implement "like measures" to conserve water during a drought period. The 1999 Water Conservation Plan was based upon Texas Water Development Board Best Management Practices (BMPS) designed to reduce per capita water demands. Each water system is unique and the BMPs selected for the original 1999 Water Conservation Plan made more sense for Denton's Water Utilities System and considered several factors including our current and historical per capita water use history and the long term statewide goals for water conservation. In Denton's first formal Water Conservation plan, the established water conservation goals over a 50 year planning period called for a fifteen percent reduction in per capita water demands by the year 2050. These goals also matched the water conservation goals established in the first round of the State Wide Regional Planning Process outlined in Senate Bill 1 adopted by the state legislature after the major drought year of 1996. Per - capita water use, defined by the Texas Water Development Board (TWDB), is the total amount of water diverted and /or pumped for potable water use divided by total population. Per - capita is also commonly referred to as gallons per capita per day (gpcd). TWDB specifies that per- capita be calculated as a five year rolling average. This is meant to smooth out the effects of weather variability from year to year that would hide any trend in per - capita usage. The DWU forecast does much the same thing to gauge total demand, but reduces weather variability by defining `normal,' `wet,' and `dry' years based on historical rainfall observations over several decades. Exhibit 1 shows the 5 year rolling average gpcd as it is reported to TWDB. The Plan was updated in 2005 in response to the passage of HB 2660, requiring quantified 5 -year and 10 -year water savings targets in the Conservation Plan. The 2005 Conservation Plan update set a goal of one percent annual reductions in per- capita usage. Denton's existing Conservation Plan already outlined several conservation practices, including a residential conservation rate structure, waterline replacement program, public awareness and xeriscape programs, an annual internal water audit, and reuse programs meant to meet this goal. After the 2005 Conservation Plan update, staff proposed a water waste ordinance, as an additional conservation measure. The Lawn and Landscape Irrigation and Water Waste Ordinance were subsequently implemented in an accelerated fashion during the drought of 2006. In 2008, DWU also implemented seasonal commercial irrigation pricing as a way to curb summer peak usage, which can be partially attributed to commercial irrigation practices. Staff continues to monitor commercial irrigation usage to gauge the effectiveness of seasonal rates on customer water usage. Staff believes that these practices, in conjunction with the automatic savings reaped from federal requirements for clothes washers implemented in 2007 along with state requirements for low- flow plumbing fixtures in place since 1991, have contributed to a drop in Denton's per- capita water usage. Exhibit 1 shows the general downward trend in per- capita usage coinciding with the implementation of the plan's policies. Although weather variability might have contributed to conservation gains, as in the exceptionally wet year of 2007, or masked extra savings, as in exceptionally dry 2006, staff sees the downward trend as evidence of some impact by the prior Water Conservation Plan's components. Legislative changes to Water Conservation and Drought Contingency Plans: New Submittal Dates Effective January 1, 2008 Title 30 Chapter 288 of the Texas Administrative Code (TAC) entitled Water Conservation Plans, Drought Contingency Plans, Guidelines and Requirements requires the holder of an appropriation of surface water in the amount of 1,000 acre feet a year or more for industrial, municipal, and other non - irrigation uses develop, submit a water conservation plan meeting the requirements of Subchapter A of Chapter 288 to the executive director of the Texas Commission on Environmental Quality and to the Texas Water Development Board no later than May 1, 2009 to coincide with the regional planning group process. In addition, retail public water suppliers providing water service to 3,300 or more connections must also submit a drought contingency plan to the executive director of TCEQ by the same date. Yearly Water Conservation Implementation Report Also effective January 1, 2008 Title 30 Chapter 288 of the Texas Administrative Code requires the holder of an appropriation of surface water in the amount of 1,000 acre feet a year or more to submit a yearly implementation report listing conservation methods used and dates implemented, data about whether conservation targets are being met and explanations of failure to meet targets, and the actual amount of water saved. The first implementation report was due with the May 1, 2009 update to our Conservation Plan. To comply with these regulations, Denton updated their Water Conservation and Drought Contingency Plan in 2009. Updates to plan were largely focused on a re evaluation of the Water Conservation portion of the plan. Denton's previous Drought Contingency Plan already contained quantified targets for water use reductions during times of shortage or drought. These targets were extended to 2019 to meet the 10 -year goal requirement, with a per- capita reduction of one percent per year. The following water conservation components were contained in the 2009 Water Conservation Plan: 1. Conservation Water Rate Structure for Residential Rate Class - comprised of an inverted block rate such that the price of water increases with increasing consumption. 2. Public Awareness and Education Program - includes bill inserts, brochures, a school education program, public speaking engagements, and public service announcements 3. Web Site - DWU maintains a web site with water conservation tips and answers to frequently asked water conservation questions. 4. Xeriscape Program - offers a free semi - annual landscape management class and distributes Texas Smartscape CDs at local events and upon request. 5. Waterline Replacement Program - replaces waterline on a worst -first basis, which is effective in reducing the number of waterline breaks. 6. Annual Internal Water Audit - water accounting system useful for estimating and controlling unaccounted for water. 7. Residential Water Audits - trained staff conduct on site water audits for residential customers, identifying potential water waste and demonstrating water conservation techniques. 8. Effluent Reuse Program - reclaimed wastewater is sold to customers for non potable uses, primarily irrigation. 9. Lawn and Landscape and Water Waste Ordinance — requires homes and businesses to maintain their irrigation systems and restricts watering of sidewalks and pavements and excessive irrigation runoff. 10. Seasonal Commercial Irrigation Water Rate — sends a price signal to commercial, industrial and institutional customers to reduce summer water consumption. 11. Park and Athletic Field Water Audits — to help with improving irrigation, landscaping, and turf management practices at our parks, golf courses, and athletic fields. Since adoption of specific water conservation goals and strategies identified in the 2005 and 2009 Water Conservation Plans, Denton has generally meet its specific goal of a one percent reduction of per- capita water use per year in the previous nine years. In 2000, Denton's five year rolling average per capita water consumption was 173 gpcd. By 2008, it was 164 gpcd and by 2013, it has been reduced to 158 gpcd. This net reduction in per capita water use was 15 gpcd, a 9% reduction over 13 years (or about 0.7% per year reduction). The per capita water use reductions proposed for the 2014 Water Conservation Plan are to target a 2% per five year planning period reduction with targets of 155 gpcd for 2019 and 152 gcpd for 2024. This trend (if sustained over the next 30 years) would get Denton's per capita water consumption down to the 140 gpcd figure within the original 50 year planning period in the 1999 Statewide Regional Water Plan. These goals are shown along with the historic per capita water use trends in Exhibit 2. The 2005 and 2009 Drought Contingency and Water Conservation Plan updates were largely focused on expanding on the Water Conservation Plan, and there were only minor revisions made to the City of Denton's Drought Management Plan on these two updates. However, Dallas Water Utilities was also updating their plans to comply with HB 2660 but staff was only able to see the draft version of their plan shortly before we had to make our recommendations to the PUB and City Council to comply with the deadlines outlined HB 2660. These changes to the Dallas Plan accelerated water use restrictions to the Dallas retail water customers in earlier stages of their Drought Management Plan. To further complicate matters, Dallas Water Utilities made additional changes to their Drought Management Plan in their 2010 update that was completed one year after the May 1, 2009 submittal deadline that their wholesale customer cities complied with. These combined changes to the Dallas Plan resulted in an unintended disconnect between the Denton and Dallas Drought Management Plans. Staff became aware of this disconnect during the fall of 2011 when Dallas prematurely activated Stage 1 of their Drought Management Plan and requested that their wholesale water customer cities do likewise. This problem was addressed in early 2012 when the City of Denton amended their Drought Management Plan to realign the water restriction measures in the four stage drought plan to match those contained in the 2010 Dallas Drought Management Plan. The current plans now restrict outdoor landscape irrigation to twice a week under Stage 1, once a week under Stage 2, and limit irrigation to hand held hoses under Stage 3, with it being a prohibited activity all together under Stage 4. By the time staff was able to revise the City's Drought Management Plan to realign it to match Dallas' Drought Management Plan, the significant spring rains in 2012 broke the current drought conditions in our area and reservoir levels were restored to nearly full conditions. As a result, Denton did not activate our Drought Management Plan back in 2011 -2012 as initially requested by Dallas and has not needed to activate its Drought Management Plan since the summer of 2001. At that time, the Stage 1 and Stage 2 water restrictions in our plan did not require mandatory water use restrictions for our retail and wholesale water customers. Shortly after the City of Denton updated their Drought Management Plan to realign the water use restrictions for the various stages in the plan with the Dallas Plan, the Mayor of Dallas collaborated with the Mayors of Irving, Arlington and Fort Worth to ramp up their Water Waste /Landscape Irrigation Ordinances in their Water Conservation Plans to further restrict landscape irrigation to twice a week all the time, year round, and make this a requirement for all retail water users prior to any activation of their Drought Management Plans. The Dallas Mayor was successfully in getting the Dallas City Council to embrace this water conservation plan initiative and passed an ordinance in 2012 implementing this provision, but the city councils of Irving, Arlington and Fort Worth were not convinced of the merits of this water conservation plan provision and ultimately did not pass this same provision in their communities. With the TCEQ requirement for all water utilities of a certain size and water right holders to update their Water Conservation Plans and Drought Management Plans this year, it is likely this Water Conservation Plan element will be given some consideration by all of Dallas' wholesale water customer cities as well as the Cities of Irving, Arlington and Fort Worth. In addition, the Upper Trinity Regional Water District's Board of Directors approved a similar resolution of support for this water conservation plan provision recommending that all of their wholesale customer cities adopt these twice a week watering restrictions in their Water Conservation Plans. Since having a Water Conservation Plan that closely matches the Water Conservation Plan of Dallas Water Utilities is not as critical as having a Drought Management Plan, Denton staff feels that other factors should be considered in this including: 1. Where is Denton's per capita water use in relationship to that of other cities? 2. Where is Denton's per capita water use in relationship to the long term goal established by the TWDB of 140 gpcd? 3. Denton may have established other Water Conservation BMPs that the other cities in the DFW area have not implemented that have been proven to be equally or more effective in managing water use in their community. 4. Regimenting specific days that water customers must adhere to for landscape irrigation may impose different hardships to some customers that simply are not necessary to implement more efficient use of limited water supplies. For example water customers with automatic sprinklers and those that use hose end sprinkler systems. With existing time of day watering restrictions, hose end sprinkler systems must be moved multiple times manually to cover a yard while automatic sprinkler systems switch from zone to zone automatically. This is much more difficult for hose end irrigators to comply with than water customers with automatic sprinkler systems. 5. Regimenting specific days that water customers must adhere to facilitate water conservation enforcement of twice a week watering but would in theory concentrate irrigation demands over four days of the week that are currently randomly distributed over seven days of the week. For these reasons, staff is currently not recommending implementation of twice a week landscape irrigation as a Water Conservation BMP as a mandatory requirement under the City's current Lawn and Landscape Water Waste Ordinance. However, staff does recommend a more proactive public education program promoting twice a week watering as an everyday practice on a voluntary basis on days of the week that work best for each water customer. This would limit enforceability of this provision /recommendation until we activate Stage 1 of the Drought Management Plan when these would become enforceable restrictions. With the introduction and promotion of the twice a week watering restrictions as a BMP for the City of Dallas's Water Conservation Plan, this created some issues and problems with their current Drought Management Plan since the primary element of their Stage 1 Drought Management Plan was identical to their year round restrictions every day contained in their Water Conservation Plan. This coupled with the acceleration of more stringent water restrictions in the earlier stages of their four stage Drought Management Plan prompted Dallas Water Utilities to revamp their Drought Management Plan this year as a part of their TCEQ required 5 year plan update process. Dallas' revised Drought Management Plan is now a three stage plan with Stage 1 restrictions remaining at twice a week watering, Stage 2 restrictions remaining at once a week watering, and Stage 3 restrictions prohibiting outside watering with the exception of hand held hose watering and soaker hose watering for foundations. Staff is recommending revising the City of Denton's Drought Management Plan to be consistent with the three stage plan recently adopted by the City of Dallas. We will continue to have Type A, B and C trigger conditions, with Type A trigger conditions based upon shared water supplies with the City of Dallas, but Type B and Type C trigger conditions based upon City of Denton Water System capacities (Type B) and unplanned emergency (Type C) conditions /events. The proposed changes to the 2009 City of Denton Water Conservation Plan and Drought Management Plan for the 2014 update are summarized in the Staff presentation - Exhibit 3. OPTIONS 1. Accept the proposed Plan with Staff - suggested modifications. 2. PUB provides direction to Staff for incorporation into the updated Plan. RECOMMENDATION Staff is presenting this information for PUB review and discussion and will bring back a redlined version of the proposed plan changes for review and approval at a later date. PRIOR ACTION /REVIEW (Council, Boards, Commissions) N/A DATE SCHEDULED FOR COUNCIL APPROVAL Staff proposes to brief the City Council on the proposed plan changes at the April 1, 2014 Work Session and will seek approval of the updated plan at the April 15, 2014 Regular Meeting. FISCAL INFORMATION N/A BID INFORMATION N/A EXHIBITS 1. 5 year rolling average per- capita water use history. 2. Five and ten year water conservation goals. 3. Presentation on proposed revisions to the 2009 Water Conservation Plan and the 2012 Drought Management Plan. Respectfully submitted: Jim Coulter General Manager, Water Utilities Prepared by: Tim Fisher, P.E., Water Utility Division Manager EXHIBIT 3 Historical Demand (GPCD) QQ C) 0 P-) IT LO r-- 7-11 C"I 0 T-1 N n ;;t U-) T- 0) 9! � T-I CIA Cri w all Cyl 05 M M C) 0 , 01) M C"), C) CD 01 CD CD � C CD C) -1 -,-1 1-1 191', CIA 131 CT) CIA 1-7� C1 �T (T-i i-7� C-11 0 CD D 01 0 CD CD 0 0 Ci C�, 01 0 Ci 1 -1 -1 -1 -1 -1 — -1 -,-1 -1 � -A rA r- -A C-41, rA r14 CA CIA t f-4 CA EXHIBIT 5A Water Conservation and Drought Contingency Plan City of Denton CITY OF DENTON Water Conservation and Drought Contingency Plan April 2C11. ,'`l4 1. INTRODUCTION AND OBJECTIVES Water supply has always been a key issue in the development of Texas. In recent years, the increasing population and economic development in Region C have led to growing demands for water. Additional supplies to meet higher demands will be expensive and difficult to develop. Therefore, it is important that we make efficient use of existing supplies and make them last as long as possible. This will delay the need for new supplies, minimize the environmental impacts associated with developing new supplies, and delay the high cost of additional water supply development. Recognizing the need for efficient use of existing water supplies, the Texas Commission on Environmental Quality (TCEQ) has developed guidelines and requirements governing the development of water Conservation and drought contingency plans for public water suppliers.' The TCEQ guidelines and requirements for water suppliers are included in Appendix B. The City of Denton has adopted this water conservation and drought contingency plan pursuant to TCEQ guidelines and requirements. The objectives of the water conservation plan are: • To reduce water consumption. • To reduce the loss and waste of water. • To identify the level of water reuse. • To improve efficiency in the use of water. • To extend the life of current water supplies by reducing the rate of growth in demand. The objectives of the drought contingency plan are: • To conserve the available water supply in times of drought and emergency • To maintain supplies for domestic water use, sanitation, and fire protection • To protect and preserve public health, welfare, and safety • To minimize the adverse impacts of water supply shortages • To minimize the adverse impacts of emergency water supply conditions. ' I Formatted: Vertical Alignment: Top Water Conservation and Drought Contingency Plan City of Denton 2. TEXAS COMMISSION ON ENVIRONMENTAL QUALITY RULES 2.1 Conservation Plans The TCEQ rules governing development of water conservation plans for public water suppliers are contained in Title 30, Part 1, Chapter 288, Subchapter A, Rule 288.2 of the Texas Administrative Code, which is included in Appendix B. For the purpose of these rules, a water conservation plan is defined as: "A strategy or combination of strategies for reducing the volume of water withdrawn from a water supply source, for reducing the loss or waste of water, for maintaining or improving the efficiency in the use of water, for increasing the recycling and reuse of water, and for preventing the pollution of water. A water conservation plan may be a separate document identified as such or may be contained within another water management document(s). "l According to TCEQ rules, water conservation plans for public water suppliers must have a certain minimum content (Section 3), must have additional content for public water suppliers that are projected to supply 5,000 or more people in the next ten years (Section 4), and may have additional optional content (Section 5). 2.2 Drought Contingency Plans The TCEQ rules governing development of drought contingency plans for public water suppliers are contained in Title 30, Part 1, Chapter 288, Subchapter B, Rule 288.20 of the Texas Administrative Code, which is included in Appendix B. The rules for wholesale water suppliers are contained in Rule 288.22, included in Appendix B. —For the purpose of these rules, a drought contingency plan is defined as: "A strategy or combination of strategies for temporary supply and demand management responses to temporary and potentially recurring water supply shortages and other water supply Emergencies. A drought contingency plan may be a separate document identified as such or may be contained within another water management document(s). "l The drought contingency plan for the City of Denton is contained in Section 6 of this water conservation and drought contingency plan. Water Conservation and Drought Contingency Plan City of Denton 3. MINIMUM REQUIRED WATER CONSERVATION PLAN CONTENT The minimum requirements in the Texas Administrative Code for water conservation plans for public drinking water suppliers covered in this report are as follows: • 2 88.2 (a)(1) (A) - Utility Profile - Section 3.1 and Appendix C • 288.2(a)(1)(B) - Specification of Goals Before May 1, 2005 - Section 3.2 • 288.2(a)(1)(C) - Specification of Goals After May 1, 2005 - Section 3.2 • 288.2(a)(1)(D) - Accurate Metering- Sections 3.3 and 3.4 • 288.2(a)(1)(E) - Universal Metering- Section 3.4 • 288.2(a)(1)(F) - Determination and Control of Unaccounted Water - Section 3.5 • 288.2 (a)(1)(G) - Public Education and Information Program - Section 3.6 • 288.2(a)(1)(H) - Non - Promotional Water Rate Structure - Section 3.7 • 288.2(a)(1)(I) - Reservoir System Operation Plan - Section 3.8 • 288.2(a)(1)(J) - Means of Implementation and Enforcement - Section 3.9, Appendix D • 288.2(a)(1)(K) - Coordination with Regional Water Planning Group - Section 3.10 and Appendix E TCEQ places additional requirements on wholesale water suppliers in Title 30, Part 1, Chapter 288, Subchapter B, Rule 288.5 of the Texas Administrative Code. —This Rule is included in Appendix B. TCEQ's minimum requirements for water conservation plans are addressed in the following subsections of this report: • 288.5(1)(C) -Maximum Acceptable Unaccounted -For Water Goal -Section 3.5 3.1 Utility Profile Appendix C to this water conservation plan is a water utility profile for the City of Denton, based on the format recommended by the TCEQ.z 3.2 Specification of Water Conservation Goal Specific elements of the Water Conservation Plan are discussed in the subsequent sections of this document. The development of this plan involved the identification and examination of numerous conservation strategies. The conservation strategies chosen for the plan were derived from numerous Water Conservation and Drought Contingency Plan City of Denton sources including state agency recommendations, the Region C planning group, water conservation literature, and the City's existing Water Conservation Plan. Prior to 20014. - -i, Denton's water conservation goal was a 15 percent reduction in per capita water use by 2050. This goal was established in Denton's Water Conservation and Drought Contingency Plan adopted December 7, 1999. The City s water conservation goals after May 1, 2005 include the following: • Achieve 2009 per capita water use of -1€-s'Q 0 gpcd or less, as shown in Table 3 -2 (current target). This represents a reduction of 9 gpcd from year 2000per- capita water use. • Achieve 2014 per capita water use of 4 =%4-162 gpcd or less, as shown in Table 3 -2 (five -year target). This represents a reduction of 18 gpcd from the year 2000 per- capita water use. • Achieve 2019 per capita water use of 2154 gpcd or less, as shown in Table 3 -2 (ten -year target). This represents a reduction of 27 gpcd from year 2000 per- capita water use The City's conservation goal was articulated in 2005 as a one percent reduction yearly in per- capita usage for ten years. This goal was based on: 1) per- capita reduction goals recommended by the Texas Water Development Board's Task Force on Water Conservation; and 2) an indication in recent data that per capita water demand had started to decline. However, weather patterns over the same period of time were such that declining per capita consumption may have been weather related. Denton's specific goal of a one percent reduction of per- capita per year in the first five years, based on estimated savings from current conservation measures, a lawn and landscape irrigation ordinance, and moderate growth in Denton's reuse program, was mildly exceeded, with a per- capita savings by 2008 at 10 gpcd. This savings is a reflection of the effects of conservation programs referenced above, but could also have been caused by weather variability. Current conservation measures include savings from state required low -flow plumbing fixtures, the implementation of the federal clothes washer standards, increasing water prices over time, and the water conservation components of Denton's current plan (detailed in the following sections of the Plan). U s a ,mt1?t rmc_mtic s _ r- rim _f C,_mtrt, __ C -c _ z t%m:C" c i Imt T 4 s 11 C.tif`M._t CImC:tt T t T C, tC: 1ri- :tai lif( C:II C: 1J'1C ¢C t t.(P — :tC;C€ T ¢:( x t21 ,, tcd reduction sincF %00t 3 c S li.(� C:13¢_�£)mt�m 43V4_1 k' $aFri+ %:rl°z.gia�;av=:, ,8.lwrAt6:,q -. -. - -i - -t 4x-. rYbi-* r" 4--: 3d{ 43$. 4t?-. tbi-%'- Y�?l-@ i�C: ?- �9{. k±:: t- r: tt-- 3E:: k3- �k: ttb( t- rrt,- 4' rf. ktit- kt9d*,rks:;vd.:etx- ir;?�t -6?w e3kt *s3w.:�#ds?EaE€�s)ti'- :G.1.4t?. Water Conservation and Drought Contingency Plan City of Denton The specific per- capita water use reduction estimates in Table -3,42r1. are based largely on the Region C planning group water savings estimates for Denton. However, Denton's estimates are slightly more conservative than the estimates provided by Region C. Table 1 Five and Ten Year Water Savings Targets Unit Unit 2000 2005 2009 2014 2019 2024 City of Denton 80,537 98,965 111.814 118.468 127.052 138.565 Population Gallons per Capita per gpcd 189 179 160 158 155 152 Day Savings from low -flow fixtures and Federal gpcd lj,44 4 34-4: , Clothes Washer Standard Savings from gpcd 15 IS Conservation Measures Savings from Reuse gpcd -1 522 33 r Projected Per - Capita gpcd 4 r4 -9 8 Savings Projected Per - Capita 104A1_;3 KPX,1`& percent 444- °{ /`' Reduction Actual Per - Capita gpcd 10 ct Savings Actual Per - Capital percent 5.3% 1`i.� -`7 Reduction 3.3 Accurate Metering of Raw Water Supplies and Treated Water Deliveries The City of Denton meters all raw water diversions from Lake Lewisville and Lake Ray Roberts to each of the Water Treatment Plants. The City of Denton also meters all treated water deliveries to the distribution system from each water treatment plant. Each meter has an accuracy of plus or minus one percent. The Formatted Table Formatted: Centered, Space After: 0 pt ........ ......... ......... ......... ......... Water Conservation and Drought Contingency Plan City of Denton meters are calibrated on a semiannual basis by City of Denton personnel to maintain the required accuracy and are repaired or replaced as needed. 3.4 Metering of Customer and Public Uses and Meter Testing, Repair, and Replacement Water usage for all customers of the City of Denton, including public and governmental use, is metered. As part of the water conservation plan, the City of Denton will continue to implement a meter replacement program. Denton Water Utility (DWU) staff conducted an extensive study in 2004 in which over 2,000 water meters were bench tested for accuracy. In addition a cost - benefit analysis was conducted in order to maximize the efficiency of the meters versus the costs of the replacement program. Based on the study, 3/4 to 2 -inch meters are replaced on a twelve- to fourteen -year cycle. The program focused on replacing the oldest meters in the system first. From 20094 to 20111330x4 DWU has replaced meters to meet the twelve - to fourteen -year cycle. Meters that are 3 -inch or larger are tested every oa.e "o4� -years and repaired or replaced as necessary. In addition, meters registering any unusual or questionable readings are automatically flagged in the billing process and be tested and repaired to restore full functionality. 3.5 Determination and Control of Unaccounted Water In 2003, the Texas Water Code (Chapter 16.0121) was amended to require that every five years a retail public utility that provides potable water shall perform and file with the Texas Water Development Board (TWDB) a water audit computing the utility's most recent annual system water loss. DWU filed its first audit, covering Fiscal Year 2005 in the spring of 2006. —The next submittal is required in 20144. DWU staff performs a yearly water audit, using the International Water Association/ American Water Works Association (IWA /AWWA) method required by the TWDB. - --DWU staff has been conducting water audits since the early 1990's. Historically, The City of Denton's unaccounted -for water, based on the older American Water Works Association (AWWA) water audit methodology, has always been less than ten percent, below the AWWA goal. The City of Denton unaccounted -for water is also below the national average of twelve percent. The City of Denton's system has always met the suggested targets of the newer IWA /AWWA methodology as specified by the TWDB Task Force on water conservation. "..:t. {4 Water Conservation and Drought Contingency Plan City of Denton The City of Denton will continue to conduct annual water audits using the IWA /AWWA methodologies. Unaccounted -for water for the City of Denton has varied from 4 53 3 percent to -;; r7.5 percent in the last five years vdth thc., hig- j..,,Svalue - still _titc,f�ms- Y!Lv�- -ce..,g�s �finaaccuracv of "I source. ni to =r. Previous audits led to the discovery and correction of a systematic source metering error at the Ray Roberts Water Treatment Plant. Staff will continue to conduct comprehensive water audits annually and take appropriate measure to minimize system water loss. With the measures described in this plan, the City of Denton intends to maintain the unaccounted -for water below 10 percent in any given year. 3.6 Continuing Public Education and Information Campaign The continuing public education and information campaign on water conservation for the City of Denton includes the following elements: • Promote the City's water conservation measures (presented in Sections 3, 4, and 5). • Include inserts on water conservation with water bills at least twice per year. Inserts will include material developed by City of Denton staff and material obtained from the TWDB, the TCEQ and other sources that pertain to water conservation, irrigation conservation, and protecting pipes from freezing. • Encourage local media coverage of water conservation issues and the importance of water conservation. • Make the Texas Smartscape tttiLtr ritals,&��, water conservation brochures, and other water conservation materials available to the public at the City of Denton Utility Department, other City facilities, and at special events. • Provide a Xeriscape class once a year to promote conservation landscaping and conservation irrigation practices. • Make information pertaining to water conservation and irrigation conservation available online at www.cityofdenton.com and include links to the Texas Smartscape website and to information relating to water conservation on the TWDB and TCEQ web sites. • Presentations are available to local organizations, schools, and civic groups on the importance of water conservation and ways to save water. Water Conservation and Drought Contingency Plan City of Denton 3.7 Non-Promotional Water Rate Structure With the intent of encouraging water conservation and discouraging waste and excessive use of water, the City of Denton adopted an increasing block (inverted - block) rate in 1998. In an inverted -block structure the unit price of water increases with increasing water use. The City of Denton employs an inverted -block rate from May through October. The structure consists of IIH,e.A''ou blocks (Table 5 -2). The first block provides enough water to cover a typical household's water usage, which includes a moderate amount for irrigation. The second, third, and fourth blocks are designed to curb discretionary and seasonal outdoor water use. The inverted -block structure only applies to residential customers. DWU bills commercial customers on a flat rate, but has implemented seasonal pricing on commercial irrigation meters to curb summer peak demand. TABLE 2 DWU Block Rate Structure Less than 15,000 gals $:?.1 =?: x per thousand gallons 15,001 - 30,000 gals $L 32i'i -- 30,000- 50,000 gals $1. More than 50,000 gals $Ll.4L,6: TABLE 3 DWU Seasonal Commercial Irrigation Rates Winter (._ctitmfaLnlcrosmm smil( Summer (May - October) $j,XjL_3.-05 per thousand gallons $L, .35;;4K.4 per thousand gallons 3.8 Reservoir System Operation Plan The City of Denton has the following rights to divert water from Lake Ray Roberts and Lake Lewisville: • 19.76 MGD from Lake Ray Roberts • 4.34 MGD from Lake Lewisville Water Conservation and Drought Contingency Plan City of Denton The City of Denton is the minority water right holder in both reservoirs. The current agreement with the City of Dallas (majority water right holder) delegates comprehensive coordination of reservoir management to the City of Dallas. 3.9 Implementation and Enforcement of the Water Conservation Plan Appendix D contains a copy of the resolution of the City of Denton City Council adopting this water conservation and drought contingency plan. The resolution designates responsible officials to implement and enforce the water conservation and drought contingency plan. 3.10 Coordination with Regional Water Planning Group The City of Denton will provide a copy of this water conservation and drought contingency plan to the Region C Water Planning Group, which is currently developing the Regional Water Plan. Appendix E includes a copy of a letter sent to the Chair of the Region C Water Planning Group. Water Conservation and Drought Contingency Plan City of Denton 4. ADDITIONAL REQUIRED WATER CONSERVATION PLAN CONTENT The Texas Administrative Code also includes additional requirements for water conservation plans for public drinking water suppliers that serve a population of 5,000 people or more and /or a projected population of 5,000 people or more within the next ten years: • §288.2(a)(2)(A) - Leak Detection, Repair, and Water Loss Accounting- Sections 3.5, 4.1, and 5.5 • §288.2(a)(2)(B) - Record Management System - Section 4.2 • §288.2(a)(2)(C) - Requirement for Water Conservation Plans by Wholesale Customers - Section 4.3 4.1 Leak Detection and Repair, • Pressure Control Measures to control unaccounted -for water are part of the routine operations of the City of Denton. Meter readers, water and wastewater utility personnel, and the public report leaks in the system. Maintenance crews are on -call 24 -hours a day and respond quickly to repair reported leaks. DWU has 4.'ti c ttiY - invested in leak detection and correlator equipment that il;: -helps in identifying more leaks and locating leaks more accurately for repair. The City of Denton also proactively decreases water loss through the waterline replacement program. The City of Denton spends approximately $1.5 million per year to repair and replace water distribution lines with two construction and maintenance crews. Areas of the water distribution system in which numerous leaks and line breaks occur are targeted for replacement. In 2015 , I t t! will t; ,s2 ttic t € € ti amt m I c c ,t t « , r €, i li € 'l t s h a e, an ssiu m�a _ a_ _ m.. t:a l.t a a C t_1 cj r -la, : .. thic r ;lc:...o f tl .:..._1 €nio , with € €£ the, di is il,u :ta.., r €_sr €m_I m_m mf _sf _c;a t €anal_ [_if m.. DWtJ will <:ssc., s dic., currc.,nt i.ondition of existi €tra tiansiiission It €tr.. , i r r li ,? r iii aintr it n r histor and i'r g tr: ax tubltsiir:d i t ,r: as ci€ A a i r:> ult I' t€ will s r:v tsr tlir: i t ,l cr:tYir €tt circa lr: f i all r.�€ ti w trans i n i s s ion linc,,s to r. 11NU1 c" co 11itnu. ti i'T co Its i s te IIc tt :tit iS iC t: 01 C__tt ,all ut t i(- distt th Iti C)ii s s F ir. m ____. _________ ra.____ _________ _________ r ______ To reduce real water losses, the City of Denton will maintain a proactive water loss program. As part of this program, the City will implement the following actions: • Continue to implement the waterline replacement program; • Conduct, ;r =c ,a> a <:tt ai t:ltit i t,, it ti r. Ciir. it p,l t tear;:atC ac he ..,dulr;,_oftransmissionlines; and • Conduct regular inspections of all water main fittings and connections during periods of maintenance and repair. Water Conservation and Drought Contingency Plan City of Denton 4.2 Record Management System As required by TAC Title 30, Part 1, Chapter 288, Subchapter A, Rule 288.2(a)(2)(B), the record management system for the City of Denton records water pumped, water delivered, and water sold. However, the City of Denton's record management system does not allow for the separation of water sales and uses into residential, commercial, public /institutional, and industrial categories as required. The current billing system separates sales and uses into residential, commercial, and wholesale user classes. Staff is investigating available options to bring the record management system into compliance. 4.3 Requirement for Water Conservation Plans by Wholesale Customers Each contract for the wholesale sale of water by the City of Denton will include a requirement that the wholesale customer develop and implement a water conservation plan meeting the requirements of Title 30, Part 1, Chapter 288, Subchapter A, Rule 288.2(a)(2)(c) of the Texas Administrative Code. If the customer intends to resell the water, then the contract between the initial supplier and customer must provide that the contract for the resale of the water must have water conservation requirements so that each successive customer in the resale of the water will be required to implement water conservation measures in accordance with applicable provisions of Chapter 288. Water Conservation and Drought Contingency Plan City of Denton 5. OPTIONAL WATER CONSERVATION PLAN CONTENT TCEQ rules also list optional (not required) conservation strategies, which may be adopted by suppliers to achieve the stated goals of the plan. The following optional strategies are listed in the rules; some are not included in this plan: • §288.2(a)(3)(A) - Conservation Oriented Water Rates - Section 3.7 • §288.2 (a)(3)(B) - Ordinances, Plumbing Codes or Rules on Water- Conserving Fixtures - Section 5.1 • §288.2 (a)(3)(C) - Programs for the Replacement or Retrofit of Water- Conserving Plumbing Fixtures in Existing Structures - (Not included in plan) • §288.2(a)(3)(D) - Reuse and Recycling of Wastewater - Section 5.2 • §288.2 (a)(3)(E) - Pressure Control and /or Reduction - (Not included in plan) • §288.2(a)(3)(F) - Landscape Water Management Ordinance - Section 5.3 • §288.2(a)(3)(G) - Monitoring Method - Section 5.4 • §288.2(a)(3)(H) - Other Conservation Methods - Section 5.5 and 5.6 5.1 Ordinances, Plumbing Codes, or Rules on Water- Conserving Fixtures The State of Texas has required 2.5 gpm faucets, 3.0 gpm showerheads, and 1.6 gpf toilets for new construction since 1992. Similar standards are also required under federal law. Denton's Plumbing Code complies with the State of Texas requirements. --- implementation of the federal rules requiring energy- conserving clothes washers in 2007 w -i-1.- imp rove d the water - efficiency of residential clothes washers. 5.2 Reuse and Recycling of Wastewater The City of Denton's current reuse program delivers approximately 0.5 MGD of reclaimed wastewater effluent. The current distribution system has a maximum capacity of 4 MGD.ig`.i r -- 4 ,1 .. 2 �. za - r��aa .��,- ;�_- a,- r�,- t�r...�- �!;��, :��- 5.3 Landscape Management Ordinance As part of the development of this water conservation plan, the City of Denton has implemented a lawn and landscape irrigation and water waste ordinance. This ordinance is intended to minimize waste in landscape irrigation and other uses. The ordinance was implemented in 2006, during a drought period when public awareness of the drought was high. The ordinance includes the following elements: Water Conservation and Drought Contingency Plan City of Denton • Prohibition of outdoor watering, except by hand and for watering foundations, from 10:00 a.m. to 6:00 p.m. every day from June 1 through September 30. • Requirement that all new irrigation systems include rain and freeze sensors. • Prohibition of designs and installations that spray directly onto impervious surfaces such as sidewalks and roads or onto other non - irrigated areas. • Prohibition of use of poorly maintained sprinkler systems that waste water. • Requirement that any outside faucet or service line leak be repaired • Enforcement of the ordinance by a system of warnings followed by fines for continued or repeat violations. 5.4 Monitoring Method Until such time as there is an industry wide method for monitoring per- capita the City of Denton will use the five -year rolling average suggested by the Texas Water Development Board. 5.5 Customer WaterAudit The City of Denton will continue to conduct water audits for single- and multi - family residential customers. The four main purposes are to: educate customers about conservative water use habits and replacement of inefficient toilets, clothes washers, and dishwashers; educate customers about water - efficient showerheads and faucet aerators; identify leaks; and optimize irrigation water usage. The City's auditor will review the water use habits of the customer, inspect the system for leaks and excessive use, and recommend any equipment repairs or changes to increase the efficiency of both the domestic and irrigation water systems. Although overall water savings from residential water audits are minimal, residential water audits are crucial to maintaining good customer relations particularly related to high billing complaints. 20 14, , thc,, C ity of 1) cj nt r11 will Z x�.,l 1 Z 1fY:1ri- ii T t €:fil :tC.i X11 .1 Ct C.1 �11€i C:12 zC: 1ri- rlcl tll i1ri- fo €Zit :t11€ii X11 l di 1ri tc" :t ?. dit 7F t i,� r ,t"YI. 111 aciclitio €"t to ,..f.tir t.'esi ent.ial viaaitor 'Llu( is ItVVI1 Will tst—i . and its fic bus; to,. "" E'is's€ nio cial. C'L..,t:orni rs. AN l~f't'.t "fton's 1' €7� lit -C ilLt 1T' €- Vt t C cult iii €t -.i are € €I the c 1 €a1Ci€ n ci %l ______ _________ _________ _________ _________ _________. COmT11P. i da.. Va a(.._i ¢:-l€ cft,,11cv is ¢ h�t.�¢ C- f':Cn,Cr to Yii. k z 1i 1„�?_Tlll1 C- tTifm: ITiiS.t act toward yu'ra rc.'d icti lis Water Conservation and Drought Contingency Plan City of Denton 5.6 Park and Athletic Field Conservation The City of Denton will explore the possibility of additional savings by the proper management of park and athletic field irrigation, landscape, and turf practices. - --The Texas Water Development Board Water Conservation Best Management Practices Guide includes guidelines for water conservation in parks and athletic fields.3 ---DWU will work with other city departments to determine the potential for water and cost savings by proper management practices and implement them when practical. Water Conservation and Drought Contingency Plan City of Denton 6. DROUGHT CONTINGENCY PLAN 6.1 Introduction The purpose of this drought contingency plan is as follows: • To conserve the available water supply in times of drought and emergency • To maintain supplies for domestic water use, sanitation, and fire protection • To protect and preserve public health, welfare, and safety • To minimize the adverse impacts of water supply shortages • To minimize the adverse impacts of emergency water supply conditions. 6.2 State Requirements for Drought Contingency Plans This drought contingency plan is consistent with Texas Commission on Environmental Quality (TCEQ) guidelines and requirements for the development of drought contingency plans by public drinking water suppliers, contained in Title 30, Part 1, Chapter 288, Subchapter B, Rule 288.20 of the Texas Administrative Code. This rule is included in Appendix B. TCEQ's minimum requirements for drought contingency plans are addressed in the following subsections of this report: • 288.20(a)(1)(A) - Provisions to Inform the Public and Provide Opportunity for Public Input - Section 6.3 • 288.20(a)(1)(B) - Provisions for Continuing Public Education and Information - Section 6.4 • 288.20(a)(1)(C) - Coordination with the Regional Water Planning Group - Section 6.9 • 288.20(a)(1)(D) - Criteria for Initiation and Termination of Drought Stages - Section 6.5 • 288.20(a)(1)(E) - Drought and Emergency Response Stages - Section 6.6 • 288.20(a)(1)(F) - Specific, Quantified Targets for Water Use Reductions - Section 6.6 • 288.20(a)(1)(G) - Water Supply and Demand Management Measures for Each Stage - Section 6.6 • 288.20(a)(1)(H) - Procedures for Initiation and Termination of Drought Stages - Section 6.6 • 288.20(a)(1)(I) - Procedures for Granting Variances - Section 6.8 • 288.20(a)(1)(J) - Procedures for Enforcement of Mandatory Restrictions - Section 6.7 • 288.20(a)(3) - Consultation with Wholesale Supplier - Not applicable • 288.20(b) - Notification of Implementation of Mandatory Measures - Section 6.6 Water Conservation and Drought Contingency Plan City of Denton 288.20(c) - Review and Update of Plan - Section 6.10TCEQ places additional requirements on wholesale water suppliers in Title 30, Part 1, Chapter 288, Subchapter B, Rule 288.22 of the Texas Administrative Code. This Rule is included in Appendix B. TCEQ's minimum requirements for drought contingency plans are addressed in the following subsections of this report: • 288.22(a)(1) - Provisions to Inform Wholesale - Section 6.3 • 288.22(a)(7) - Water Supply and Demand Management Measures Conform to Texas Water Code 11.039 - Section 6.6 • 288.22(a)(8) - Wholesale Contract Supply Provisions Conform to Texas Water Code 11.039 - Section 6.6 6.3 Provisions to Inform the Public and Opportunity for Public Input The City of Denton provided opportunity for public input in the development of this drought contingency plan in of 2014 by the following means: • Provided written notice of the proposed plan and the opportunity to comment on the plan by newspaper, posted notice, and notice on City of Denton's web site, www.cityofdenton.com • A public meeting was held at City of Denton Service Center at xxx AM on April xxx, 2014-224)w . • The public may comment on updates to the plan. • The plan will be available at the City of Denton's web site www.cityofdenton.com • The plan will be provided to anyone requesting a copy. • The plan will be provided to Upper Trinity Regional Water District in its capacity as a wholesale customer. The City of Denton shares water rights with the City of Dallas. Denton is the minority water right holder in both water supply reservoirs. Also, Denton is a wholesale customer of the City of Dallas. Due to these factors, it is by design that Denton's Drought Contingency Plan closely resembles Dallas' plan. a tea 21404-1-4 4*4ie- PRAas -phaHr The need to coordinate Denton's Plan with the Dallas plan is appropriate due to the following reasons: • The water supply reservoirs (Lake Ray Roberts and Lake Lewisville) are shared by the two cities and Denton is the minority water rights holder in both reservoirs; Denton is an untreated water Water Conservation and Drought Contingency Plan City of Denton supply customer of Dallas and will be affected by restrictions that may be initiated by the Dallas plan. • Consistent communication to customers in a television and media market common to many different water utility entities will provide for a more effective implementation of Drought Contingency Plans. 6.4 Provisions for Continuing Public Education and Information The City of Denton will inform and educate the public about its drought contingency plan by the following means: • Making the plan available to the public through the City of Denton web site at www.cityofdenton.com. • Including information about the drought contingency plan on the City of Denton's web site, www.cityofdenton.com. • Upon request, make presentations to local organizations, schools, and civic groups on the drought contingency plan (usually in conjunction with presentations on water conservation programs). • Open public meetings with the Public Utilities Board, Environment Committee, and City Council. Any time the drought contingency plan is activated or the drought stage changes, the City of Denton will notify local media of the issues, the drought response stage, and the specific actions required of the public. The information will also be publicized on the City of Denton web site, www.cityofdenton.com. Billing inserts will be used as appropriate. 6.5 Initiation and Termination of Drought Response Stages 6.5.1 Initiation of Drought Response Stages The Director of Water Utilities or designee may order the implementation of a drought response stage or water emergency when one or more of the trigger conditions for that stage is met. The following actions will be taken when a drought stage is initiated: • The public will be notified through local media. • Wholesale customers will be notified by telephone with a follow -up letter or fax. • If any mandatory provisions of the drought contingency plan are activated, the City of Denton will notify the Executive Director of the TCEQ within 5 business days. Water Conservation and Drought Contingency Plan City of Denton The Director of Water Utilities or designee may decide not to order the implementation of a drought response stage or water emergency even though one or more of the trigger criteria for the stage are met. Factors that could influence such a decision include, but are not limited to, the time of the year, weather conditions, the anticipation of replenished water supplies, or the anticipation that additional facilities will become available to meet needs. Trigger Condition Types: The three types of water management conditions are discussed below For a TypeA situation, preservation of the total water supply will be critical and corresponding water management measures should stress overall reductions in water use. This condition is results from extended drought. The best opportunity to respond to a drought is early in the drought cycle. Drought Contingency measures should stress overall reductions in water demand (i.e., average -day water demand) For a Type B situation, in which the water demand approaches the delivery capacity of the system, the peak water demand will be critical, and corresponding drought contingency measures should stress water -use reductions or shifts to off -peak hours. In this situation, the ultimate goal of Stages 1; 4 -2 a 4,i-(4-4and r will be to avoid triggering the next stage. A Stage 34 trigger requires immediate and severe water demand reductions. Equipment or system failures that result from increased stresses to the transmission, treatment, or distribution systems can worsen a Type B situation. This condition is a result of an increase in demand. In the short term, this typically occurs during the summer months when irrigation requires more water. In the longterm, it could occur if treatment plant or distribution system expansions do not keep pace with the growth in consumer demand. Drought contingency measures should stress reductions in peak water demand or redistribution of the demand to off -peak hours. For a Type Csituation where deficiencies limit the supply capacity, both water -use reductions and shifts to off -peak hours may be necessary. Although the area involved may be localized, immediate action requiring water demand reduction is necessary. Depending upon the severity of the triggering conditions, it is feasible that the plan could proceed immediately to implementation of stage 3s '§. This condition is a result of a break in a large transmission main, mechanical failure to one or more large pumps, or production plant breakdown. Contamination of water supplies or other unforeseen occurrences may also instigate this condition. They may arise with little warning and require immediate and /or aggressive actions. Water Conservation and Drought Contingency Plan City of Denton Drought contingency measures should stress reductions in peak water demand and /or redistribution of the demand to off -peak hours. 6.5.2 Termination of Drought Response Stages The Director of Water Utilities or designee may order the termination of a drought response stage or water emergency when the conditions for termination are met or at his /her discretion. The following actions will be taken when a drought stage is terminated: • The public will be notified through local media. • Wholesale customers will be notified by telephone with a follow -up letter or fax. • When any mandatory provisions of the drought contingency plan that have been activated are terminated, the City of Denton will notify the Executive Director of the TCEQ within 5 business days. The Director of Water Utilities or designee may decide not to order the termination of a drought response stage or water emergency even though the conditions for termination of the stage are met. 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INTRODUCTION AND OBJECTIVES Water supply has always been a key issue in the development of Texas. In recent years, the increasing population and economic development in Region C have led to growing demands for water. Additional supplies to meet higher demands will be expensive and difficult to develop. Therefore, it is important that we make efficient use of existing supplies and make them last as long as possible. This will delay the need for new supplies, minimize the environmental impacts associated with developing new supplies, and delay the high cost of additional water supply development. Recognizing the need for efficient use of existing water supplies, the Texas Commission on Environmental Quality (TCEQ) has developed guidelines and requirements governing the development of water Conservation and drought contingency plans for public water suppliers.' The TCEQ guidelines and requirements for water suppliers are included in Appendix B. The City of Denton has adopted this water conservation and drought contingency plan pursuant to TCEQ guidelines and requirements. The objectives of the water conservation plan are: • To reduce water consumption. • To reduce the loss and waste of water. • To identify the level of water reuse. • To improve efficiency in the use of water. • To extend the life of current water supplies by reducing the rate of growth in demand. The objectives of the drought contingency plan are: • To conserve the available water supply in times of drought and emergency • To maintain supplies for domestic water use, sanitation, and fire protection • To protect and preserve public health, welfare, and safety • To minimize the adverse impacts of water supply shortages • To minimize the adverse impacts of emergency water supply conditions. Water Conservation and Drought Contingency Plan City of Denton 2. TEXAS COMMISSION ON ENVIRONMENTAL QUALITY RULES 2.1 Conservation Plans The TCEQ rules governing development of water conservation plans for public water suppliers are contained in Title 30, Part 1, Chapter 288, Subchapter A, Rule 288.2 of the Texas Administrative Code, which is included in Appendix B. For the purpose of these rules, a water conservation plan is defined as: "A strategy or combination of strategies for reducing the volume of water withdrawn from a water supply source, for reducing the loss or waste of water, for maintaining or improving the efficiency in the use of water, for increasing the recycling and reuse of water, and for preventing the pollution of water. A water conservation plan may be a separate document identified as such or may be contained within another water management document(s). "l According to TCEQ rules, water conservation plans for public water suppliers must have a certain minimum content (Section 3), must have additional content for public water suppliers that are projected to supply 5,000 or more people in the next ten years (Section 4), and may have additional optional content (Section 5). 2.2 Drought Contingency Plans The TCEQ rules governing development of drought contingency plans for public water suppliers are contained in Title 30, Part 1, Chapter 288, Subchapter B, Rule 288.20 of the Texas Administrative Code, which is included in Appendix B. The rules for wholesale water suppliers are contained in Rule 288.22, included in Appendix B. For the purpose of these rules, a drought contingency plan is defined as: "A strategy or combination of strategies for temporary supply and demand management responses to temporary and potentially recurring water supply shortages and other water supply Emergencies. A drought contingency plan may be a separate document identified as such or may be contained within another water management document(s). "l The drought contingency plan for the City of Denton is contained in Section 6 of this water conservation and drought contingency plan. Water Conservation and Drought Contingency Plan City of Denton 3. MINIMUM REQUIRED WATER CONSERVATION PLAN CONTENT The minimum requirements in the Texas Administrative Code for water conservation plans for public drinking water suppliers covered in this report are as follows: • 2 88.2 (a)(1) (A) - Utility Profile - Section 3.1 and Appendix C • 288.2(a)(1)(B) - Specification of Goals Before May 1, 2005 - Section 3.2 • 288.2(a)(1)(C) - Specification of Goals After May 1, 2005 - Section 3.2 • 288.2(a)(1)(D) - Accurate Metering- Sections 3.3 and 3.4 • 288.2(a)(1)(E) - Universal Metering- Section 3.4 • 288.2(a)(1)(F) - Determination and Control of Unaccounted Water - Section 3.5 • 288.2 (a)(1)(G) - Public Education and Information Program - Section 3.6 • 288.2(a)(1)(H) - Non - Promotional Water Rate Structure - Section 3.7 • 288.2(a)(1)(I) - Reservoir System Operation Plan - Section 3.8 • 288.2(a)(1)(J) - Means of Implementation and Enforcement - Section 3.9, Appendix D • 288.2(a)(1)(K) - Coordination with Regional Water Planning Group - Section 3.10 and Appendix E TCEQ places additional requirements on wholesale water suppliers in Title 30, Part 1, Chapter 288, Subchapter B, Rule 288.5 of the Texas Administrative Code. This Rule is included in Appendix B. TCEQ's minimum requirements for water conservation plans are addressed in the following subsections of this report: • 288.5(1)(C) -Maximum Acceptable Unaccounted -For Water Goal -Section 3.5 3.1 Utility Profile Appendix C to this water conservation plan is a water utility profile for the City of Denton, based on the format recommended by the TCEQ.z 3.2 Specification of Water Conservation Goal Specific elements of the Water Conservation Plan are discussed in the subsequent sections of this document. The development of this plan involved the identification and examination of numerous conservation strategies. The conservation strategies chosen for the plan were derived from numerous Water Conservation and Drought Contingency Plan City of Denton sources including state agency recommendations, the Region C planning group, water conservation literature, and the City's existing Water Conservation Plan. Prior to 20014, Denton's water conservation goal was a 15 percent reduction in per capita water use by 2050. This goal was established in Denton's Water Conservation and Drought Contingency Plan adopted December 7, 1999. The City s water conservation goals after May 1, 2005 include the following: • Achieve 2009 per capita water use of 170 gpcd or less, as shown in Table 3 -2 (current target). This represents a reduction of 9 gpcd from year 2000per- capita water use. • Achieve 2014 per capita water use of 162 gpcd or less, as shown in Table 3 -2 (five -year target). This represents a reduction of 18 gpcd from the year 2000 per- capita water use. • Achieve 2019 per capita water use of 154 gpcd or less, as shown in Table 3 -2 (ten -year target). This represents a reduction of 27 gpcd from year 2000 per- capita water use The City's conservation goal was articulated in 2005 as a one percent reduction yearly in per- capita usage for ten years. This goal was based on: 1) per- capita reduction goals recommended by the Texas Water Development Board's Task Force on Water Conservation; and 2) an indication in recent data that per capita water demand had started to decline. However, weather patterns over the same period of time were such that declining per capita consumption may have been weather related. Denton's specific goal of a one percent reduction of per- capita per year in the first five years, based on estimated savings from current conservation measures, a lawn and landscape irrigation ordinance, and moderate growth in Denton's reuse program, was mildly exceeded, with a per- capita savings by 2008 at 10 gpcd. This savings is a reflection of the effects of conservation programs referenced above, but could also have been caused by weather variability. Current conservation measures include savings from state required low -flow plumbing fixtures, the implementation of the federal clothes washer standards, increasing water prices over time, and the water conservation components of Denton's current plan (detailed in the following sections of the Plan). During the second review of Denton's Conservation Plan, resulting in this report, it was found that DWU exceeded the 2014 goal of 18 gpcd reduction. 2013 data shows a 21 gpcd reduction since 2005, 3 gpcd beyond the goal and 1 year prior to the target date. The specific per- capita water use reduction estimates in Table 1 are based largely on the Region C planning group water savings estimates for Denton. However, Denton's estimates are slightly more conservative than the estimates provided by Region C. Water Conservation and Drought Contingency Plan City of Denton Table 1 Five and Ten Year Water Savings Targets Unit Unit 2000 2005 2009 2014 2019 2024 City of Denton 80,537 98,965 111,814 118,468 127,052 138,565 Population Gallons per Capita per gpcd 189 179 160 158 155 152 Day Savings from low -flow fixtures and Federal gpcd 1.1 3 5 Clothes Washer Standard Savings from gpcd .4 1.5 2.5 Conservation Measures Savings from Reuse gpcd .5. .5 .5 Projected Per - Capita gpcd 2 5 8 Savings Projected Per - Capita percent 1.3% 3.1% 5% Reduction Actual Per - Capita gpcd 10 9 Savings Actual Per - Capital percent 5.3% 15.4% Reduction 3.3 Accurate Metering of Raw Water Supplies and Treated Water Deliveries The City of Denton meters all raw water diversions from Lake Lewisville and Lake Ray Roberts to each of the Water Treatment Plants. The City of Denton also meters all treated water deliveries to the distribution system from each water treatment plant. Each meter has an accuracy of plus or minus one percent. The meters are calibrated on a semiannual basis by City of Denton personnel to maintain the required accuracy and are repaired or replaced as needed. Water Conservation and Drought Contingency Plan City of Denton 3.4 Metering of Customer and Public Uses and Meter Testing, Repair, and Replacement Water usage for all customers of the City of Denton, including public and governmental use, is metered. As part of the water conservation plan, the City of Denton will continue to implement a meter replacement program. Denton Water Utility (DWU) staff conducted an extensive study in 2004 in which over 2,000 water meters were bench tested for accuracy. In addition a cost - benefit analysis was conducted in order to maximize the efficiency of the meters versus the costs of the replacement program. Based on the study, 3/4 to 2 -inch meters are replaced on a twelve- to fourteen -year cycle. The program focused on replacing the oldest meters in the system first. From 2009 to 2013 DWU has replaced meters to meet the twelve- to fourteen -year cycle. Meters that are 3 -inch or larger are tested every year and repaired or replaced as necessary. In addition, meters registering any unusual or questionable readings are automatically flagged in the billing process and be tested and repaired to restore full functionality. 3.5 Determination and Control of Unaccounted Water In 2003, the Texas Water Code (Chapter 16.0121) was amended to require that every five years a retail public utility that provides potable water shall perform and file with the Texas Water Development Board (TWDB) a water audit computing the utility's most recent annual system water loss. DWU filed its first audit, covering Fiscal Year 2005 in the spring of 2006. The next submittal is required in 2015. DWU staff performs a yearly water audit, using the International Water Association/ American Water Works Association (IWA /AWWA) method required by the TWDB. DWU staff has been conducting water audits since the early 1990's. Historically, The City of Denton's unaccounted -for water, based on the older American Water Works Association (AWWA) water audit methodology, has always been less than ten percent, below the AWWA goal. The City of Denton unaccounted -for water is also below the national average of twelve percent. The City of Denton's system has always met the suggested targets of the newer IWA /AWWA methodology as specified by the TWDB Task Force on water conservation. The City of Denton will continue to conduct annual water audits using the IWA /AWWA methodologies. Unaccounted -for water for the City of Denton has varied from 3.3 percent to 7.5 percent in the last five years, with the highest value still under review regarding accuracy of a source meter. Previous audits led to the discovery and correction of a systematic source metering error at the Ray Roberts Water Treatment Plant. Staff will continue to conduct comprehensive water audits annually and take appropriate measure to minimize system water loss. Water Conservation and Drought Contingency Plan City of Denton With the measures described in this plan, the City of Denton intends to maintain the unaccounted -for water below 10 percent in any given year. 3.6 Continuing Public Education and Information Campaign The continuing public education and information campaign on water conservation for the City of Denton includes the following elements: • Promote the City's water conservation measures (presented in Sections 3, 4, and 5). • Include inserts on water conservation with water bills at least twice per year. Inserts will include material developed by City of Denton staff and material obtained from the TWDB, the TCEQ and other sources that pertain to water conservation, irrigation conservation, and protecting pipes from freezing. • Encourage local media coverage of water conservation issues and the importance of water conservation. • Make the Texas Smartscape materials, water conservation brochures, and other water conservation materials available to the public at the City of Denton Utility Department, other City facilities, and at special events. • Provide a Xeriscape class once a year to promote conservation landscaping and conservation irrigation practices. • Make information pertaining to water conservation and irrigation conservation available online at www.cityofdenton.com and include links to the Texas Smartscape website and to information relating to water conservation on the TWDB and TCEQ web sites. • Presentations are available to local organizations, schools, and civic groups on the importance of water conservation and ways to save water. 3.7 Non-Promotional Water Rate Structure With the intent of encouraging water conservation and discouraging waste and excessive use of water, the City of Denton adopted an increasing block (inverted - block) rate in 1998. In an inverted -block structure the unit price of water increases with increasing water use. The City of Denton employs an inverted -block rate from May through October. The structure consists of four blocks (Table 5 -2). The first block provides enough water to cover a typical household's water usage, which includes a moderate amount for irrigation. The second, third, and fourth blocks are designed to curb Water Conservation and Drought Contingency Plan City of Denton discretionary and seasonal outdoor water use. The inverted -block structure only applies to residential customers. DWU bills commercial customers on a flat rate, but has implemented seasonal pricing on commercial irrigation meters to curb summer peak demand. TABLE 2 DWU Block Rate Structure Less than 15,000 gals $3.70 per thousand gallons 15,001- 30,000 gals $5.35 30,000- 50,000 gals $7.20 More than 50,000 gals $9.45 TABLE 3 DWU Seasonal Commercial Irrigation Rates Winter (November - April) Summer (May - October) $4.05 per thousand gallons $5.35 per thousand gallons 3.8 Reservoir System Operation Plan The City of Denton has the following rights to divert water from Lake Ray Roberts and Lake Lewisville: • 19.76 MGD from Lake Ray Roberts • 4.34 MGD from Lake Lewisville The City of Denton is the minority water right holder in both reservoirs. The current agreement with the City of Dallas (majority water right holder) delegates comprehensive coordination of reservoir management to the City of Dallas. 3.9 Implementation and Enforcement of the Water Conservation Plan Appendix D contains a copy of the resolution of the City of Denton City Council adopting this water conservation and drought contingency plan. The resolution designates responsible officials to implement and enforce the water conservation and drought contingency plan. Water Conservation and Drought Contingency Plan City of Denton 3.10 Coordination with Regional Water Planning Group The City of Denton will provide a copy of this water conservation and drought contingency plan to the Region C Water Planning Group, which is currently developing the Regional Water Plan. Appendix E includes a copy of a letter sent to the Chair of the Region C Water Planning Group. 4. ADDITIONAL REQUIRED WATER CONSERVATION PLAN CONTENT The Texas Administrative Code also includes additional requirements for water conservation plans for public drinking water suppliers that serve a population of 5,000 people or more and /or a projected population of 5,000 people or more within the next ten years: • §288.2(a)(2)(A) - Leak Detection, Repair, and Water Loss Accounting- Sections 3.5, 4.1, and 5.5 • §288.2(a)(2)(B) - Record Management System - Section 4.2 • §288.2(a)(2)(C) - Requirement for Water Conservation Plans by Wholesale Customers - Section 4.3 4.1 Leak Detection and Repair, • Pressure Control Measures to control unaccounted -for water are part of the routine operations of the City of Denton. Meter readers, water and wastewater utility personnel, and the public report leaks in the system. Maintenance crews are on -call 24 -hours a day and respond quickly to repair reported leaks. DWU has invested in leak detection and correlator equipment that helps in identifying more leaks and locating leaks more accurately for repair. The City of Denton also proactively decreases water loss through the waterline replacement program. The City of Denton spends approximately $1.5 million per year to repair and replace water distribution lines with two construction and maintenance crews. Areas of the water distribution system in which numerous leaks and line breaks occur are targeted for replacement. In 2015, DWU will conduct an analysis on the life cycle of transmission lines. These pipes have an assumed lifespan of 75 years, however the role of these lines within the distribution system makes them critical. The DWU will assess the current condition of existing transmission lines, research pipe maintenance history, and review published research. As a result, DWU will revise the replacement schedule for all existing transmission lines to ensure continuing consistency of service throughout the distribution system. To reduce real water losses, the City of Denton will maintain a proactive water loss program. As part of this program, the City will implement the following actions: Water Conservation and Drought Contingency Plan City of Denton • Continue to implement the waterline replacement program; • Conduct an analysis to revise the replacement schedule of transmission lines; and • Conduct regular inspections of all water main fittings and connections during periods of maintenance and repair. 4.2 Record Management System As required by TAC Title 30, Part 1, Chapter 288, Subchapter A, Rule 288.2(a)(2)(B), the record management system for the City of Denton records water pumped, water delivered, and water sold. However, the City of Denton's record management system does not allow for the separation of water sales and uses into residential, commercial, public /institutional, and industrial categories as required. The current billing system separates sales and uses into residential, commercial, and wholesale user classes. Staff is investigating available options to bring the record management system into compliance. 4.3 Requirement for Water Conservation Plans by Wholesale Customers Each contract for the wholesale sale of water by the City of Denton will include a requirement that the wholesale customer develop and implement a water conservation plan meeting the requirements of Title 30, Part 1, Chapter 288, Subchapter A, Rule 288.2(a)(2)(c) of the Texas Administrative Code. If the customer intends to resell the water, then the contract between the initial supplier and customer must provide that the contract for the resale of the water must have water conservation requirements so that each successive customer in the resale of the water will be required to implement water conservation measures in accordance with applicable provisions of Chapter 288. Water Conservation and Drought Contingency Plan City of Denton 5. OPTIONAL WATER CONSERVATION PLAN CONTENT TCEQ rules also list optional (not required) conservation strategies, which may be adopted by suppliers to achieve the stated goals of the plan. The following optional strategies are listed in the rules; some are not included in this plan: • §288.2(a)(3)(A) - Conservation Oriented Water Rates - Section 3.7 • §288.2 (a)(3)(B) - Ordinances, Plumbing Codes or Rules on Water- Conserving Fixtures - Section 5.1 • §288.2 (a)(3)(C) - Programs for the Replacement or Retrofit of Water- Conserving Plumbing Fixtures in Existing Structures - (Not included in plan) • §288.2(a)(3)(D) - Reuse and Recycling of Wastewater - Section 5.2 • §288.2 (a)(3)(E) - Pressure Control and /or Reduction - (Not included in plan) • §288.2(a)(3)(F) - Landscape Water Management Ordinance - Section 5.3 • §288.2(a)(3)(G) - Monitoring Method - Section 5.4 • §288.2(a)(3)(H) - Other Conservation Methods - Section 5.5 and 5.6 5.1 Ordinances, Plumbing Codes, or Rules on Water- Conserving Fixtures The State of Texas has required 2.5 gpm faucets, 3.0 gpm showerheads, and 1.6 gpf toilets for new construction since 1992. Similar standards are also required under federal law. Denton's Plumbing Code complies with the State of Texas requirements. The implementation of the federal rules requiring energy- conserving clothes washers in 2007 improved the water - efficiency of residential clothes washers. 5.2 Reuse and Recycling of Wastewater The City of Denton's current reuse program delivers approximately 0.5 MGD of reclaimed wastewater effluent. The current distribution system has a maximum capacity of 4 MGD. 5.3 Landscape Management Ordinance As part of the development of this water conservation plan, the City of Denton has implemented a lawn and landscape irrigation and water waste ordinance. This ordinance is intended to minimize waste in landscape irrigation and other uses. The ordinance was implemented in 2006, during a drought period when public awareness of the drought was high. The ordinance includes the following elements: • Prohibition of outdoor watering, except by hand and for watering foundations, from 10:00 a.m. to 6:00 p.m. every day from June 1 through September 30. Water Conservation and Drought Contingency Plan City of Denton • Requirement that all new irrigation systems include rain and freeze sensors. • Prohibition of designs and installations that spray directly onto impervious surfaces such as sidewalks and roads or onto other non - irrigated areas. • Prohibition of use of poorly maintained sprinkler systems that waste water. • Requirement that any outside faucet or service line leak be repaired • Enforcement of the ordinance by a system of warnings followed by fines for continued or repeat violations. 5.4 Monitoring Method Until such time as there is an industry wide method for monitoring per- capita the City of Denton will use the five -year rolling average suggested by the Texas Water Development Board. 5.5 Customer WaterAudit The City of Denton will continue to conduct water audits for single- and multi - family residential customers. The four main purposes are to: educate customers about conservative water use habits and replacement of inefficient toilets, clothes washers, and dishwashers; educate customers about water - efficient showerheads and faucet aerators; identify leaks; and optimize irrigation water usage. The City's auditor will review the water use habits of the customer, inspect the system for leaks and excessive use, and recommend any equipment repairs or changes to increase the efficiency of both the domestic and irrigation water systems. Although overall water savings from residential water audits are minimal, residential water audits are crucial to maintaining good customer relations particularly related to high billing complaints. In 2014, the City of Denton will explore new organizational options that would allow for expansion of the water audit program. In addition to increasing availability of personnel for residential water audits, DWU will begin to expand its focus to commercial customers. As Denton's highest volume water customers are in the commercial sector, commercial water efficiency is expected to make a significant impact toward overall reductions. 5.6 Park and Athletic Field Conservation The City of Denton will explore the possibility of additional savings by the proper management of park and athletic field irrigation, landscape, and turf practices. The Texas Water Development Board Water Conservation Best Management Practices Guide includes guidelines for water conservation in parks and Water Conservation and Drought Contingency Plan City of Denton athletic fields.3 DWU will work with other city departments to determine the potential for water and cost savings by proper management practices and implement them when practical. Water Conservation and Drought Contingency Plan City of Denton 6. DROUGHT CONTINGENCY PLAN 6.1 Introduction The purpose of this drought contingency plan is as follows: • To conserve the available water supply in times of drought and emergency • To maintain supplies for domestic water use, sanitation, and fire protection • To protect and preserve public health, welfare, and safety • To minimize the adverse impacts of water supply shortages • To minimize the adverse impacts of emergency water supply conditions. 6.2 State Requirements for Drought Contingency Plans This drought contingency plan is consistent with Texas Commission on Environmental Quality (TCEQ) guidelines and requirements for the development of drought contingency plans by public drinking water suppliers, contained in Title 30, Part 1, Chapter 288, Subchapter B, Rule 288.20 of the Texas Administrative Code. This rule is included in Appendix B. TCEQ's minimum requirements for drought contingency plans are addressed in the following subsections of this report: • 288.20(a)(1)(A) - Provisions to Inform the Public and Provide Opportunity for Public Input - Section 6.3 • 288.20(a)(1)(B) - Provisions for Continuing Public Education and Information - Section 6.4 • 288.20(a)(1)(C) - Coordination with the Regional Water Planning Group - Section 6.9 • 288.20(a)(1)(D) - Criteria for Initiation and Termination of Drought Stages - Section 6.5 • 288.20(a)(1)(E) - Drought and Emergency Response Stages - Section 6.6 • 288.20(a)(1)(F) - Specific, Quantified Targets for Water Use Reductions - Section 6.6 • 288.20(a)(1)(G) - Water Supply and Demand Management Measures for Each Stage - Section 6.6 • 288.20(a)(1)(H) - Procedures for Initiation and Termination of Drought Stages - Section 6.6 • 288.20(a)(1)(I) - Procedures for Granting Variances - Section 6.8 • 288.20(a)(1)(J) - Procedures for Enforcement of Mandatory Restrictions - Section 6.7 • 288.20(a)(3) - Consultation with Wholesale Supplier - Not applicable • 288.20(b) - Notification of Implementation of Mandatory Measures - Section 6.6 Water Conservation and Drought Contingency Plan City of Denton 288.20(c) - Review and Update of Plan - Section 6.10TCEQ places additional requirements on wholesale water suppliers in Title 30, Part 1, Chapter 288, Subchapter B, Rule 288.22 of the Texas Administrative Code. This Rule is included in Appendix B. TCEQ's minimum requirements for drought contingency plans are addressed in the following subsections of this report: • 288.22(a)(1) - Provisions to Inform Wholesale - Section 6.3 • 288.22(a)(7) - Water Supply and Demand Management Measures Conform to Texas Water Code 11.039 - Section 6.6 • 288.22(a)(8) - Wholesale Contract Supply Provisions Conform to Texas Water Code 11.039 - Section 6.6 6.3 Provisions to Inform the Public and Opportunity for Public Input The City of Denton provided opportunity for public input in the development of this drought contingency plan in March of 2014 by the following means: • Provided written notice of the proposed plan and the opportunity to comment on the plan by newspaper, posted notice, and notice on City of Denton's web site, www.cityofdenton.com • A public meeting was held at City of Denton Service Center at xxx AM on April xxx, 2014. • The public may comment on updates to the plan. • The plan will be available at the City of Denton's web site www.cityofdenton.com • The plan will be provided to anyone requesting a copy. • The plan will be provided to Upper Trinity Regional Water District in its capacity as a wholesale customer. The City of Denton shares water rights with the City of Dallas. Denton is the minority water right holder in both water supply reservoirs. Also, Denton is a wholesale customer of the City of Dallas. Due to these factors, it is by design that Denton's Drought Contingency Plan closely resembles Dallas' plan. The need to coordinate Denton's Plan with the Dallas plan is appropriate due to the following reasons: • The water supply reservoirs (Lake Ray Roberts and Lake Lewisville) are shared by the two cities and Denton is the minority water rights holder in both reservoirs. Denton is an untreated water supply customer of Dallas and will be affected by restrictions that may be initiated by the Dallas plan. Water Conservation and Drought Contingency Plan City of Denton • Consistent communication to customers in a television and media market common to many different water utility entities will provide for a more effective implementation of Drought Contingency Plans. 6.4 Provisions for Continuing Public Education and Information The City of Denton will inform and educate the public about its drought contingency plan by the following means: • Making the plan available to the public through the City of Denton web site at www.cityofdenton.com. • Including information about the drought contingency plan on the City of Denton's web site, www.cityofdenton.com. • Upon request, make presentations to local organizations, schools, and civic groups on the drought contingency plan (usually in conjunction with presentations on water conservation programs). • Open public meetings with the Public Utilities Board, Environment Committee, and City Council. Any time the drought contingency plan is activated or the drought stage changes, the City of Denton will notify local media of the issues, the drought response stage, and the specific actions required of the public. The information will also be publicized on the City of Denton web site, www.cityofdenton.com. Billing inserts will be used as appropriate. 6.5 Initiation and Termination of Drought Response Stages 6.5.1 Initiation of Drought Response Stages The Director of Water Utilities or designee may order the implementation of a drought response stage or water emergency when one or more of the trigger conditions for that stage is met. The following actions will be taken when a drought stage is initiated: • The public will be notified through local media. • Wholesale customers will be notified by telephone with a follow -up letter or fax. • If any mandatory provisions of the drought contingency plan are activated, the City of Denton will notify the Executive Director of the TCEQ within 5 business days. The Director of Water Utilities or designee may decide not to order the implementation of a drought response stage or water emergency even though one or more of the trigger criteria for the stage are met. Water Conservation and Drought Contingency Plan City of Denton Factors that could influence such a decision include, but are not limited to, the time of the year, weather conditions, the anticipation of replenished water supplies, or the anticipation that additional facilities will become available to meet needs. Trigger Condition Types: The three types of water management conditions are discussed below For a TypeA situation, preservation of the total water supply will be critical and corresponding water management measures should stress overall reductions in water use. This condition is results from extended drought. The best opportunity to respond to a drought is early in the drought cycle. Drought Contingency measures should stress overall reductions in water demand (i.e., average -day water demand) For a Type B situation, in which the water demand approaches the delivery capacity of the system, the peak water demand will be critical, and corresponding drought contingency measures should stress water -use reductions or shifts to off -peak hours. In this situation, the ultimate goal of Stages 1 and 2 will be to avoid triggering the next stage. A Stage 3 trigger requires immediate and severe water demand reductions. Equipment or system failures that result from increased stresses to the transmission, treatment, or distribution systems can worsen a Type B situation. This condition is a result of an increase in demand. In the short term, this typically occurs during the summer months when irrigation requires more water. In the longterm, it could occur if treatment plant or distribution system expansions do not keep pace with the growth in consumer demand. Drought contingency measures should stress reductions in peak water demand or redistribution of the demand to off -peak hours. For a Type Csituation where deficiencies limit the supply capacity, both water -use reductions and shifts to off -peak hours may be necessary. Although the area involved may be localized, immediate action requiring water demand reduction is necessary. Depending upon the severity of the triggering conditions, it is feasible that the plan could proceed immediately to implementation of stage 3. This condition is a result of a break in a large transmission main, mechanical failure to one or more large pumps, or production plant breakdown. Contamination of water supplies or other unforeseen occurrences may also instigate this condition. They may arise with little warning and require immediate and /or aggressive actions. Drought contingency measures should stress reductions in peak water demand and /or redistribution of the demand to off -peak hours. Water Conservation and Drought Contingency Plan City of Denton 6.5.2 Termination of Drought Response Stages The Director of Water Utilities or designee may order the termination of a drought response stage or water emergency when the conditions for termination are met or at his /her discretion. The following actions will be taken when a drought stage is terminated: • The public will be notified through local media. • Wholesale customers will be notified by telephone with a follow -up letter or fax. • When any mandatory provisions of the drought contingency plan that have been activated are terminated, the City of Denton will notify the Executive Director of the TCEQ within 5 business days. The Director of Water Utilities or designee may decide not to order the termination of a drought response stage or water emergency even though the conditions for termination of the stage are met. Factors that could influence such a decision include, but are not limited to, the time of the year, weather conditions, or the anticipation of conditions that warrant the continuation of the drought stage. Comment [TAD1].... Drought plan contained in......., separate document Water Conservation and Drought Contingency Plan City of Denton APPENDIX E Letter to Region C Water Planning Group EXHIBIT 5C Water Conservation and Drought Contingency Plan City of Denton CITY OF DENTON Water Conservation and Drought Contingency Plan ,err X4 W- 4March 2014 6.6 Drought and Emergency Response Stages 6.6.1 Stage 1, Mild 6.6.1.1 Triggering And Termination Conditions For Stage 1, Mild 6.6.1.1.1 Type A Water Management Condition Total raw water supply in (1) Denton and Dallas connected lakes (east and west); or (2) western connected lakes; or (3) eastern connected lakes drops below 65% of the total conservation storage of the lakes 6.6.1.1.2 Type 8 Water Management Condition Water demand reaches or exceeds 85% of delivery capacity for 4 consecutive days 6.6.1.1.3 Type C Water Management Condition Water demand approaches a reduced delivery capacity for all or part of the system, as determined by ' Formatted: List Paragraph, Bulleted + Level: 1 + Aligned at 0.25" + Indent at 0.5" DWU 4 ma or water line �real<s, or a r c.:mp or s stem failc.:re occc.:rs, which cause unprecedented loss of cap ±ility to provide treated water service Natural or man -made contamination of the water st.! nniv Formatted: List Paragraph, Bulleted + Level. 1 + Aligned at: 0.25' + Indent at: 0.5 Requirements for Termination: Stage 1 may be terminated when Stage 1 conditions no longer exist and would be unlikely to recur upon termination. 6.6.1.2 Goal For Use Reductions And Actions Available Under Stage 1, Mild The goal for water use reduction under Stage 1, Mild, is a 5 percent reduction of the use that would have occurred in the absence of drought contingency measures. The Director of Water Utilities or a designee can order the implementation of any of the actions listed below, or other actions not listed, as deemed necessary: Water Conservation and Drought Contingency Plan City of Denton All Water Users (a) Require that all landscape watering be limited to the day -of -week schedule between the hours of 6:00 PM to 10:OOAM. Irrigation of landscaped areas with hose -end sprinklers, automatic irrigation systems, soaker hoses, drip irrigation systems, hand held hoses and faucet - filled buckets should be limited to Sundays and Thursdays for customers with a street address ending in an even number (0, 2, 4, 6 or 8) and for locations without addresses and limited to Saturdays and Wednesdays for water customers with a street address ending in an odd number (1, 3, 5, 7 or 9). Apartments, office building complexes or other property containing multiple addresses may be identified by the lowest address number. (b) Encourage reduction in frequency of watering new and first year landscaping. (c) Encourage only initial filling of ornamental fountains. (d) Encourage reduction in frequency of washing or rinsing of vehicles. s4+e - e�'er-)+a ;Use of bucket /container, hand -held hose with positive shut -off valve or commercial car wash is rcguired. (e) Encourage re4w. ''N n-rr c -rr y't.he elimination of4r+ draining and refilling of swimming pools. (f) Encourage reduction in frequency of recreational water use including use of faucets, hoses or hydrants. (s31 Foundations may be watered on any day of the week between the hours of 10 PM and 6 AM. Foundations may be watered with a soaker hose or a hand -held hose equipped with a positive shutoff nozzle only. h` FC mFnC, that customers do not hose off aver? areas logiddin fs windows or other surfaces. __... ------------------------------------ - - -- - -. - .. r? ............................... ....- ........................t. - ........................ - -- City Government (a) Staff will begin review of the problems initiating Stage 1 actions and will identify possible solutions to address the water shortage. (b) Initiate public education campaign teaching and encouraging reduced water use practices. (c) Intensify normal leak detection and repair activities on water pipes and mains. {4-I--- - - - - -- ee3;.i°rag.; k += •t-FE3 -h fi3 r-k4 h-# 1 V -=-E E r "r�E: -�Y � �` 7;.i -r�t' "3;r --- - - Formatted: Indent: Left: 0.5 ", No bullets or numbering a(ci) E �� e d�+ 4r�a ra d a a •. a a•rd -•• estrictwater use fur the irri >ation of arks h PFr r�ercent. Park lanc?scar�e math tie irri«atec? on anv c?a of the week. (Only flush newly constructed mains and mains that are essential for water quality maintenance. (f) Encoc.�ra�se PFr percent recc.�ction in fre c.�enc of wet street sweepin> anc cit vehicle washin anc rinsints. Water Conservation and Drought Contingency Plan City of Denton Commercial Customers (a) Identify and encourage voluntary reduction measures by high - volume water users through water use audits. �� �iestrict water case fur the irri��tion of ar1<, �� �F� ercent. P�r1< lanc?sc� e m� ��e irri�tec? on �n cis of the week. (c) Red uce water use for landscape nursery stock env 25 ;percent. (d) Require reduction of water use through day -of -week landscape watering schedule for golf courses. (e) Encourage area restaurants to serve customers water by request only. (f) Encourage hotel /motels to request multiple day patrons to reuse linens instead of changing every day. Interruptible Customers (a) Reduce usage for interruptible customers per contract terms. Wholesale Customer Cities (a) Encourage implementation of like procedures by wholesale customers. Notifications City of Denton • Notify major City departments, by telephone and follow -up memo, of Water Awareness Stage #1 and request voluntary water use reduction. • Stress voluntary elimination of non - essential uses. External Customers • Issue press release, radio and video public service announcement to area media describing Water Awareness Stage #1 and the voluntary restrictions that apply. • Distribute water conservation materials to Denton Independent School District, UNT, TWU and community groups if appropriate • Post Water Awareness notices at public buildings including city buildings, county buildings and the federal post office. • Encourage reduction of water use through the publication of the voluntary landscape watering schedule and request watering only during off -peak hours. Water Conservation and Drought Contingency Plan City of Denton Wholesale Customers • Advise wholesale customers by telephone and follow -up memo, of Water Awareness Stage #1 and request voluntary water use reduction consistent with actions taken by the City of Denton. 6.6.2 Stage 2, Moderate 6.6.2.1 Triggering Conditions For Stage 2, Moderate 6.6.2.1.1 Type A Water Management Condition Total raw water supply in (1) Denton and Dallas connected lakes (east and west); or (2) western connected lakes; or (3) eastern connected lakes drops below STS50% of the total conservation storage 6.6.2.1.2 Type 8 Water Management Condition Water demand reaches or exceeds 90% of delivery capacity for 3 consecutive days 6.6.2.1.3 Type C Water Management Condition * Water demand equals a reduced delivery capacity for all or part of the system, as determined by DWU -- Formatted: List Paragraph, Bulleted + Level: 1 j + Aligned at: 0.34" + Indent at: 0.59" 4 m or water line Tre k,, or c.:mq or s stem failure occurs, which cause unicrecedented loss of LaLa -AitY_fit?_K? royidc treated water _s�E ryicF`__ * Natural or man -made contamination of the water supply Formatted: List Paragraph, Bulleted + Level: 1 j + Aligned at: 0.34" + Indent at: 0.59" Requirements for Termination: Stage 2 may be terminated when Stage 2 conditions no longer exist and would be unlikely to recur upon termination. 6.6.2.2 Goal For Use Reduction And Actions Available Under Stage 2, Moderate The goal for water use reduction under Stage 2, Moderate, is a 15 percent reduction of the use that would have occurred in the absence of drought contingency measures. The Director of Water Utilities or a designee can order the implementation of any of the actions listed below, or other actions not listed, as deemed necessary: All Water Users (a) Require that all landscape watering be limited to the day -of -week schedule between the hours of 6:00 PM to 10:OOAM. Irrigation of landscaped areas with hose -end sprinklers or automatic irrigation systems should be limited to Thursdays for customers with a street address ending in an even number (0, 2, 4, 6 Water Conservation and Drought Contingency Plan City of Denton or 8) and for locations without addresses, and Wednesdays for water customers with a street address ending in an odd number (1, 3, 5, 7 or 9). Apartments, office building complexes or other property containing multiple addresses may be identified by the lowest address number. (b) &4. sk4c -- Prohibit operation of ornamental fountains or ponds to initial filling except where necessary to support aquatic life or where such fountains or ponds are equipped with a recirculation system. (c) Prohibit recreational water use including use of faucets, hoses or hydrants, which use water in such a manner as to allow run -off or other wastes4ey -•€rd we-e-k. (d) Restrict washing of any motor vehicle, motorbike, boat, trailer, airplane or other vehicle to the use of a hand -held bucket or a hand -held hose equipped with a positive shutoff nozzle for quick rinses on the desi,.nated watering day. -- Vehicle washing maybe done at anytime on the immediate premises of a commercial car wash or commercial service station. Further, such washing may be exempted from these regulations if the health, safety, and welfare of the public is contingent upon frequent vehicle cleansing, such as garbage trucks and vehicles used to transport food and perishables.€?day­ ..w,* (e) evaporation in order to maintain pro er water c.�alit and pro er operation of the pool e uipment. Request that use of water to fill, refill, or add to any indoor or outdoor swimming, wading, orjacuzzi pools be limited to the day -of -week schedule. (ffLProhibit hosing off paved areas, buildings, windows or other surfaces. 4tt(g) Focrncjati_ons_m�.y._be watered for:..a_tw - noc.r_, ,..L c._nnl.y..aFtwFFn _ t.nF_nnc rs_ nf._1:-0 ._PM...an.d ._6 ._AM... on the deli >nated waterin« da with soaker or hand held hose egc.�ir r ed with a r ositive shutoff nozzle on_ the _water in scnFdu e..._ City Government (a) Staff will begin review of the problems initiating Stage 2 actions and will identify possible solutions to address the water shortage. (b) Accelerate public education campaign teaching and encouraging reduced water use practices. (c) Restrict flushing of new mains not immediately required to provide service. (d) Continue intensified leak detection and repair activities on water pipes and mains. {��-- P��4a•a�i� -€ale- . . Ord - �€ta��s•�y�it�y ��d�r�a•rr�t- ��e�t...a�+•d°c>-rte d�s�a•r�yt•€a�`a�a�t_ s...a.r�e -eq cyst i ��( �_.. t,. y..d�r�a•rr�t•st•�+ct��t�ay... wsrsad,;•- ss��aar-- "e` cw day- vwa r a -s rar4S- ..Restrict water use for the irri�3ation of marks b FrO ercent. Park landscape ma be irrigated on an da of the week. Water Conservation and Drought Contingency Plan City of Denton { If; Increase enforcement efforts. Re, CillCe, fre c�enc of wet street swee in> anci cit vehicle washin> t"a �=r(3 ercent. �f)dh) Use of water from fire hydrants limited to fire fighting, essential distribution system. All other water use from fire h drants will be by s ecial permit. onl .- {.�...- c�stt,.. Akre;,. �• �����Gi���-` d• �a•r�t�I•f�•�acsrv- i��ca•ra•� t- o4r�a��dae��- •�r:��•� r�t��rr E�4r�a -k. ���4a•sr��- •c�ra�r �- � - ��s;�td��r�s�aaa�a�s �n Commercial Customers (a) Require day -of -week watering schedule for;�a4 -golf courses. to Reduce water rise for landsca e nurser stock Ia 50 c Restrict water case fur the irrigation of arks t� F�(3 ercent. Park lanc?sca e ma tie irri�atec? on an c?a of the week. .(44-- Interruptible Customers (a) Reduce usage for interruptible customers per contract terms. Wholesale Customers (a) Require water demand reductions in accordance with contract obligations for wholesale customers. (b) Wholesale water systems asked to abide by City of Denton policy for both internal operations and all retail customers. Reduction in rate of flow controller settings by 10 % -20% are optional. Notifications City of Denton • By telephone and attached follow -up memo, notify all major City department water users of Water Watch Stage #2 and the water use restrictions under this stage. Instruct them to implement restrictions on non - essential uses. Use city department contacts in Appendix F. Coordinate distribution of water emergency plan details, posters, and handouts to customer service representatives, utility dispatch personnel and Denton public access buildings. Water Conservation and Drought Contingency Plan City of Denton Retail Customers • TCEQ notified of Stage 2 restrictions. • Issue press release, radio and video public service announcement to area media describing Water Watch Stage #2 and the water use restrictions under this stage. Keep media updated on the water situation. Use media contacts listed in Appendix F. • By telephone and follow -up letter, notify major area water users of Water Watch Stage #2 and the restrictions that apply. Use plant manager contacts listed in Appendix F • Accelerate public education campaign to promote and encourage efficient water use. • If applicable, notify the U.S. Corp of Engineers by telephone and follow -up letter of the Water Watch Stage #2 conservation measures. Wholesale Customers Advise wholesale customers by telephone and attached letter of the actions taken by the City of Denton in response to Water Watch Stage #2 and require the implementation of like procedures among their customers. Wholesale customer cities shall either impose water use restrictions equivalent to those imposed on Denton's retail customers OR where applicable, Denton may reduce rate -of -flow controller settings by 10 % -20 %. Use wholesale customer contacts in Appendix F. • Initiate a 1.0% rate increase for residential customers for water usa?e oreater than 11j,(Mr) >allons per account per 330 c a s. m ose a 1.(1l sc.�rchar >e malt fur commercial anc inc c.�strial cc.�stomers for month) V water use above 80% of r)rfor biIIin> v Iummes fora �O date period • Initiate code enforcement fines for an violation of the Carol.! >ht. Caontin >enc Pla, . 6.6.3 Stage 3, Severe 6.6.3.1 Triggering Conditions For Stage 3, Severe 6.6.3.1.1 Type A Water Management Condition Total raw water supply in (1) Denton and Dallas connected lakes (east and west); or (2) western connected lakes; or (3) eastern connected lakes drops below 44.30% of the total conservation storage Formatted: List Paragraph, Bulleted + Level: 1 + Aligned at: 0.17" + Indent at: 0.42" ........ ......... ......... ......... ........3 Water Conservation and Drought Contingency Plan City of Denton 6.6.3.1.2 Type 8 Water Management Condition Water demand reaches or exceeds 95% of delivery capacity for 2 consecutive days 6.6.3.1.3 Type C Water Management Condition • Water demand exceeds a reduced delivery capacity for all or part of the system, as determined by DWU • A major water line breaks, or a pump or system failure occurs, which cause unprecedented loss of capability to provide treated water service • Natural or man -made contamination of the water supply Requirements for Termination: Stage 3 may be terminated when Stage 3 conditions no longer exist and would be unlikely to recur upon termination. 6.6.3.2 Goal For Use Reduction And Actions Available Under Stage 3, Severe The goal for water use reduction under Stage 3, Severe, is a reduction of 20 percent of the use that would have occurred in the absence of drought contingency measures. If the circumstances warrant, the Director of Water Utilities or a designee can set a goal for greater water use reduction. The Director of Water Utilities or a designee can order the implementation of any of the actions listed below, or other actions not listed, as deemed necessary: All Water Users (a) � ���f _._�•n+a����r�•Ie;,�s_��€��r+ ate`- s�a�• �• I• �d- �aa��+, rtat�ic.., rs�a •�•I�r•��r�t�r���a•ic�it�.. r ;, r��r-�r�+�r�ref�,...., r) : �ra�i�rr�l: �ts�+ a�• i�• erz�+ ��a�d�c��� .�.,�..�a�•c��n�c?�ays•�d �e�- �r�����Irri�ti�n u� lanc?sc�pe is ���s�lc.:tel r�ruhi��itec?. (b) Use of water to wash any motor vehicle, motorbike, boat, trailer, airplane other vehicle not occurring on the premises of a commercial car wash and commercial service stations and not in the immediate interest of public health, safety, and welfare is prohibited. Further, such vehicle washing at commercial car washes and commercial service stations shall occur only between the hours of 6 PM to 10 AM. Water Conservation and Drought Contingency Plan City of Denton tcThe filling, refilling, or adding of water to swimming pools, wading pools, and Jacuzzi type pools is prohibited y - 4-- week. Existing pools may add water to replace losses during normal use and to replace evaporation in order to maintain proper water quality and proper operation of the pool equipment. atcij Prohi ait operation of ornamental fountains or ponds to initial filling except where necessary to sc.� or %a c.�atic life orwhere sc.�ch foc.�ntains or oncs are e c.�i ec with a recirculation s stem . to l'oundations may be watered for a two -hour period only between the hours of 10 PM and 6 AM on the designated watering day from , Sta e Pwith soaker or hand-held hose equipped with a positive shutoff nozzle on the watering schedule. (f) No application for new, additional, expanded, or increased -in -size water Service connections, meters, service lines, pipeline extensions, mains, or water service facilities of any kind shall be approved, and time limits for approval of such applications are hereby suspended for such time as this drought response stage or a higher- numbered stage shall be in effect. L>) Permitting of new swimming pools, hot tubs, spas, ornamental ponds and fountain construction is prohibited. +g-,(Jh) RFacJFst_a_/�, ill _rFCCrction_nf_indoor-- w— ater_c s-e -s.._- City Government Wet street sweeping and city vehicle washing or rinsing is prohibited, except when in the immediate i.ntFr_FSt_�f _�c�_tzlic_hF�lth,_s�fFty,.�nc? wFlf�_rF. �� — estrictwater case fur the irrigation of r arks Pr} percent. Park lancscar e mast �e irri >atec on an caw of the week. tic) RF. tr.ict c eft„, water fr,nm.fenysn fire fihtinJ ese ntialcistri��tnn .!r.. t n7 . . ... r.... .. maintenance and relates? activities. All other water use from fire hvdrants will be by special Dermit o_111 . {�lawra�+rr�•I- •;��ref� ww:wt��6rad,;•aic�it�d- Formatted: Normal, Indent: Left: 0.25', No bullets or numbering att E 4r�a_wm. ......... ......... ......... ......... ........ Water Conservation and Drought Contingency Plan City of Denton Commercial Customers (a) Restrict watering of golf course greens and tee boxes restricted to the allowed watering hours ­l�wcRt: r4- 4.4441 aw tkihand the day -of -week watering schedule from_ `taf =F_ ; watering of other golf course areas and parks is prohibited unless the golf course utilizes a water source other than that provided by the City of Denton. to i�e,CillCe, water case fir lancisca e nurser st�cl< to .,r} ercent. �����r�:d�.ra�.,t€�r�r�:�tt:�� c �iestnct water case ur the irri�atir�n of arks t� 7F� ercent. Park lanc?sca e ma tie irriatec? un an c?a of the week. .(,4.___ Interruptible Customers (a) Service to interruptible customers is temporarily suspended. Wholesale Customers (a) Same external restrictions apply to wholesale suppliers. Notifications City of Denton • Coordinate dissemination of water conservation plan details, posters, and handouts to customer service representatives, utility dispatch personnel and public access buildings. • By telephone and attached follow -up memo, notify all major City department users of Water Warning Stage #3 and of the water use restrictions under this stage. Instruct them to eliminate non - essential uses including street and vehicle washing and operation of ornamental fountains, and to implement restrictions on essential uses. Use same contacts as those listed in Appendix F. Retail Customers • TCEQ notified of Stage 3 restrictions. • Issue press release, radio and video public service announcement to area media describing Water Warning Stage #3 and the water use restrictions under this stage. Keep media updated on the water situation. Use same media contacts as those in Appendix F. • By telephone and follow -up letter, notify major water users of Water Warning #3 and the mandatory water use reduction. Use contacts listed in Appendix F. Water Conservation and Drought Contingency Plan City of Denton • Post Water Warning notices at public buildings including city buildings, county buildings, and the federal post office. • If applicable, notify U.S. Corps of Engineers by telephone and attached letter of the Water Warning Stage #3 conservation measures. Wholesale Customers • Advise wholesale customers . telephone and attached letter of actions ben, taken to the r,it in es onse to Gtiater F'mer >enc Sta >e #A and mandatory implementation of similar, rocedures amon> their customers. Wholesale customer cities shall imr ose water use restrictions e uivalent to those imposed on Denton's retail customers or, where ar) licable, reduce their rate of -flow controller ,ett.im s a r ercenta«e ceterminec the C hector of Gti�ater Utilities. 4r r encix F lists wholesale customers that need to be contacted. wi-s ... �-�a� �c+�* i���_t�•1.e.�h�nr,..�� f at � �r��d�tt�r�d- t.i. < =_a , i�a -a� �- y..t4 --t a •w JrHr0c-t*a rae eat t >r b �r P , @444r`e5 —a4W4 a, -t > +r - W-4 o,4,sa- Ie­c­+4 i +t - -Hm po se -wa"t r+45 -44,,4 c- #G+a,.. �aad�a��t�,+rs- ��•��d?�4k< �e•desa�r •�c5�aatiaa ts•� >t- e�'�r��-aa� -F.• Penalties • Initiate a 4Q0)% rate increase for residential customers for water usage greater than 404) 1 1,000 gallons per account per 30 days. • Impose a 20% surcharge penalty for commercial and industrial customers for monthly water use above I �4i 7 0% of prior billing volumes for a 30 -day period. • Initiate code enforcement fines for any violation of the Drought Contingency Plan. . 4 a m TrtaI -. vv- w- a*-e-r-s4+pp4y...in -(444 )-(-rrk R- arw444al4s d •6 ..er % ) ea Cerr o a• a to 4 d Ms•. -} ... �k •t t •I- rrse•a is a -•st •e -- �,��;'�•�d•.� " °. _ r�t�•rdlC��c•t�; taws ����r� +°c'�r��I�c;,�•eac���e� -�� �i�eer�r•� •rarity- f�•r�l��rta���ay,_... Water Conservation and Drought Contingency Plan City of Denton &.4-4,4 mommossm 44— k-J4-t d ef 4K,-)- ea I- t4oR-+ +r4&r -Stage-47 a-+4T,,-4.w. t.4 0.- 4gf-)-e,--c-a R-e4.4e 44 Formatted: Normal, Indent: Left: 0.25", No bullets or numbering 44— 4-9744o; Water Conservation and Drought Contingency Plan City of Denton .(. N . f Fkage-44e&4444 G.- �._._.������,�,_� >; •w�a�a�re�- ��c�r�r�e ��a�- i��ra��rar�e�+at��a���•�rr �?i�..�a �s r+c�� {�t�*r r -Y t �. a t•ki• •wr�rct4r�a � ar r 4,,S Aage4 4xal- pestft fflaw-lat 4�e...pdaRt-ra4aa;r�r -� krad�'c �._._.�,�€��kr�4�a�r �cr�t�an�a�aE4c�tE- ����t��-�raa6r�- �a�aki•�it��ra- t• +r- �r�rs. �6�a���• �t5 ��t• y�_. si�al��r�5, ��.. �rai��sn�tt�4r�a���� +a�al�r�t,..t�?a�c:�.. Water Conservation and Drought Contingency Plan City 2f Denton 4+44,44144,4� Water Allocation Retail Customers: During Stages 2_and,7 3-aR4-4 of the Drought Contingency Plan, DWU may impose a retail water rate increase to discourage water use. All rates for usage in excess ofae449e�i,000 gallons per month (per single-family residential occount>'o, any other usage amount above a4-)-;egg.1.5O0I gallons per month, os deemed appropriate by the Director, may be increased by an additional 10 percent or any other percentage deemed appropriate by the Director. Wholesale Customers In the event that the triggering criteria specified in Section 6 of the Plan for Stage 34 have been met, the Director is hereby authorized to initiate allocation of water supplies on a pro rata basis in accordance with the latest revision of Texas Water Code Section 11.039. Texas Water Code Section 1.039, Distribution of Water During Shortage, states: (a) If a shortage of water in a water supply not covered by a water conservation plan prepared in compliance with I,LualhU�L—o, Texas Water Development Board rules results from drought, accident, o, other cause, the water to be distributed shall be divided among all customers pro rata, according to the amount each may ue entitled to, m that preference is given tono one and everyone suffers alike. <W If a shortage of water in a water supply covered by a water conservation plan prepared in compliance with or Texas vvote,oeve|onmentaoomm|^semnzonmumughtocuuento,othe,couoe,menenmn, association of person, or corporation owning or controlling the water shall divide the water to be distributed among all customers pro rata, according to: z. the amount of water to which each customer may be entitled; o, Water Conservation and Drought Contingency Plan City of Denton 2. the amount of water to which each customer may be entitled, less the amount of water the customer would have saved if the customer had operated its water system in compliance with water conservation plan. (c) Nothing in Subsection (a) or (b) precludes the person, association of persons or corporation owning or controlling the water from supplying water to a person who has a prior vested right to the water under the laws of this state. DWU may curtail water deliveries or reduce diversions in accordance with the terms and conditions of its wholesale water supply contracts. If necessary, or if specific contract provisions are not provided for, DWU may curtail water deliveries or reduce diversions in accordance with Texas Water Code Section 11.039. DWU will have authority to restrict flow to its wholesale water customers through the rate -of -flow controllers The Director will establish pro rata water allocations, determined as a percentage reduction of the wholesale customer's water usage, at the time of implementation. The total volume reduction for each wholesale customer will be calculated monthly, based on average water usage for the previous three years. The Director will establish the percentage reduction based on an assessment of the severity of the water shortage condition and the need to curtail water diversions and /or deliveries, and the percentage reduction may be adjusted periodically by the Director. Once pro rata allocation is in effect, water diversions by, or deliveries to, each wholesale customer will be limited to the allocation established for each month. 6.7 Procedures for Enforcement of Mandatory Restrictions Violations A person commits an offense if he or she knowingly makes, causes, or permits a use of water contrary to the measures implemented in the Drought Contingency Plan. It is presumed that a person has knowingly made, caused, or permitted use of water contrary to the measures implemented if the mandatory measures have been implemented according to the Plan and any one of the following conditions apply: • The Drought Contingency Plan prohibits the manner of use. • The amount of water used exceeds that allowed by the Drought Contingency Plan • The manner of use or the amount used violates the terms and conditions of a compliance agreement made following a variance granted by the ACM /Utilities. Water Conservation and Drought Contingencv Plan Citv of Denton Any person in apparent control of the property where a violation occurs or originates shall be presumed to be the violator, and proof that the violation occurred on the person's property shall constitute a rebuttable presumption that the person in apparent control of the property committed the violation, but any such person shall have the right to show that he /she did not commit the violation. Parents shall be presumed to be responsible for their minor children and proof that a violation, committed by a child, occurred on the property within control of the parents shall constitute a rebuttable presumption that the parent committed the violation But, any such parent may be excused if he /she proves that he /she had previously directed the child not to use the water as it was used in violation of this Plan and that the parent could not have reasonably known of the violation. Any Code Enforcement Officer, Police Officer, or other city employee designated by the Assistant City Manager /Utilities, may issue a citation to a person he /she reasonably believes to be in violation of this Ordinance. The citation shall be prepared in duplicate and shall contain the name and address of the alleged violator, if known, the offense charged, and shall direct him /her to appear in municipal court on the date shown on the citation. Any person who violates this Plan is guilty of a misdemeanor and, upon conviction, shall be punished by a fine of not less than $250 and not more than $2,000. Each day that one or more provisions in this Plan is violated shall constitute a separate offense. Flow restrictors may be placed in lines after two violations have occurred to limit the amount of water passing through the meter in a 24 -hour period. The City of Denton Utilities reserves the right to temporarily cancel water service to the customer until the situation can be resolved. Services discontinued under such circumstances shall be restored only upon payment of a re- connection charge, hereby established at an amount not to exceed $135.00 (or as adjusted by City ordinance), and any other costs incurred by the DWU in discontinuing service. In addition, suitable assurance must be given to the Director that the same action will not be repeated while the Plan is in effect. Compliance with this Plan may also be sought through injunctive relief in the district court. 6.8 Procedures for Granting Variances Granting a Variance The ACM /Utilities may grant variances from the Drought Contingency Plan in special cases to persons demonstrating extreme hardship and need. In order to obtain a variance, the applicant must sign a compliance agreement on forms provided by the ACM /Utilities and approved by the City Attorney. The applicant must agree Water Conservation and Drought Contingency Plan City of Denton to use the water only in the amount and manner permitted by the variance. A variance must meet the following conditions: • Granting of a variance must not cause an immediate significant reduction in the City's water supply. • The applicant must demonstrate that the extreme hardship or need is related to the health, safety, or welfare of the person requesting it. • The variance will not adversely affect the health, safety, or welfare of other persons. • No variance is retroactive nor can it justify any violation of this Drought Contingency Plan before its issuance. • The variance will remain in effect durin . the sta e in which it was issued and will emire when the Plan is no Ion s:r in effect ur _anew stage is activates? Revoking a Variance The ACM /Utilities may revoke a variance granted when the Director of Water Utilities determines any one of the following: • Conditions causing initial issuance of the variance are no longer applicable. • Violation of the terms of the compliance agreement. • The health, safety, or welfare of other persons requires revocation. Wholesale Customer Variances The ACM /Utilities may grant variances from the Drought Contingency Plan to wholesale water customers in special cases. Wholesale water customers may request reduced variance allocations for the following conditions: • The designated period does not accurately reflect a wholesale customer's normal water usage. • The customer agrees to transfer part of its allocation to another wholesale customer. • Other objective evidence demonstrates that the designated allocation is inaccurate under present conditions. In order to grant a variance, the applicant must sign a compliance agreement on forms provided by the ACM /Utilities and approved by the City Attorney. No variance shall be retroactive or otherwise justify any violation of this Drought Contingency Plan occurring before the issuance of the variance. Water Conservation and Drought Contingency Plan City of Denton 6.9 Coordination with the Regional Water Planning Group The City of Denton is located within the Region C water planning area. Appendix E includes a copy of a letter sent to the Chair of the Region C Water Planning Group ( RCWPG) along with the water conservation and drought contingency plan. 6.10 Review and Update of Drought Contingency Plan As required by TCEQ rules, the City of Denton will review this drought contingency plan every five years, beginning in 2009. The plan will be updated as appropriate based on new or updated information. As the plan is reviewed and subsequently updated, a copy of the revised Drought Contingency Plan will be submitted to the TCEQ and the RCWPG for their records. 7.0 Severability The City of Denton Public Utility Board agrees that sections, paragraphs, sentences, clauses, and phrases of this Drought Contingency Plan are severable. If any phrase, clause, sentence, paragraph, or section of this Drought Contingency Plan is declared unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs, and sections of this Drought Contingency Plan, since the same would not have been enacted by the City of Denton Public Utility Board without the incorporation into this Drought Contingency Plan of any such unconstitutional phrase clause, sentence paragraph, or section. APPENDIX A List of References 1. Texas Commission on Environmental Quality: "Water Conservation Plans for Municipal Uses by Public Water Suppliers," Texas Administrative Code Title 30 Part I Subchapter A §288.2, effective October 7, 2004 2. Texas Commission on Environmental Quality: "Utility Profile & Water Conservation Plan Requirements for Municipal Water Use by Public Water Suppliers," TCEQ publication 10218 Rev 11 -04 and "Utility Profile & Water Conservation Plan Requirements for Wholesale Public Water Suppliers," TCEQ publication 20162 Rev 11 -04 Water Conservation and Drought Contingency Plan City of Denton 3. Texas Water Development Board: "Water Conservation Best Management Practices Guide," Report 362, Water Conservation Implementation Task Force, published November 2004 EXHIBIT 5D Water Conservation and Drought Contingency Plan City of Denton CITY OF DENTON Water Conservation and Drought Contingency Plan March 2014 6.6 Drought and Emergency Response Stages 6.6.1 Stage 1, Mild 6.6.1.1 Triggering And Termination Conditions For Stage 1, Mild 6.6.1.1.1 Type A Water Management Condition Total raw water supply in (1) Denton and Dallas connected lakes (east and west); or (2) western connected lakes; or (3) eastern connected lakes drops below 65% of the total conservation storage of the lakes 6.6.1.1.2 Type 8 Water Management Condition Water demand reaches or exceeds 85% of delivery capacity for 4 consecutive days 6.6.1.1.3 Type C Water Management Condition • Water demand approaches a reduced delivery capacity for all or part of the system, as determined by MOTH • A major water line breaks, or a pump or system failure occurs, which cause unprecedented loss of capability to provide treated water service • Natural or man -made contamination of the water supply Requirements for Termination: Stage 1 may be terminated when Stage 1 conditions no longer exist and would be unlikely to recur upon termination. 6.6.1.2 Goal For Use Reductions And Actions Available Under Stage 1, Mild The goal for water use reduction under Stage 1, Mild, is a 5 percent reduction of the use that would have occurred in the absence of drought contingency measures. The Director of Water Utilities or a designee can order the implementation of any of the actions listed below, or other actions not listed, as deemed necessary: Water Conservation and Drought Contingency Plan City of Denton All Water Users (a) Require that all landscape watering be limited to the day -of -week schedule between the hours of 6:00 PM to 10:OOAM. Irrigation of landscaped areas with hose -end sprinklers, automatic irrigation systems, soaker hoses, drip irrigation systems, hand held hoses and faucet - filled buckets should be limited to Sundays and Thursdays for customers with a street address ending in an even number (0, 2, 4, 6 or 8) and for locations without addresses and limited to Saturdays and Wednesdays for water customers with a street address ending in an odd number (1, 3, 5, 7 or 9). Apartments, office building complexes or other property containing multiple addresses may be identified by the lowest address number. (b) Encourage reduction in frequency of watering new and first year landscaping. (c) Encourage only initial filling of ornamental fountains. (d) Encourage reduction in frequency of washing or rinsing of vehicles. Use of bucket /container, hand -held hose with positive shut -off valve or commercial car wash is required. (e) Encourage the elimination of draining and refilling of swimming pools. (f) Encourage reduction in frequency of recreational water use including use of faucets, hoses or hydrants. (g) Foundations may be watered on any day of the week between the hours of 10 PM and 6 AM. Foundations may be watered with a soaker hose or a hand -held hose equipped with a positive shutoff nozzle only. (h) Recommend that customers do not hose off paved areas, buildings, windows or other surfaces. City Government (a) Staff will begin review of the problems initiating Stage 1 actions and will identify possible solutions to address the water shortage. (b) Initiate public education campaign teaching and encouraging reduced water use practices. (c) Intensify normal leak detection and repair activities on water pipes and mains. (d) Restrict water use for the irrigation of parks by 25 percent. Park landscape may be irrigated on any day of the week. (e) Only flush newly constructed mains and mains that are essential for water quality maintenance. (f) Encourage 25 percent reduction in frequency of wet street sweeping and city vehicle washing and rinsing. Commercial Customers (a) Identify and encourage voluntary reduction measures by high - volume water users through water use audits. Water Conservation and Drought Contingency Plan City of Denton (b) Restrict water use for the irrigation of parks by 25 percent. Park landscape may be irrigated on any day of the week. (c) Reduce water use for landscape nursery stock by 25 percent. (d) Require reduction of water use through day -of -week landscape watering schedule for golf courses. (e) Encourage area restaurants to serve customers water by request only. (f) Encourage hotel /motels to request multiple day patrons to reuse linens instead of changing every day. Interruptible Customers (a) Reduce usage for interruptible customers per contract terms. Wholesale Customer Cities (a) Encourage implementation of like procedures by wholesale customers. Notifications City of Denton • Notify major City departments, by telephone and follow -up memo, of Water Awareness Stage #1 and request voluntary water use reduction. • Stress voluntary elimination of non - essential uses. External Customers • Issue press release, radio and video public service announcement to area media describing Water Awareness Stage #1 and the voluntary restrictions that apply. • Distribute water conservation materials to Denton Independent School District, UNT, TWU and community groups if appropriate • Post Water Awareness notices at public buildings including city buildings, county buildings and the federal post office. • Encourage reduction of water use through the publication of the voluntary landscape watering schedule and request watering only during off -peak hours. Wholesale Customers • Advise wholesale customers by telephone and follow -up memo, of Water Awareness Stage #1 and request voluntary water use reduction consistent with actions taken by the City of Denton. Water Conservation and Drought Contingency Plan City of Denton 6.6.2 Stage 2, Moderate 6.6.2.1 Triggering Conditions For Stage 2, Moderate 6.6.2.1.1 Type A Water Management Condition Total raw water supply in (1) Denton and Dallas connected lakes (east and west); or (2) western connected lakes; or (3) eastern connected lakes drops below 50% of the total conservation storage 6.6.2.1.2 Type 8 Water Management Condition Water demand reaches or exceeds 90% of delivery capacity for 3 consecutive days 6.6.2.1.3 Type C Water Management Condition • Water demand equals a reduced delivery capacity for all or part of the system, as determined by DWU • A major water line breaks, or a pump or system failure occurs, which cause unprecedented loss of capability to provide treated water service • Natural or man -made contamination of the water supply Requirements for Termination: Stage 2 may be terminated when Stage 2 conditions no longer exist and would be unlikely to recur upon termination. 6.6.2.2 Goal For Use Reduction And Actions Available Under Stage 2, Moderate The goal for water use reduction under Stage 2, Moderate, is a 15 percent reduction of the use that would have occurred in the absence of drought contingency measures. The Director of Water Utilities or a designee can order the implementation of any of the actions listed below, or other actions not listed, as deemed necessary: All Water Users (a) Require that all landscape watering be limited to the day -of -week schedule between the hours of 6:00 PM to 10:OOAM. Irrigation of landscaped areas with hose -end sprinklers or automatic irrigation systems should be limited to Thursdays for customers with a street address ending in an even number (0, 2, 4, 6 or 8) and for locations without addresses, and Wednesdays for water customers with a street address ending in an odd number (1, 3, 5, 7 or 9). Apartments, office building complexes or other property containing multiple addresses may be identified by the lowest address number. (b) Prohibit operation of ornamental fountains or ponds to initial filling except where necessary to support aquatic life or where such fountains or ponds are equipped with a recirculation system. Water Conservation and Drought Contingency Plan City of Denton (c) Prohibit recreational water use including use of faucets, hoses or hydrants, which use water in such a manner as to allow run -off or other wastes. (d) Restrict washing of any motor vehicle, motorbike, boat, trailer, airplane or other vehicle to the use of a hand -held bucket or a hand -held hose equipped with a positive shutoff nozzle for quick rinses on the designated watering day. Vehicle washing may be done at any time on the immediate premises of a commercial car wash or commercial service station. Further, such washing may be exempted from these regulations if the health, safety, and welfare of the public is contingent upon frequent vehicle cleansing, such as garbage trucks and vehicles used to transport food and perishables. (e) Restrict water use to replacing losses during normal use and replacing evaporation in order to maintain proper water quality and proper operation of the pool equipment. Request that use of water to fill, refill, or add to any indoor or outdoor swimming, wading, or jacuzzi pools be limited to the day -of -week schedule. (f) Prohibit hosing off paved areas, buildings, windows or other surfaces. (g) Foundations may be watered for a two -hour period only between the hours of 10 PM and 6 AM on the designated watering day with soaker or hand -held hose equipped with a positive shutoff nozzle on the watering schedule. City Government (a) Staff will begin review of the problems initiating Stage 2 actions and will identify possible solutions to address the water shortage. (b) Accelerate public education campaign teaching and encouraging reduced water use practices. (c) Restrict flushing of new mains not immediately required to provide service. (d) Continue intensified leak detection and repair activities on water pipes and mains. (e) Restrict water use for the irrigation of parks by 50 percent. Park landscape may be irrigated on any day of the week. (f) Increase enforcement efforts. (g) Reduce frequency of wet street sweeping and city vehicle washing by 50 percent. (h) Use of water from fire hydrants limited to fire fighting, essential distribution system. All other water use from fire hydrants will be by special permit only. Commercial Customers (a) Require day -of -week watering schedule for golf courses. Water Conservation and Drought Contingency Plan City of Denton (b) Reduce water use for landscape nursery stock by 50 percent. (c) Restrict water use for the irrigation of parks by 50 percent. Park landscape may be irrigated on any day of the week. Interruptible Customers (a) Reduce usage for interruptible customers per contract terms. Wholesale Customers (a) Require water demand reductions in accordance with contract obligations for wholesale customers. (b) Wholesale water systems asked to abide by City of Denton policy for both internal operations and all retail customers. Reduction in rate of flow controller settings by 10% -20% are optional. Notifications City of Denton • By telephone and attached follow -up memo, notify all major City department water users of Water Watch Stage #2 and the water use restrictions under this stage. Instruct them to implement restrictions on non - essential uses. Use city department contacts in Appendix F. • Coordinate distribution of water emergency plan details, posters, and handouts to customer service representatives, utility dispatch personnel and Denton public access buildings. Retail Customers • TCEQ notified of Stage 2 restrictions. • Issue press release, radio and video public service announcement to area media describing Water Watch Stage #2 and the water use restrictions under this stage. Keep media updated on the water situation. Use media contacts listed in Appendix F. • By telephone and follow -up letter, notify major area water users of Water Watch Stage #2 and the restrictions that apply. Use plant manager contacts listed in Appendix F • Accelerate public education campaign to promote and encourage efficient water use. • If applicable, notify the U.S. Corp of Engineers by telephone and follow -up letter of the Water Watch Stage #2 conservation measures. Wholesale Customers Advise wholesale customers by telephone and attached letter of the actions taken by the City of Denton in response to Water Watch Stage #2 and require the implementation of like procedures among their customers. Water Conservation and Drought Contingency Plan City of Denton Wholesale customer cities shall either impose water use restrictions equivalent to those imposed on Denton's retail customers OR where applicable, Denton may reduce rate -of -flow controller settings by 10% -20 %. Use wholesale customer contacts in Appendix F. Penalties • Initiate a 10% rate increase for residential customers for water usage greater than 15,000 gallons per account per 30 days. • Impose a 10% surcharge penalty for commercial and industrial customers for monthly water use above 80% of prior billing volumes for a 30 -day period. • Initiate code enforcement fines for any violation of the Drought Contingency Plan. 6.6.3 Stage 3, Severe 6.6.3.1 Triggering Conditions For Stage 3, Severe 6.6.3.1.1 Type A Water Management Condition Total raw water supply in (1) Denton and Dallas connected lakes (east and west); or (2) western connected lakes; or (3) eastern connected lakes drops below 30% of the total conservation storage 6.6.3.1.2 Type 8 Water Management Condition Water demand reaches or exceeds 95% of delivery capacity for 2 consecutive days 6.6.3.1.3 Type C Water Management Condition • Water demand exceeds a reduced delivery capacity for all or part of the system, as determined by DWU • A major water line breaks, or a pump or system failure occurs, which cause unprecedented loss of capability to provide treated water service • Natural or man -made contamination of the water supply Requirements for Termination: Stage 3 may be terminated when Stage 3 conditions no longer exist and would be unlikely to recur upon termination. 6.6.3.2 Goal For Use Reduction And Actions Available Under Stage 3, Severe The goal for water use reduction under Stage 3, Severe, is a reduction of 20 percent of the use that would have occurred in the absence of drought contingency measures. If the circumstances warrant, the Director of Water Water Conservation and Drought Contingency Plan City of Denton Utilities or a designee can set a goal for greater water use reduction. The Director of Water Utilities or a designee can order the implementation of any of the actions listed below, or other actions not listed, as deemed necessary: All Water Users (a) Irrigation of landscape is absolutely prohibited. (b) Use of water to wash any motor vehicle, motorbike, boat, trailer, airplane other vehicle not occurring on the premises of a commercial car wash and commercial service stations and not in the immediate interest of public health, safety, and welfare is prohibited. Further, such vehicle washing at commercial car washes and commercial service stations shall occur only between the hours of 6 PM to 10 AM. (c) The filling, refilling, or adding of water to swimming pools, wading pools, and Jacuzzi type pools is prohibited. Existing pools may add water to replace losses during normal use and to replace evaporation in order to maintain proper water quality and proper operation of the pool equipment. (d) Prohibit operation of ornamental fountains or ponds to initial filling except where necessary to support aquatic life or where such fountains or ponds are equipped with a recirculation system. (e) Foundations may be watered for a two -hour period only between the hours of 10 PM and 6 AM on the designated watering day from Stage 2 with soaker or hand -held hose equipped with a positive shutoff nozzle on the watering schedule. (f) No application for new, additional, expanded, or increased -in -size water Service connections, meters, service lines, pipeline extensions, mains, or water service facilities of any kind shall be approved, and time limits for approval of such applications are hereby suspended for such time as this drought response stage or a higher- numbered stage shall be in effect. (g) Permitting of new swimming pools, hot tubs, spas, ornamental ponds and fountain construction is prohibited. (h) Request a 25% reduction of indoor water uses. City Government (a) Wet street sweeping and city vehicle washing or rinsing is prohibited, except when in the immediate interest of public health, safety, and welfare. (b) Restrict water use for the irrigation of parks by 75 percent. Park landscape may be irrigated on any day of the week. (c) Restrict use of water from fire hydrants to fire fighting, essential distribution system maintenance and related activities. All other water use from fire hydrants will be by special permit only. Water Conservation and Drought Contingency Plan City of Denton Commercial Customers (a) Restrict watering of golf course greens and tee boxes restricted to the allowed watering hours and the day -of -week watering schedule from Stage 2; watering of other golf course areas and parks is prohibited unless the golf course utilizes a water source other than that provided by the City of Denton. (b) Reduce water use for landscape nursery stock by 75 percent. (c) Restrict water use for the irrigation of parks by 75 percent. Park landscape may be irrigated on any day of the week. Interruptible Customers (a) Service to interruptible customers is temporarily suspended. Wholesale Customers (a) Same external restrictions apply to wholesale suppliers. Notifications City of Denton • Coordinate dissemination of water conservation plan details, posters, and handouts to customer service representatives, utility dispatch personnel and public access buildings. • By telephone and attached follow -up memo, notify all major City department users of Water Warning Stage #3 and of the water use restrictions under this stage. Instruct them to eliminate non - essential uses including street and vehicle washing and operation of ornamental fountains, and to implement restrictions on essential uses. Use same contacts as those listed in Appendix F. Retail Customers • TCEQ notified of Stage 3 restrictions. • Issue press release, radio and video public service announcement to area media describing Water Warning Stage #3 and the water use restrictions under this stage. Keep media updated on the water situation. Use same media contacts as those in Appendix F. • By telephone and follow -up letter, notify major water users of Water Warning #3 and the mandatory water use reduction. Use contacts listed in Appendix F. • Post Water Warning notices at public buildings including city buildings, county buildings, and the federal post office. Water Conservation and Drought Contingency Plan City of Denton • If applicable, notify U.S. Corps of Engineers by telephone and attached letter of the Water Warning Stage #3 conservation measures. Wholesale Customers • Advise wholesale customers by telephone and attached letter of actions being taken by the City in response to Water Emergency Stage #4 and mandatory implementation of similar procedures among their customers. Wholesale customer cities shall impose water use restrictions equivalent to those imposed on Denton's retail customers or, where applicable, reduce their rate -of -flow controller settings by a percentage determined by the Director of Water Utilities. Appendix F lists wholesale customers that need to be contacted. Penalties • Initiate a 20% rate increase for residential customers for water usage greater than 15,000 gallons per account per 30 days. • Impose a 20% surcharge penalty for commercial and industrial customers for monthly water use above 70% of prior billing volumes for a 30 -day period. • Initiate code enforcement fines for any violation of the Drought Contingency Plan. Water Allocation Retail Customers: During Stages 2 and 3 of the Drought Contingency Plan, DWU may impose a retail water rate increase to discourage water use. All rates for usage in excess of 15,000 gallons per month (per single - family residential account), or any other usage amount above 15,000 gallons per month, as deemed appropriate by the Director, may be increased by an additional 10 percent or any other percentage deemed appropriate by the Director. Wholesale Customers In the event that the triggering criteria specified in Section 6 of the Plan for Stage 3 have been met, the Director is hereby authorized to initiate allocation of water supplies on a pro rata basis in accordance with the latest revision of Texas Water Code Section 11.039. Texas Water Code Section 1.039, Distribution of Water During Shortage, states: Water Conservation and Drought Contingency Plan City of Denton (a) If a shortage of water in a water supply not covered by a water conservation plan prepared in compliance with Texas Commission on Environmental Quality or Texas Water Development Board rules results from drought, accident, or other cause, the water to be distributed shall be divided among all customers pro rata, according to the amount each may be entitled to, so that preference is given to no one and everyone suffers alike. (b) If a shortage of water in a water supply covered by a water conservation plan prepared in compliance with Texas Commission on Environmental Quality or Texas Water Development Board rules results from drought, accident, or other cause, the person, association of person, or corporation owning or controlling the water shall divide the water to be distributed among all customers pro rata, according to: 1. the amount of water to which each customer may be entitled; or 2. the amount of water to which each customer may be entitled, less the amount of water the customer would have saved if the customer had operated its water system in compliance with water conservation plan. (c) Nothing in Subsection (a) or (b) precludes the person, association of persons or corporation owning or controlling the water from supplying water to a person who has a prior vested right to the water under the laws of this state. DWU may curtail water deliveries or reduce diversions in accordance with the terms and conditions of its wholesale water supply contracts. If necessary, or if specific contract provisions are not provided for, DWU may curtail water deliveries or reduce diversions in accordance with Texas Water Code Section 11.039. DWU will have authority to restrict flow to its wholesale water customers through the rate -of -flow controllers. The Director will establish pro rata water allocations, determined as a percentage reduction of the wholesale customer's water usage, at the time of implementation. The total volume reduction for each wholesale customer will be calculated monthly, based on average water usage for the previous three years. The Director will establish the percentage reduction based on an assessment of the severity of the water shortage condition and the need to curtail water diversions and /or deliveries, and the percentage reduction may be adjusted periodically by the Director. Once pro rata allocation is in effect, water diversions by, or deliveries to, each wholesale customer will be limited to the allocation established for each month. Water Conservation and Drought Contingency Plan City of Denton 6.7 Procedures for Enforcement of Mandatory Restrictions Violations A person commits an offense if he or she knowingly makes, causes, or permits a use of water contrary to the measures implemented in the Drought Contingency Plan. It is presumed that a person has knowingly made, caused, or permitted use of water contrary to the measures implemented if the mandatory measures have been implemented according to the Plan and any one of the following conditions apply: • The Drought Contingency Plan prohibits the manner of use. • The amount of water used exceeds that allowed by the Drought Contingency Plan • The manner of use or the amount used violates the terms and conditions of a compliance agreement made following a variance granted by the ACM /Utilities. Any person in apparent control of the property where a violation occurs or originates shall be presumed to be the violator, and proof that the violation occurred on the person's property shall constitute a rebuttable presumption that the person in apparent control of the property committed the violation, but any such person shall have the right to show that he /she did not commit the violation. Parents shall be presumed to be responsible for their minor children and proof that a violation, committed by a child, occurred on the property within control of the parents shall constitute a rebuttable presumption that the parent committed the violation. But, any such parent may be excused if he /she proves that he /she had previously directed the child not to use the water as it was used in violation of this Plan and that the parent could not have reasonably known of the violation. Any Code Enforcement Officer, Police Officer, or other city employee designated by the Assistant City Manager /Utilities, may issue a citation to a person he /she reasonably believes to be in violation of this Ordinance. The citation shall be prepared in duplicate and shall contain the name and address of the alleged violator, if known, the offense charged, and shall direct him /her to appear in municipal court on the date shown on the citation. Any person who violates this Plan is guilty of a misdemeanor and, upon conviction, shall be punished by a fine of not less than $250 and not more than $2,000. Each day that one or more provisions in this Plan is violated shall constitute a separate offense. Flow restrictors may be placed in lines after two violations have occurred to limit the amount of water passing through the meter in a 24 -hour period. The City of Denton Utilities reserves the right to temporarily cancel water service to the customer until the situation can be resolved. Services Water Conservation and Drought Contingencv Plan Citv of Denton discontinued under such circumstances shall be restored only upon payment of a re- connection charge, hereby established at an amount not to exceed $135.00 (or as adjusted by City ordinance), and any other costs incurred by the DWU in discontinuing service. In addition, suitable assurance must be given to the Director that the same action will not be repeated while the Plan is in effect. Compliance with this Plan may also be sought through injunctive relief in the district court. 6.8 Procedures for Granting Variances Granting a Variance The ACM /Utilities may grant variances from the Drought Contingency Plan in special cases to persons demonstrating extreme hardship and need. In order to obtain a variance, the applicant must sign a compliance agreement on forms provided by the ACM /Utilities and approved by the City Attorney. The applicant must agree to use the water only in the amount and manner permitted by the variance. A variance must meet the following conditions: • Granting of a variance must not cause an immediate significant reduction in the City's water supply. • The applicant must demonstrate that the extreme hardship or need is related to the health, safety, or welfare of the person requesting it. • The variance will not adversely affect the health, safety, or welfare of other persons. • No variance is retroactive nor can it justify any violation of this Drought Contingency Plan before its issuance. • The variance will remain in effect during the stage in which it was issued and will expire when the Plan is no longer in effect or a new stage is activated. Revoking a Variance The ACM /Utilities may revoke a variance granted when the Director of Water Utilities determines any one of the following: • Conditions causing initial issuance of the variance are no longer applicable. • Violation of the terms of the compliance agreement. • The health, safety, or welfare of other persons requires revocation. Water Conservation and Drought Contingencv Plan Citv of Denton Wholesale Customer Variances The ACM /Utilities may grant variances from the Drought Contingency Plan to wholesale water customers in special cases. Wholesale water customers may request reduced variance allocations for the following conditions: • The designated period does not accurately reflect a wholesale customer's normal water usage. • The customer agrees to transfer part of its allocation to another wholesale customer. • Other objective evidence demonstrates that the designated allocation is inaccurate under present conditions. In order to grant a variance, the applicant must sign a compliance agreement on forms provided by the ACM /Utilities and approved by the City Attorney. No variance shall be retroactive or otherwise justify any violation of this Drought Contingency Plan occurring before the issuance of the variance. 6.9 Coordination with the Regional Water Planning Group The City of Denton is located within the Region C water planning area. Appendix E includes a copy of a letter sent to the Chair of the Region C Water Planning Group ( RCWPG) along with the water conservation and drought contingency plan. 6.10 Review and Update of Drought Contingency Plan As required by TCEQ rules, the City of Denton will review this drought contingency plan every five years, beginning in 2009. The plan will be updated as appropriate based on new or updated information. As the plan is reviewed and subsequently updated, a copy of the revised Drought Contingency Plan will be submitted to the TCEQ and the RCWPG for their records. 7.0 Severability The City of Denton Public Utility Board agrees that sections, paragraphs, sentences, clauses, and phrases of this Drought Contingency Plan are severable. If any phrase, clause, sentence, paragraph, or section of this Drought Contingency Plan is declared unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs, and sections of this Drought Contingency Plan, since the same would not have been enacted by the Water Conservation and Drought Contingency Plan City of Denton City of Denton Public Utility Board without the incorporation into this Drought Contingency Plan of any such unconstitutional phrase clause, sentence paragraph, or section. APPENDIX A List of References 1. Texas Commission on Environmental Quality: "Water Conservation Plans for Municipal Uses by Public Water Suppliers," Texas Administrative Code Title 30 Part I Subchapter A §288.2, effective October 7, 2004 2. Texas Commission on Environmental Quality: "Utility Profile & Water Conservation Plan Requirements for Municipal Water Use by Public Water Suppliers," TCEQ publication 10218 Rev 11 -04 and "Utility Profile & Water Conservation Plan Requirements for Wholesale Public Water Suppliers," TCEQ publication 20162 Rev 11 -04 3. Texas Water Development Board: "Water Conservation Best Management Practices Guide," Report 362, Water Conservation Implementation Task Force, published November 2004 Work Session 5 AGENDA INFORMATION SHEET DATE: April 1, 2014 DEPARTMENT: City Manager- Administration ACM: Howard Martin, 349 -8232 _ h� SUBJECT Receive a report, hold a discussion, and give staff direction on modification of the Kimley -Horn and Associates, Inc consultant contract for Road Impact Fees to add development of a transportation computer model and update of the Denton Mobility Plan. BACKGROUND City Council approved the engineering consulting contract for development of Road Impact Fees with Kimley -Horn and Associates, Inc (KMH) on January 7, 2014. The consultant is making good progress on the project. During evaluation of the supporting data needed for the road impact fees, it was determined that the Denton Mobility Plan (Exhibit 1) needed to be updated and that there was no travel demand data used to develop the Mobility Plan that supports the Mobility Plan. The Mobility Plan is a core component of the Denton Development Code. Exactions for road improvements from proposed developments are based on the Mobility Plan along with the road cross - sections in the Transportation Criteria Manual. In addition, all of the road construction that is related to capacity upgrades and mobility improvements is tied to the Mobility Plan. The current Mobility Plan is deficient and outdated. To develop a Mobility Plan or Master Thoroughfare Plan, computer models are now used to determine the travel demands for the entire road network. This is similar to the master plans for the water, wastewater and drainage systems that use computer models applicable to each discipline. To bring the Denton Mobility Plan to modern standards, it is therefore necessary to use the applicable computer model that would allow the city to then rely on a technically sound master transportation plan that is based on actual traffic counts, that is calibrated for the existing conditions, and that would project build out needs of the transportation system. Since KMH is already engaged in developing the road impact fees, and that the Mobility Plan is a key component of the road impact fees, staff asked KMH to submit a scope and cost proposal for developing the computer model to update the Mobility Plan. KMH provided the scope for the project and the key elements of the project are listed below; • Develop a travel demand model that the City can utilize to evaluate travel demand needs and continue to use the travel demand model on an on -going basis; • Expand and evaluate the functional classification of the current Mobility Roadway Plan to include type of roadway; • Develop alternative design cross sections for the type of roadway and incorporate the pedestrian and bicycle components into the overall Mobility Roadway Plan; and • Evaluate future roadway level of service and alignments to provide recommendations to the current Mobility Roadway Plan As part of the project, KMH will develop an existing condition Base Year Model (Year 2014) that is calibrated with current traffic data. KMH will utilize the Base Year Model to assist in the development of the Year 2040 Build Out Model. The purpose of the 2040 Build Out model is to develop the ultimate Mobility Roadway Plan. Up to four different roadway networks with city input are intended to be analyzed for the 2040 Build Out model. Each alternative will be compared against each other to determine the preferred option. Once a option is selected for the 2040 Build Out Model the following tasks will be performed; A. Functional Street Classifications: This task will include research of national best practices and industry standards and make recommendations for new functional street classifications to be considered as part of the plan update. B. Define Type of Streets: Recommendations will consider Context Sensitive Design for all transportation modes and built upon concepts that are under consideration locally and regionally. This concept breaks down the functional street classification into types of streets which may be based on the surrounding land uses. Cross sections and plan views will be developed. C. Design Criteria Manual Revision: Explore how the new functional street classifications and cross sections will be incorporated into the Design Criteria Manual. A list of necessary revisions to the Design Criteria Manual will be produced and a process will be created to implement the changes. D. Alignment Considerations: KMH will analyze alignment alternatives at a conceptual level for the Mobility Roadway Plan. The consultant will use available contours, parcel data/right -of -way information, utilities, flood plain and gas well locations to aid in the recommendation of alignment. This task anticipates looking at up to ten (10) roadway alignments (new and existing). E. Intersection Improvements: KMH will identify intersection improvement to aid in the overall mobility of the City. These improvements may include but are not limited to signals, turn lanes, roundabouts, etc. Upon completion of the study KMH will prepare the Mobility Roadway Plan document detailing; study overview, plan goals and objectives, existing transportation conditions, travel demand modeling, functional classification system, future needs and plan recommendations. In addition, KMH will prepare for and conduct a one -day training and education session for city staff on use of TransCAD computer model. City will be provided a copy of the Denton TransCAD model. KMH scope of work and cost proposal is attached as Exhibit 2. The cost is estimated at $165,000. In addition, staff is requesting $10,000 for any additional services that may be needed in development of the updated Mobility Plan for a total estimated expenditure of $175,000. The reimbursement resolution to be considered for approval by the City Council on April 1, 2014 includes $175,000 to fund the Mobility Plan update project. OPTIONS 1. Provide direction to accept the proposal from KMH and bring the professional services contract back for approval 2. Reject the proposal from KMH RECOMMENDATION Staff recommends City Council direction on proceeding with the KMH proposal as presented. PRIOR ACTION /REVIEW (Council, Boards, Commissions) December 5, 2011: Staff presentation to the City Council regarding supplemental street funding February 6, 2012: Staff presentation to the City Council to provide an update regarding supplemental street funding September 10, 2013: Staff presentation to the City Council to provide an update and seek direction regarding supplemental street funding November 15, 2013: Staff presentation of proposed road impact fees to the Developer's Committee December 10, 2013: Work Session on Kimley -Horn and Associates, Inc consultant contract for implementation of road impact fees January 7, 2014: Approval of the Kimley -Horn and Associates, Inc consultant contract for implementation of road impact fees EXHIBIT 1. Current Mobility Plan 2. KMH Proposal Respectfully submitted, tg�7 P. S. Arora, P.E. Assistant Director Wastewater EXHIBIT I Roadway Connectivity Component RECTOR M r� cl) SAULS ELM BOTTOM 428 1 t EXHIBIT 2 PPP-MFI Kimley -Horn fir., = and Associates, Inc. Project Understanding The OWNER is seeking to update the current Mobility Roadway Plan. The current plan was originally adopted through resolution on December 15, 1998. This plan replaced the previous plan from 1988. Since then the Thoroughfare Plan has been amended ten times with the last map update on August 3, 2011. On February 21, 2012 the Pedestrian and Bicycle Component to the Denton Mobility Plan was adopted. The update to the Mobility Roadway Plan will focus on the following elements: • Develop a travel demand model that the OWNER can utilize to evaluate travel demand needs and continue to use the travel demand model on an on- going basis; • Expand and evaluate the functional classification of the current Mobility Roadway Plan to include type of roadway; • Develop alternative design cross sections for the type of roadway and incorporate the pedestrian and bicycle components into the overall Mobility Roadway Plan; and • Evaluate future roadway level of service and alignments to provide recommendations to the current Mobility Roadway Plan. SCOPE OF SERVICES Task 1 — Public Involvement and Meetings A. Staff Technical Committee Meetings - Up to six (6) meetings will be attended with the OWNER and are envisioned to cover the following elements; issues identification, travel demand modeling (2 meetings), expanded functional classification system to include type of roadway, development of alternative cross sections, and overall plan development. B. Public Meetings - Three (3) Public Meetings will be attended to garner public input. These are envisioned to occur at the outset of the project for issues identification and towards the end of the project for Plan recommendations. These public meetings could include presentations to the Mobility Committee and /or City Council. Task 2 — Data Collection The following information will be collected: • OWNER contacts — The OWNER will provide the organizational structure for the project team for the completion of the Mobility Roadway Plan update. • Previous Mobility Roadway Plan Reports — The OWNER will provide the CONSULTANT the previous Mobility Roadway Plan report and any PPI" rJ Klmley -Horn and Associates, Inc. Denton Mobility Plan, Page 2 relevant Mobility Roadway Plan documentation created since the adoption of the current Mobility Roadway Plan. OWNER provided list of current roadways that have been identified for modification to the Mobility Roadway Plan. Maps — The OWNER shall provide CONSULTANT with available GIS shapefiles, associated databases, and layer files in ESRI ArcGISIO.x format. All data shall be projected in NAD 83 State Plane, South Central Texas Zone coordinates. Data should include: i. Available ROW information; ii. Existing utility locations; iii. Existing gas wells and gas line; iv. Contours; and V. FEMA flood plain data. Travel Model — The CONSULTANT will work on obtaining the current NCTCOG model used for its Mobility 2040 Plan. The CONSULTANT intends to use their current transportation model (TransCAD). This is the same model used by the North Central Texas Council of Governments ( NCTCOG). The NCTCO model will be incorporated into the CONSULANTS model. Task 3 — Existing Conditions Analysis The CONSULTANT will conduct and general overview of the existing thoroughfare system to serve as a basis plan development. Elements included as part of this assessment will include; existing functional classification, existing network level -of- service, identification of critical intersections, existing and future major traffic generators, current daily volumes and non - motorized and transit connectivity. Traffic volumes will be based on available information as compiled by the OWNER and supplemented with data from the current Roadway Impact Fee Study. Task 4 — Develop and Calibrate Existing ( "Base Year ") Model The CONSULTANT will update the travel demand model identified for use in Task 2. The CONSULTANT will revise the TransCAD model to reflect the network configurations and demographic datasets required to model the existing transportation system. A. Traffic Survey Zones Development The CONSULTANT will review and modify the existing traffic survey zones from the travel demand model. The traffic survey zones will be PPI" rl Klmley -Horn and Associates, Inc. Denton Mobility Plan, Page 3 agreed upon prior to modeling work. Any change to the traffic survey zones after modeling would result in additional services. B. Develop Existing Demographics The existing demographic datasets will be used from the current Roadway Impact Fee Study project broken into the agreed upon traffic survey zones. C. Develop Existing Roadway Network The CONSULTANT will update the roadway network to reflect the existing roadway network. D. Calibrate Existing Model The travel demand model will then be calibrated using the existing traffic counts collected as part of the current Roadway Impact Fee Study project. The CONSULTANT will calibrate the network by functional class and up to 6 screenlines throughout the City according to the FHWA modeling methodology. Once calibrated, this existing conditions model (or "base year" model) will be used to develop a baseline condition. Task 5 — Develop 2040 Build Out Model The CONSULTANT will utilize the Base Year Model developed as part of Task 4 to assist in the development of the future model. The CONSULTANT will develop a 2040 Build Out Model. The purpose of the 2040 (Build Out) model is to develop the ultimate Mobility Roadway Plan. A. Develop 2040 (Build Out) Demographics 2040 (Build Out) demographic datasets will be used from the current Roadway Impact Fee Study project. These demographics will be broken into the traffic survey zones agreed upon in Task 4. B. Develop 2040 (Build Out) Roadway Network The CONSULTANT will update the roadway network utilized in the future analysis. Up to four different roadway networks are intended to be analyzed for the 2040 (Build Out) model. An example of these roadway networks are as follows: Existing Roadway Network Base Future Network (Existing + Committed Roadway Projects); ® Kimley Hain Denton Mobility Plan, Page 4 and Associates, Inc. • Other Roadway Scenario; and • Updated Mobility Roadway Plan. The actual roadway networks will be agreed to prior to model analysis. C. Travel Forecast Modeling CONSULTANT will complete model runs for 2040 (Build Out) model with the base future road network (existing + committed roadway projects. CONSULTANT will meet with OWNER to review these model runs. Based upon this review, OWNER will make adjustments to base future roadway network and consider four other model options identified in Task 5B. This probable future network will be used to test future mobility tools upon. • Link level of service analysis will be evaluated according to the segment daily and peak hour volumes within the model. Each alternative will be compared against each other to determine the preferred option. Task 6 — Plan Development Based on work efforts in Tasks 1 -5, the CONSULTANT will conduct transportation planning to address thoroughfares. Travel forecast modeling in Task 5 will identify system needs and serve as a basis for recommendation of roadway sizing. Incorporated into this thought process will be considerations for road or lane diets, as appropriate. A. Functional Street Classifications: This task will include research of national best practices and industry standards and make recommendations for new functional street classifications to be considered as part of the plan update. B. Define Type of Streets: Recommendations will consider Context Sensitive Design for all transportation modes and built upon concepts that are under consideration locally and regionally. This concept breaks down the functional street classification into types of streets which may be based on the surrounding land uses. Cross sections and plan views will be developed. C. Design Criteria Manual Revision: Explore how the new functional street classifications and cross sections will be incorporated into the Design Criteria Manual. A list of necessary revisions to the Design Criteria Manual will be produced and a process will be created to implement the changes. PPI" FJ Klloy -Horn and Associates, Inc. Denton Mobility Plan, Page 5 D. Alignment Considerations: CONSULTANT will analyze alignment alternatives at a conceptual level for the Mobility Roadway Plan. The CONSULTANT will use available contours, parcel data/right-of-way information, utilities, flood plain and gas well locations to aid in the recommendation of alignment. The CONSULTANT will rely upon the accuracy of the data collected during Task 2. This task anticipates looking at up to ten (10) roadway alignments (new and existing). No roadway design or survey services were assumed to be included as part of this project. E. Intersection Improvements: CONSULTANT will identify intersection improvement to aid in the overall mobility of the City. These improvements may include but are not limited to signals, turn lanes, roundabouts, etc. Task 7 — Mobility Roadway Plan Document and Staff Training A. Mobility Roadway Plan Document Mobility Roadway Plan documentation will be summarized in a concise report detailing; study overview, plan goals and objectives, existing transportation conditions, travel demand modeling, functional classification system, future needs and plan recommendations. The Mobility Roadway Plan will be summarized on a single map and depicting roadway functional class throughout the City. Supporting maps will detail the composition of each functional class facility (i.e. street type). A draft plan will be prepared and submitted to the OWNER for review and comment. Based on comments, a revised draft ( "final draft ") will be prepared and presented to the Planning and Zoning Commission for consideration. Subject to Commission comments, a final report will be prepared and presented to the City Council for Public Hearing. An electronic version (PDF format) of the draft plan will be submitted to the City for staff review. Ten (10) copies of the draft final and final reports will be prepared and submitted to the city for distribution. B. Staff Training CONSULTANT will prepare for and conduct a one -day training and education session on use of TransCAD. CONSULTANT will provide OWNER with a copy of the City TransCAD model. OWNER is responsible for purchase of TransCAD software and license. ® Kimley Hain Denton Mobility Plan, Page 6 and Associates, Inc. ADDITIONAL SERVICES The following are considered additional services. Compensation for additional services will be agreed to prior to their performance. • Preparation for and attendance for meetings not identified in scope; • Roadway and intersection design services; • Modification of traffic analysis zones after approval and modeling work begins; • Traffic Counts beyond the eighty (80) locations identified in Contract 5436 — Roadway Impact Fee and Rough Proportionality Development; and • TransCAD software and license. PPI"' Mrj Kimley-Horn bh� m and Associates, Inc. Denton Mobility Plan, Page 7 'TASK Project Senior Engr DESCRIl"UJON' Engineer Analyst Subtotal IAsk Cost M a 11 a C, r (90 ]lours "Task I Public Involvement and NIcefings A, 1, to n tW,)m i cad ( onom i tev, Meo ings 4{ *r 19 12 18 1 i i 51 S 6,865.00 H. Public Nicefings J.I) 1'.S 6 20 i 2 i 46 S 5,430,00 i tr 18 4 97 'S 12,815 00 --------------------------------------------------------------------------------- - — -------------- 4 --------- -- ------ ------- — ----- ------ ----------- -------------- — ---------------- 'bask 2 Data Collection 4 1 6 1 1 13 S 1,47000 .......................................................................................................................... 9 ------------- 17 ----------- 1 ......................... ................. 6 1 .................. ........... 1 ............. 1 .... ......................... .Cask 4: Exisling Condilions Analysis 15 4 I13 1 2 -Kj S 5.01 5�00 i 4 is 1 2 40 S 5,015,00 'task 4: Deelop and Calibrate Existing ("Bast, Year") Nlodel 0 A. I SZ Fle,elolm•"t 3 17 27 1 2 42 S 5,035 00 14, Dewrlop Existilig DemoLmaphivs 14 10 40 2 N, S N. I S 0 00 C. Dc, elop I A im i ii g Road" a v Nei work t 1 40 2 61 S 7.400�00 6}.i Ib tr EN'Will 40 122 S I 0 --------------------------------------------------------------------------------------------------------------------------- -------------------------- ------------------------ ------------------------- ----------------------------- _________ ----- ------------------ ----------- ---------- ------------------------------ .......................... 109 1) 147 1 5. 291 -Task 5: Develop 2040 Build Out Model A. De. WIcjp 2040 1 FILtEld OUL) Demogmplucs 14 10 40 1 67 B. Dc, vlop 2 040 1 Bm I d Oup Ikm,4-,iy Nt- k,vm k 10 90 2 101 S II 00,00 C. Fnavd rorecao Mo&fing 9 60 120 1 M S 241100 (10 ........................................................................................................................... ........................... -------------- - - - - ------------ ------------ --------- --------------------- --------------- i W I) 'H40 1 4 157 S 44,21,00 . . . . . . . ..................... . .... . ..... -Task 6: Plan Dc%elolonvnt A, Fwww ;d SjrcCk Ck-iic;aw- 13 40 1 2 6 S '7,600�00 20 16 4fl 2 0 S 15,190,00 C. Design Cnicria Manual Revisioos I 40 7,51�00 1), Alig, Qm 40 2 55 S 6,771,00 1'. In lersecl B »111 mp ro% emeii is T 40 i 2 i 74 S 91625 00 --------------------------------------------------------------------------------------------------------------------------- -------------------------- ------------------------- i ------------------------ -------------------------- ------------------ i ------------------ ------------------------ -- --------------------------- 74 40 176 14) 1 In 1 IS 47.2 1 �00 —D—oWt—i ........ ....... ---------------- ----- ---- -- ----- -- — ----------- . ...... A. Nlobfliw Road, ,,a, 111hin Documem KO 9 <7 S 1 0.175.410 B. SEAT I railung 10 10 30 S. 3.,45(WO 0 S 14 15 0 100 (1 0 129 1-5,225-00 0 I 0 o o 0 SUbtolal �101 �266�1�77 ---------- -------- �629 OUIO TOULI 110�11hs Agenda Information Sheet Consent Agenda DEPARTMENT: Denton Municipal Electric CM/ ACM: Howard Martin, Utilities, 349 -8232 hV- Date: April 1, 2014 SUBJECT Consider adoption of an ordinance of the Council of the City of Denton, Texas approving and adopting the revised and amended "Denton Municipal Electric – Electric Service Standards" regarding the City's municipally -owned electric utility, Denton Municipal Electric; providing for a repealer; providing for a severability clause; providing an effective date. BACKGROUND The first version of the Electric Service Standards was created and adopted by the Denton City Council on October 4, 2005 and became effective on November 1, 2005. During 2013, the first version of the 2005 Electric Service Standards was reviewed by DME Operations, Distribution Engineering, Risk Management, Metering, Transmission Engineering, Dispatch staff as well as Senior Management for compliance with current regulatory requirements and operational and design practices. Based on the resultant recommendations, changes and additions were made to the Electric Service Standards updating them to current practices and policies. Even though a number of the changes are minor or cosmetic in nature, a few notable enhancements, changes and additions are included in this update. The majority of the changes to the document is considered minor and was done for clarification purposes or to bring the requirements up to current DME practices and standards seen within the electric utility industry. Under Section 2. General Provisions, paragraph s. Contractor and Company Requirements was added. This new section provides clarification for the responsibilities of both the Contractor (customer) and DME in relation to the installation of civil work. Typically, DME coordinates with the customer and installs the civil work required to provide electric service. However, due to timing issues with the Contractor and /or the availability of DME Operations crews, civil work coordination has the potential of affecting project timing which can delay construction. Investigation of the practices done by other electric utilities in Denton and Collin counties showed Oncor Electric currently places the responsibility for civil work on the Contractor; and, CoSery Electric has considered the possibility of allowing civil work installation to be done by the Contractor. In both situations, this is done for timing and coordination purposes. Section s. language used in the Electric Service Standards was written after investigations of how other utilities state civil work responsibility. To insure the materials used by the Contractor are to DME standards, DME will still provide all of the materials to be used by the Contractor, and DME Operations personnel will inspect the installations prior to cover up or pouring concrete by the Contractor. Two new appendices, Appendix B and C were also added to this document. Appendix B is a compilation of Customer Requirement Forms that DME Engineering is requesting customers fill out when they are adding load to the system. These forms are being added to the Electric Service Standards for two reasons. First, it provides critical design information and documentation as to the requirements and timing needed for a project; and second, the information can be compared against historical usage for similar or same types of developments, which will assist Engineering with better service equipment sizing such as transformers and enhanced protective arrangements. Appendix C provides the Contractor with clearance requirements for electric distribution facilities installations. These requirements are predominately based upon National Electrical Safety Code requirements and are equal to what is required by other utilities in our neighboring electrical service areas such as Oncor and CoServ. The clearances shown allow defined and unencumbered access to electric distribution equipment and allow room for electric utility operational crews to perform their work safely. To prevent such a long period between reviews, it is planned to schedule this review and update process on a bi- annual basis (once every 2- years). If enhancements, changes and additions are needed prior to the bi- annual schedule, those recommendations will be brought to the PUB and Council as required. OPTIONS 1. Recommend approval of the updates to the 2005 Electric Service Standards. 2. Do not recommend approval of the updates to the 2005 Electric Service Standards and provide DME staff with further direction. RECOMMENDATION DME staff recommends approval of the changes to the Electric Service Standards as submitted. ESTIMATED SCHEDULE OF PROJECT This item was discussed at the Public Utility Board at the March 10, 2014 meeting. It is planned to go before the City Council for final approval at the April 1, 2014 meeting. PRIOR ACTION /REVIEW (Council, Boards, Commissions) This was unanimously approved by the Public Utility Board at their regularly scheduled meeting on March 10, 2014. The present Electric Service Standard was adopted by the Denton City Council on October 4, 2005 and became effective on November 1, 2005. FISCAL INFORMATION Not Applicable BID INFORMATION Not Applicable EXHIBITS 1. Exhibit 1 — Electric Service Standards — Revised Amended 2014 Respectfully submitted: rl Phil Williams General Manger of Electric Utilities Prepared by: Jerry Fielder, P.E. Engineering Division Manager - Distribution EXHIBIT 1 ORDINANCE NO. 2014- AN ORDINANCE OF THE COUNCIL OF THE CITY OF DENTON, TEXAS APPROVING AND ADOPTING THE REVISED AND AMENDED " DENTON MUNICIPAL ELECTRIC - ELECTRIC SERVICE STANDARDS" REGARDING THE CITY'S MUNICIPALLY -OWNED ELECTRIC UTILITY, DENTON MUNICIPAL ELECTRIC; PROVIDING FOR A REPEALER; PROVIDING FOR A SEVERABILITY CLAUSE; PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council recognizes the importance and appropriateness of a comprehensive, written method of communication, in clearly making known its Denton Municipal Electric — Electric Service Standards, to the citizens of the City of Denton, Texas; and WHEREAS, on October 4, 2005 the City Council established the "Denton Municipal Electric — Electric Service Standards" (hereafter the "Standards ") and approved and adopted them by Ordinance No. 2005 -312; and WHEREAS, after a thorough review of the Standards, DME staff has recommended revising and amending them in order to better and more clearly reflect the present state of DME providing the requirements for obtaining electric service to the residents and ratepayers of the City; and WHEREAS, the Public Utilities Board has reviewed and considered the proposed revised and amended Standards, at its open meeting held on March 10, 2014, and has recommended to the City Council that the Standards, as revised and amended, be approved by the City Council; and; WHEREAS, after having reviewed the Denton Municipal Electric - Electric Service Standards, the City Council is of the opinion that the revised and amended "Denton Municipal Electric - Electric Service Standards" are in the best interest of the citizens of the City of Denton, Texas and should therefore be approved and adopted by the City Council, as attached; NOW THEREFORE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The recitations set forth in the Preamble to this Ordinance are hereby incorporated herewith, and are made a part of this Ordinance. SECTION 2. The revised and amended "Denton Municipal Electric - Electric Service Standards" which are attached hereto as Exhibit "A," are hereby approved and adopted herein, and incorporated herewith by reference by the City Council. SECTION 3. All ordinances or parts of ordinances in force when the provisions of this ordinance become effective which are inconsistent, or in conflict with the terms or provisions contained in this ordinance are hereby repealed to the extent of any such conflict. 1 SECTION 4. If any section, subsection, paragraph, sentence, clause, phrase or word in this ordinance, or application thereof to any person or 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 portions despite any such invalidity. SECTION 5. This ordinance shall become effective on and after May 1, 2014. SECTION 6. This ordinance and the attached exhibit shall be maintained by the City Secretary for public inspection and copying. PASSED AND APPROVED this the 4TH day of April, 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 2 MARK A. BURROUGHS, MAYOR EXHIBIT A Electric Service Standards EXHIBIT A Table of Contents 1. Definitions 1 2. General 8 3. Point of Delivery 17 4. Method of Providing Service 18 5. Continuity of Electric Service 19 6. Lighting 20 7. General Line Extensions 20 8. Residential Line Extensions 21 9. Other Line Extensions 23 10. Residential Developments 24 11. Mobile Home Developments 26 12. Commercial Developments 27 13. Temporary Service 29 14. Meters 29 15. Customers Receipt of Electric Energy 30 16. Customers Use of Electric Energy 30 17. Customers Electrical Load 30 18. Interconnection to Electric System 32 19. Liability, Indemnity, and Disclaimer of Warranties 32 20. Conditions to be Fulfilled by Applicant or Customer 34 Appendix A 36 Appendix B 37 Appendix C 43 EXHIBIT A DENTON MUNICIPAL ELECTRIC ELECTRIC SERVICE STANDARDS [ADOPTED BY THE DENTON CITY COUNCIL - EFFECTIVE OCTOBER 1, 2005] 1. DEFINITIONS a. Accessible (as applied to wiring methods): Capable of being removed or exposed without damaging the building structure or finish, or not permanently closed in by the structure or finish of the building. (Applicable Reference —NEC 100) b. Accessible (as applied to equipment): Allowing close approach: Not guarded by locked doors, elevation, landscaping, or other effective means. Allows doors or covers to be fully opened or removed, and equipment to be operated safely by service personnel. (Applicable Reference — NEC 100) C. Accessible, Readily: Capable of being reached quickly for operation, renewal, or inspections, without requiring those to whom ready access is requisite to climb over or remove obstacles or to resort to portable ladders, chairs, and so forth. (Applicable Reference —NEC 100 Section 2) d. Aid -in- Construction: A fee required to offset the cost of construction of facilities outside those normally allowed for installation of electric service. e. Approved: Acceptable to Denton Municipal Electric (DME) or other Authority having jurisdiction. (Applicable Reference —NEC 100) L Authority: Any person or organization with the legal right to control or regulate the devices or actions under discussion. g. Base Revenues: Base Revenues are all charges under the Customer's applicable rate schedule not including Energy Cost Adjustment (ECA) or Renewable Cost Adjustment (RCA) charges. It. Building: "Building" referred to in these standards includes all occupancies within the same outside walls under a common roof. Individual occupancies separated by -1- EXHIBIT A firewalls or fire barriers do not constitute separate buildings for the purpose of receiving electric service drops or laterals. i. Cable: A solid conductor with insulation, or a stranded conductor with or without insulation and other coverings (single- conductor cable), or a combination of conductors insulated from one another (multiple- conductor cable). (Applicable Reference — NESC Section 2) j. Conductors Considered Outside of Building: Conductors shall be considered outside of a building or other structure if they are installed under any of the following conditions (Applicable Reference — NEC 230.6): (1) Where installed under not less than two - inches of concrete beneath a building or other structure; or (2) Where installed within a building or other structure in a raceway that is encased in concrete or brick not less than two inches thick; or (3) Where installed in any vault that meets the construction requirements of NEC Article 450, Part III; or (4) Where installed in conduit under not less than twenty four (24 ") inches of earth beneath a building or other structure. k. Conductor, Electric: A material usually in the form of a wire, cable, or bus -bar, suitable for carrying an electric current. (Applicable Reference — NESC) 1. Conduit: A single channel designed and approved specifically for electrical conductors. M. Customer: Any individual, partnership, association, joint venture, firm, public or private corporation or governmental agency who is applicant for, or who is receiving the benefit of electric service at a specified Point of Delivery from DME. This term also includes any authorized representative who designs or constructs the service and meter installation. n. Customer's Installation: With the exception of DME meter installation, all wiring, devices, apparatus and appliances of any kind or nature useful in connection with Customer's ability to take electric service that are installed on Customer's side of the DME determined Point of Delivery. -2- EXHIBIT A o. Demand Load: The term "demand load" as used herein shall mean the maximum load in kilowatts during any specified time interval. The maximum demand will be determined by appropriate DME personnel and will be used to determine the size and rating of all equipment used in the DME service installation. Demand load may be expressed in terms of amperes, watts, or volt- amperes. P. Denton Municipal Electric (DME): The municipal electric utility owned and operated by the City of Denton, Texas in Denton County, Texas. q. Electric Service: The availability of electric service at the Point of Delivery to all Customers for their general use, irrespective of whether any electric energy is actually taken. r. Enclosure: The case or housing of apparatus, or the fence or wall that surrounds an installation to prevent personnel from accidentally contacting energized parts, or to protect the equipment from physical damage. (Applicable Reference — NEC 100) S. Enclosure, Meter: An enclosure whose purpose is housing the DME kWh or kW meter(s). See §l.z,. and §l.aa. herein. t. Enclosure, Instrument Transformer: An enclosure whose purpose is housing the DME instrument transformers (voltage or current transformers). U. Energy, Electric: Electrical power (kilowatts) consumed over a given amount of time. The unit of energy as used herein shall be the kilowatt -hour. (a Kilowatt -hour is 1000 watt - hours). V. Fire Protection Note (FPN): Notes included that highlight fire potential areas related to grounding or fault protection. W. Ground: A conducting connection, whether intentional or accidental, between an electrical circuit or equipment and the earth, or to some conducting body that serves in place of the earth. (Applicable Reference — NEC 100) X. Grounded: Connected to the earth or to some conducting body that serves in place of the earth. (Applicable Reference —NEC 100) -3- EXHIBIT A Y. Grounded Effectively: Intentionally connected to the earth through a ground connection or connections of sufficiently low impedance and having sufficient current - carrying capacity to prevent the buildup of voltages that may result in undue hazards to connected equipment or to persons. Z. Meter: The device or any auxiliary equipment installed by DME to measure customer electric energy and demand. Meters are classified as either single -phase or three - phase, and are either self - contained or transformer- rated. Self- contained meters operate directly from the service voltage and load current. Transformer -rated meters require current transformers ( "CT's ") or voltage transformers ( "VT's "), or both, to reduce the service current or voltage when they are beyond the measuring capacity of self - contained meters. aa. Meter Loop: All wiring and connections within the meter or instrument transformer enclosure or meter socket required to connect metering equipment to a Customer's residence or place of business. This equipment usually consists of service lateral or service entrance conductors within the meter or instrument transformer enclosure or meter socket for connection to the line and load side of metering equipment. bb. Meter Base (Single - position): A DME- approved single - position enclosure of weather resistant design used for mounting a detachable type self - contained meter. CC. National Electrical Code (NEC, ANSI /NFPA -70): An American National Standard published by the National Fire Protection Association for the purposes of safeguarding persons and property from hazards arising from the use of electricity, and setting forth provisions considered necessary for safety. Electrical contractors must abide by the NEC, for internal and external wiring of buildings and structures. This Code shall be referred to herein as the NEC and shall mean the edition of the code approved by DME, or the authority having jurisdiction. Some NEC data referred to herein may be modified from time to time as determined by the National Fire Protection Association or its successors. The more stringent requirements shall apply where there is a difference between DME service standards and the NEC. dd. National Electrical Safety Code (NESC, ANSI C2): An American National Standard published by the Institute of Electrical and Electronics Engineers, Inc. (IEEE). EXHIBIT A The purpose of the NESC is the practical safeguarding of persons during the installation, operation, or maintenance of electric supply and communication lines and associated equipment. The NESC covers supply and communication lines, equipment, and associated work practices employed by a public or private electric supply, communications, railway, or similar utility in the exercise of its function as a utility. It covers similar systems under the control of qualified persons, such as those associated with an industrial complex or utility interactive system. The Code or revisions to the Code shall be referred to herein as the NESC. It shall be the 2002 Edition thereof and all subsequent editions. Some NESC data referred to herein may be modified from time -to -time as determined by the National Fire Protection Association or its successor(s). The more stringent requirements shall apply where there is a difference between DME service standards and the NESC. ee. Point of Delivery: The point where the electric energy first leaves the conductors or devices owned by DME and enters the service entrance, other conductors, or devices owned by customer. (Also see NEC 100 "Service Point ") (1) Point of Delivery - Pad - Mounted Transformers to Commercial or Industrial Customers: Where Pad - Mounted transformers are installed to serve commercial or industrial customers, or high -rise multiple - occupancy residential buildings, the Point of Delivery will be at the secondary transformer spades, regardless of meter location. The customer must provide and install DME approved secondary connections in the transformer. (2) Point of Delivery - Primary- voltage Cable to High -rise Residential Buildings: Where DME -owned primary- voltage cable serves transformer vaults with transformers supplying secondary- voltage service to grouped or individual meters, the Point of Delivery will be in the transformer vault at the secondary spades of the transformer. All DME owned conductors shall be effectively outside the building in accordance with § l .h hereof. (3) Point of Delivery - Primary- voltage Service — Overhead: The Point of Delivery will be at the line -side terminals of the DME primary metering equipment. (4) Point of Delivery - Primary- voltage Service — Underground: The Point of Delivery will be in a metering compartment within Customer's padmounted primary metering cabinet, or in a separate primary meter enclosure. -5- EXHIBIT A (5) Point of Delivery - Underground Service from Overhead Distribution: Where an underground service is taken from a transformer or from an overhead secondary on a DME pole in an overhead distribution area, the Point of Delivery will normally be at the meter equipment located outdoors on the Customer's building or structure. Where meters are grouped with wire gutters, §2.k shall apply. If a bussed gutter is used, the Point of Delivery will be at the secondary transformer spades, or it will be in the secondary connection box ahead of the gutter if one is required. ff. Property Owner: The owner of the real property where electric structures, equipment, or easements are located. gg. Raceway: An enclosed channel of metal or nonmetallic materials designed expressly for holding wires, cables or buss -bars, with additional functions as permitted by NEC 100. "Raceway" as used herein will mean one or more above ground conduits. hh. Service Conductors: The conductors from the Point of Delivery to the service disconnecting means. (Applicable Reference —NEC 100) ii. Service Drop: The overhead service conductors extending from the DME overhead distribution system to the Point of Delivery where the connection is made to the Customer's service- entrance conductors at the building. (Applicable Reference —NEC 100) (1) "Triplex" or "Quadraplex" cables are used for most service drops and consist of one bare neutral and two or three insulated aluminum conductors. (2) Larger service drops consist of three or four ethylene - propylene rubber (EPR) insulated copper conductors. They may be installed either "open" (moused) where each phase conductor is separate and attached to the structure or building separately, or "cabled" (bundled) where all phase conductors are twisted together and attached to the building or structure at one point. jj. Service - entrance Conductors - Overhead System: The service conductors between the terminals of the service equipment and a point usually outside the building, clear of building walls, where joined by taps or splice, to the service drop. (Applicable Reference — NEC 100) kk. Service - entrance Conductors - Underground System: The conductors between the terminals of the service equipment and the point of connection to the service lateral. (Applicable Reference —NEC 100) EXHIBIT A ll. Service Equipment: The necessary equipment, usually consisting of a circuit breaker(s) or switch(es) and fuse(s), and their accessories, connected to the load end of service conductors to a building or other structure, or an otherwise designated area, and intended to constitute the main control and cutoff of the supply. (Applicable Reference — NEC 100) mm. Service Installation: The service drops or laterals and meter, together with auxiliary devices and poles, if any, owned and installed by DME used to connect the DME electric supply lines to Customer's installation. nn. Service Lateral: The underground service conductors between the utility source, including conductors from any risers at a pole or other structure or from pad -mount transformers, and the first point of connection to the service entrance conductors in a terminal box or meter or other enclosure inside or outside the building wall. (Applicable Reference —NEC 100) oo. Service Outlet - Overhead Services: That portion of Customer's installation that includes the service raceway, Weatherhead and service entrance conductors. This term is used to describe that portion of the service that is installed, owned and maintained by Customer. pp. Service Raceway: The conduit that contains the service entrance conductors. "Raceway" as used herein refers to above - ground installations. qq. Shall, or Must, or Will: These terms signify mandatory compliance with the Articles in the DME Electric Service Standards. rr. Transformer Vault (Room): An approved space for housing DME -owned distribution transformers that supply electric service to Customer's premises. Vaults and rooms shall be designed and built in accordance with NEC and DME standards, be suitable for the purpose intended, and shall be readily accessible as defined in §l.e. hereof. ss. Transmission Line: Any line operating at a nominal line -to -line voltage equal to or greater than 60,000 volts. tt. Underground Distribution System: Underground distribution installation /system consisting of any combination of the following — conduit, conductor cable, vaults, risers, and pad- mounted switchgear. -7- EXHIBIT A uu. Underground Residential Distribution (URD) System: Those residential areas in overhead distribution areas that are served from an isolated underground electric system. VV. Voltage, Nominal: A nominal value assigned to a circuit or system, for the purpose of, conveniently designating its voltage class. (e.g. 120/240 volts, 208Y/120 volts, 480Y/277 volts, , etc.) The actual voltage that a circuit supplies can vary from the nominal value within a range that permits satisfactory operation of equipment. (Applicable Reference — NEC 100) WW. Weatherhead: An enclosure designed to allow for weather resistant entry of cable or conductors to an electrical enclosure. xx. Weather Resistant: Constructed or protected so that exposure to the weather will not interfere with successful operation. (Applicable Reference —NEC 100) 2. GENERAL PROVISIONS a. Location Limitations: DME does not allow DME owned conduit and cable, or un- metered Customer conductors, under a building or permanent structure. b. Clearance and Easement Requirements: (1) DME requires certain clearances or easements for new installations of its electrical equipment. Other utilities may require additional clearances or easements. (a) The City of Denton has adopted the National Electrical Safety Code (The "Code "). The Code generally prohibits structures within 17.5 feet on either side of the center line of overhead distribution lines and within 37.5 feet on either side of the centerline of overhead transmission lines. In some instances the code requires greater clearances. Building permits will not be issued for structures within these clearance areas. Contact the building official with specific questions. (b) The above statement shall be stamped on all Final Plats. (2) DME may require additional easements for the safe, reliable, and efficient installation of electric utilities. These easements will be determined when the final layout of the development and electrical load data is provided in accordance EXHIBIT A with the City of Denton Municipal Code, Denton Development Code and all subsequent resolutions and ordinances adopted by the City Council of the City of Denton, Texas (3) The property owner is responsible for maintaining all existing electric and public utility easements on the property free of structures and in accordance with current City of Denton ordinances or other directives. C. Clearance: (1) Power Line Clearance From Vegetation /Trees For reasons of safety and system reliability, DME requires ten (10) feet clearance in all directions from overhead power lines. DME will, at its discretion, trim or remove all trees or other vegetation that grow within this distance. When vegetation is found to be a hindrance to the distribution system or maintenance operations and is removed by DME, DME will not be responsible for the replacement of vegetation that has been removed and will not provide additional landscaping to compensate for loss of vegetation. When trimming trees, DME will follow ANSI standards and make reasonable efforts to preserve the health of trees in accordance with accepted utility industry practice and any applicable legal requirements (2) Clearance Around Pad - Mounted Equipment DME requires three (3) feet of clearance from any non - opening side and ten (10)feet of clearance from any doors on pad- mounted equipment. Details of DME's required clearances are provided in Appendix C. This standard applies to all potential encroachments including vegetation. When planting vegetation near DME pad- mounted devices, ultimate growth of the vegetation should be taken into consideration to prevent future hinderance. Service will not be connected if adequate clearances are not provided. For equipment in service, in non - emergency situations, when availability of electric service to Customers is not in immediate jeopardy, DME will provide written notice of the violation and allow the property owner seven (7) days to remedy the situation. If that does not occur, or the property owner has not demonstrated to DME's satisfaction that he is making a reasonable attempt to remove the problem in a timely fashion, DME will either remove the obstruction at the property owner's expense or terminate service. In the case of an outage to Customers or an emergency, DME reserves the right to immediately, without notice to the property owner, remove any item or obstruction that restricts access to electric facilities at the property owner's expense. d. Ownership of Distribution Facilities: DME shall retain the ownership of all material and facilities installed by DME for the distribution of electric energy whether or not the same have been fully or EXHIBIT A partially paid for by the Customer through Aid -in- Construction at the time of installation. All lines and facilities constructed or installed by DME are the property of DME. DME will install and maintain the electric supply lines and service installations on DME's side of the Point of Delivery. DME will not install or maintain any facilities or devices except meters, on Customer's side of the Point of Delivery. e. Relocation of Facilities: DME will relocate its facilities on Customer's premises at Customer's request provided that Customer has (1) provided a satisfactory easement for the new facilities; and (2) paid in advance the estimated costs for the removal of the old facilities, and all costs for the construction of new facilities. If DME determines it is necessary to move its facilities because Customer fails or refuses to allow DME access to DME's facilities at any time, then Customer will be billed the actual cost of relocation. If development requires the relocation of existing electrical facilities, the Customer /Developer will be responsible for all costs associated with the relocation. The Customer /Developer may elect to use either the estimated cost provided by DME or the actual costs of the relocation. The choice must be made before any work will commence and may not be changed once work has begun. DME will provide an estimate of the relocation cost, which must be paid in full prior to DME commencing work on the relocation. If the estimated cost is elected and the estimated cost exceeds actual cost, the difference between actual and estimated costs will not be refunded to the Customer. If the actual cost exceeds the estimated cost, there will be no further contributions required of the Customer. If the actual cost is elected and the estimated cost differs from the actual cost by $1500 or 10 %, whichever is greater, the excess will be refunded or shortages billed to the Customer /Developer. (1) Line Clearance For Transportation or Construction (a) DME will assist in the transportation of oversized objects through or across DME's right -of -way or in the construction of buried facilities within DME's right -of -way by temporarily de- energizing DME facilities or temporarily relocating or raising electric facilities provided that DME receives compensation for all actual costs incurred. (b) Actual cost shall mean: (i) Total construction costs including but not limited to DME or contract labor (including overheads); materials used, vehicle usage (including mileage); engineering, right of way acquisition and clearing; (ii) Cost for Administrative and Billing related activities. -10- EXHIBIT A f. National Electrical Safety Code: The Customer, Developer, and Property Owner are responsible for maintaining the level of care set forth by the latest City of Denton adopted National Electrical Safety Code for existing and planned electric utilities in all developments. g. Service Characteristics: The electric service provided by DME is alternating current at a nominal frequency of 60 hertz. h. Voltages: Overhead Primary Service Three Phase 13,200 GY/7620 V Overhead Secondary Service Single phase Three Phase 208Y/120 120/240 240/120 240/480 240 480/277 480 Underground Primary Service Three Phase 13,200 GY/7620 V Underground Secondary Service Single phase Three Phase 208Y/120 120/240 240/120 240/480 240 480/277 480 FPN: See ANSI C84.1 -1995, Voltage Ratings for Electric Power Systems and Equipment (60 Hz). i. Number of Services: (1) For each Customer account, DME will supply service at one point, through one meter, at one voltage class under its rate schedules, and "Service Standards ". (2) A building, other structure, or property served shall be supplied by only one service. (Applicable Reference - NEC 230.2). Where exceptions are made, Customer and DME must agree to the exception and all costs for additional services will be the responsibility of the Customer. (3) DME reserves the right to make the final determination concerning the type of service provided. j. Metering: (1) Customer's meter shall be installed at a suitable location as determined by DME. (2) The meter base shall be furnished, owned and installed by the Customer (see Appendix A attached hereto for sizes). -11- EXHIBIT A (3) All service taken at the same Point of Delivery will be metered with one meter, or in the case of multiple - occupancy, with grouped meters. (4) Where it is necessary for DME to supply service with more than one transformer, and Customer arranges his service entrance to receive all services at one location, DME may provide totalizing metering at DME's discretion. (5) Where additional transformers are used for Customer's convenience to supply their demand load, and the transformers are not located together, separate meters will be installed. If the transformers are located together and totalizing equipment is used, the totalizing equipment shall be installed at Customer's expense. (6) DME will not allow meter bases to be mounted on pad- mounted transformers. The Customer shall install a one -inch conduit from the pad- mounted transformer's secondary compartment to a remotely mounted meter socket. The Customer shall install pull tape in this conduit for DME's use. (7) In order to comply with the requirements of the Electric Reliability Council of Texas or its successors, DME requires that a Customer supplied active telephone line be installed to each meter for loads that require a 750kVA or larger transformer. DME reserves the right to require Customer supplied active telephone lines on any special metering installations, such as those that provide load - profile or load- optimization data, and on any metered load that requires a 500kVA or larger transformer. k. Separate Services Supplied: (1) Where multiple customers are served from a single transformer, external disconnects shall be installed by the customers at the building service entrances. Where more than one service is supplied in accordance with §2.i. and §3.a. herein, a permanent tag or directory made of brass and approved by DME, shall be installed at each service disconnect location denoting all other services or feeders, the supplying building or structure, and the area served by each. See NEC 235.37, NEC 230.2(E) Section. FPN: Where service equipment is located outside the building walls, there may be no service- entrance conductors, or they may be entirely outside the building. (2) A minimum two -hour fire barrier is required where separate services are supplied to a building. The fire barrier rating shall be based on the Building Codes adopted by the City of Denton. If this requirement is not met, DME shall enforce this requirement through refusal to supply electric service to a newly constructed facility or disconnection of electric service to an existing facility. The Fire Marshall, Building Inspector, or DME's Operations Department may issue disconnection orders. Services in buildings with multiple services shall not cross fire barriers. -12- EXHIBIT A 1. One Building or Other Structure Not to Be Supplied Through or Under Another: DME owned service conductors shall not pass through the interior or beneath any building or other structure to provide service to another building. m. Single Phase Residential Service Lateral Lengths: The maximum service lateral length permitted will be based upon several factors including voltage drop, service length, and load. The maximum service lateral distance shall not exceed 250 feet. For service lateral lengths exceeding this distance, the meter and service equipment shall be located adjacent to the transformer or at the property boundary nearest the transformer. The Point of Delivery will be at the service equipment adjacent to the transformer. n. Availability of Electric Service: Service may not be readily available in all areas served by DME. The Customer shall consult with DME prior to requesting service to determine possible costs, and timelines for extension. (See §9.a. hereof) o. Access to Equipment: Where DME's equipment is located on the Customer's premises, the Customer shall be responsible for clearing the route for access and making all equipment Readily Accessible for operation, maintenance and replacement. Access requirements are provided in Appendix C. p. Initiation of Service or Increase in Service Requirements: It is the responsibility of the customer requesting new or increased service to provide DME Engineering with all required service information prior to design. Based on the type of service, the customer must provide DME Engineering an appropriate and complete Customer Requirement Form. These forms are included as Appendix B of this document. All information must be filled out and the form signed and dated by the customer prior to DME Engineering beginning any design work on their project. Application for service can be made at the City of Denton's Customer Service office: Main Office 601 East Hickory Street Suite F Denton, TX or by phone at (940) 349 -8700, during normal business hours. (1) Electric service is provided to Customers in DME's certificated area who have satisfactorily established credit and have met all conditions contained herein. -13- EXHIBIT A (2) If a line extension is required or if facilities are not available, DME shall inform the Customer in a timely manner following receipt of the application and give the Customer an estimated completion date. (3) Any construction cost options such as rebates to the Customer, sharing of construction costs between the utility and the Customer, or sharing of costs between the Customer and other applicants shall be explained to the Customer following assessment of necessary line work. q. System Protection: (1) DME does not guarantee service against interruptions, irregularities, or fluctuations. (2) DME is not liable for any damages caused by interruptions, irregularities, or fluctuations. (3) It is the Customer's responsibility to protect his equipment against any service irregularity including, but not limited to, over currents, unbalanced loads, unbalanced voltages, single phasing conditions, over - voltage, under - voltages, surges, brownouts, blackouts, or any other service irregularity. r. Contract for Service: (1) Acceptance of Service under any rate schedule constitutes acceptance of and agreement to these Electric Service Standards. (2) Customer requests for electric service of the character and type provided by DME are granted within the limitations of the applicable rate schedule for electric service, the availability of DME facilities, the characteristics of Customer's electrical load, and these Electric Service Standards. (3) DME may require special contractual arrangements, which may include additional charges, prior to DME's providing electric service if the electric service requested by Customer is not available at the service location, is other than that which DME provides under its standard service alternatives or if the service requested is not adequately compensated for by the applicable rate schedule. (4) The grant of an application shall operate as an acceptance of Applicant's offer to purchase electric service and abide by DME's Electric Service Standards. (5) Any Customer taking electric service from DME, in consideration of DME's supplying electric service and regardless whether or not such Customer has made application for such electric service, is bound by these Electric Service Standards and is liable to DME for payment for such electric service under the applicable rate schedule. -14- EXHIBIT A (6) Customer assumes all responsibility on Customer's side of the Point of Delivery, excluding DME's meter, for the service supplied or taken as well as for the Customer's installation including appliances and apparatus used in conjunction therewith. S. Contractor and Company Requirements (1) The latest edition of all applicable building and safety codes shall be followed in the installation of the electrical underground distribution system. These codes include, but are limited to the following: (a) Local City of Denton Building and Fire Codes or any other applicable codes or ordinances for the project location. (i) National Electric Safety Code (ii) U.S. Occupational Safety and Health Act of 1970 (OSHA) (iii)The American Concrete Institute (ACI) (iv) The American Society for Testing and Materials (ASTM) (b) Upon the receipt of all necessary information from the Contractor, DME Engineering will provide a project sketch showing the route of the conduit line(s), transformer pad locations, and other pertinent information will be furnished by DME. (c) Prior to construction starting, a meeting shall be held to discuss and coordinate construction and inspection. This meeting will also be used to clear up any questions or potential miscommunications which may have occurred thus far. (d) The Contractor is responsible for seeing that DME has either easement(s) or platted right -of -way in place prior to DME installing any electrical facilities. Easements and /or file plats shall be done at no cost to DME. (e) Joint use trench will be determined by DME on a case -by -case basis. (2) Company Responsibility — The following shall be performed by, and the responsibility of DME: (a) DME's inspector is to inspect all conduit installations prior to the placing of the backfill. If DME's inspector is not allowed to inspect the backfield, the Contractor can be asked to remove the backfill so a proper inspection of the civil work can be done. (b) DME's inspector is responsible for all field changes and coordinates changes with DME's Engineering office. (c) DME's inspector is to inspect all transformer pad installations prior to the laying of concrete. (d) After approval of the installed transformer pad(s) and conduit system by the DME inspector, and after the Contractor has signed all appropriate contracts, agreements, easements and has paid any required AIC (Aid in Construction), DME will make final electrical connections. (3) Contractor Responsibility — The following shall be performed by, and the responsibility of, the Contractor: -15- EXHIBIT A (a) Unless otherwise noted by DME, the Contractor is responsible for the installation of any and all civil work required by DME. (b) The Contractor is to provide DME a Site Plan, a Dimension Control Plan, an Elevation Plan, a Grading Plan, and load information. (c) The Contractor is to coordinate with the DME inspector for inspection of work prior to backfilling. (d) The Contractor is to provide personnel and vehicular access to the facility at all times. (e) The Contractor is to be held responsible for the full direction and supervision of all work being performed by his employees, agents, or contractors. The Contractor shall also be responsible for the area at all times prior to acceptance, particularly in the prevention of damage to the electrical distribution system by the activities of other trades or utilities. (f) All testing of concrete and backfill which is deemed necessary by DME is to be performed by an independent testing laboratory at Contractor's expense. (g) The Contractor is to replace at his expense any damaged equipment or correct any work not in compliance with the requirements of these specifications, the project sketch, or as specified by DME. (h) The Contractor is to furnish equipment and labor to lay out ditch, set grade, dig ditches, place conduit in trench, set transformer pads and place electrical connection boxes. The line shall run in as straight alignment as practicable. All conduit and bends shall be Schedule 40 PVC or Schedule 80 PVC and shall be electrical grade. All PVC conduits and bends shall be gray in color. (i) The Contractor is to complete rough site grading, establish final grade at padmounted equipment locations and clear these locations of any obstructions. Any change in final grade which requires the lowering or raising of electrical conductors or associated equipment will be done at the expense of the Contractor. 0) Minimum vertical crossing clearance of electrical conduits from other utilities' conduits is twelve (12) inches. (k) A lateral separation of five (5) feet from electrical conduits to other utilities' conduits is required on private property. (1) No foreign pipes are permitted under the transformer pad. (m) Backfilling of conduit trenches under paved areas, around conduit bends at riser poles and under transformer pad area is to be compacted to 95% of the density of the surrounding undisturbed soil as per ASTM D 698. Stabilization must be uniform to bottom of ditch. Alternative stabilization methods for backfilling around conduit bends under transformer pads consist of two (2) sacks of cement mixed with earth backfill or the pouring of concrete backfill with transformer pad. An alternative method for backfilling around conduit bends consists of concrete backfill with bend. The method used will be at the discretion of DME. -16- EXHIBIT A (n) Transformer pads are to be installed a minimum of three (3) inches above finished grade. No transformer pad shall be installed in a pit below finished grade of the surrounding area. (o) Transformer pads are to have a clear area surrounding the pad installation for safety, operation, and maintenance purposes. Reference Clearances for Distribution Equipment pages 1 to 6. (p) Piers are required on all transformer pads unless waived by DME inspector. The depth of piers shall extend to rock or a change in soil conditions sufficient to bear the load of pad and transformer to prevent settlement due to undercutting for conduit bend installations or washing due to drainage. (q) The Contractor has the option of installing manufactured transformer pads or poured in place pads. However, where the terrain will not permit the installation of a manufactured transformer pad as determined by DME, the Contractor is to install a poured in place transformer pad. (r) Concrete forms are to be tight and aligned so when forms are removed the finished surface shall require little, if any, corrective measures. Concrete work is to have an acceptable finish free of honeycombs, sharp, or irregular surfaces. (s) Contractor is to pull a mandrel through each conduit to check and clear blockage and leave a DME approved pull tape in each conduit. Pull tape shall be furnished by the party providing conduit and shall be installed by Contractor. Mandrel shall be furnished by Contractor. Conduit shall be plugged at both ends. (t) The Contractor is to secure inspection and approval of premise's facilities Authority Having Jurisdiction prior to the connection of electrical facilities. 3. POINT(S) OF DELIVERY DME shall determine points of delivery. The Point(s) of Delivery listed below are intended to be applicable to the majority of services. All parties concerned must recognize that isolated circumstances not covered in this document may require delivery at a point other than as specified herein. a. Commonly Used Points of Delivery: (1) Service Drops: Where DME has existing service conductors continuous and unbroken to a meter socket or enclosure, the Point of Delivery will be at the line -side of the meter socket or load side of the metering current transformers. Where there is a point of junction between DME service -drop conductors and customer's service- entrance conductors, the Point of Delivery shall be at that junction (Weatherhead). -17- EXHIBIT A (2) URD Areas and Apartment Complexes with Underground Service: (a) Commercial and Industrial: The point of delivery for commercial and industrial facilities will be the secondary terminals of pad- mounted transformers. (b) Where a main disconnecting device is installed ahead of meters, the Point of Delivery will be in that device. (c) The Point of Delivery for single - family dwellings will be at the line side of the meter socket or load side of the metering current transformers. (d)The Point of Delivery for multi - family dwellings will be at the secondary spades of either a transformer or connection cabinet. (e) Where two meters are served from a wire gutter the Point of Delivery will be at the secondary transformer spades or secondary connection box. (f)(Residential Only) Where two -meter meter pedestal installations are used, no external junction box will be required. The Point of Delivery will be at the line side of the meter socket. (g) (Multi - Family Only) Where one to six meters are served from a Customer owned meter module, the Point of Delivery will be at the secondary transformer spades or secondary connection box. (h) Other Points of Delivery will be as determined by DME as needed. 4. METHOD OF PROVIDING SERVICE a. Overhead Service Drop: (Residential Only) Electric service from overhead distribution facilities is available to Customers who meet the requirements of these Electric Service Standards. To receive overhead service, a Customer must install a suitable bracket for attachment of DME Conductors in compliance with NESC requirements. DME may refuse to provide overhead service in any area where DME has or expects to have substantial investment in underground distribution facilities or is required by City codes or guidelines to place new service underground. DME provides overhead service drops up to 100 feet in length at no cost to the customer. The Customer is responsible for all costs for service drops longer than 100 feet. b. Underground Electric Service: (Residential Only) Electric service from underground distribution facilities is available to Customers who meet the requirements of these Electric Service Standards. In areas served by DME's underground distribution system, phase and voltage of electric service may be limited to that which can be provided from existing EXHIBIT A facilities. The location and routing of underground distribution facilities will be determined by DME. A Customer may be required to provide, at his /her expense, pads for pad- mounted transformers, conduit, and other associated equipment prior to commencement of construction. Before the installation of underground distribution facilities, a Customer will complete rough site grading, establish final grade along conductor route, clearly mark or, if required by DME, expose to view any underground installation including gas lines, water lines, wastewater lines, communication lines, etc., and clear the area of all obstructions. Following installation, no change shall be made in the grade along the conductor route without the consent of DME. DME provides underground service drops up to 100 feet in length at no cost to the customer. The Customer is responsible for all costs for service drops longer than 100 feet. 5. CONTINUITY OF ELECTRIC SER VICE a. Reasonable Diligence: DME uses reasonable diligence in accordance with standard utility practices to provide continuous and adequate service in accordance with the Electric Service Standards, as set forth herein, but does not warrant or represent that irregularities or interruptions will not occur. b. Service Interruptions: (1) Service interruptions may occur. Customer is responsible for installing and maintaining protective devices as are recommended or required by the most current edition of the National Electrical Code and other such devices as are necessary or advisable to protect Customer's equipment or process during irregular or interrupted service including, but not limited to, voltage and wave form irregularities, or the failure of part or all of the electrical service. When interruptions do occur DME shall re- establish service as soon as practicable. (See §2.q. hereof) (2) DME may interrupt service to provide necessary civil defense or other emergency service in the event of a national emergency or local disaster. DME may also interrupt service as necessary for maintenance, repairs, construction, moving of buildings or oversized objects, relocation or changes of facilities, to prevent or alleviate an emergency which may disrupt operation of all or any portion of DME's system, to lessen or remove risk of harm to life or property, to aid in the restoration of electric service, on occasions when any DME wholesale power suppliers fails to deliver sufficient power and /or energy to DME, if ordered to do so by the Electric Reliability Council of Texas, and on failure of all or part of the electric transmission grid of Texas. C. Investigation of Service Interruptions and Irregularities: DME will investigate service interruptions and irregularities reported by a Customer. Such investigation normally terminates at the Point of Delivery. If -19- EXHIBIT A standard service voltage exists at this point and DME's service facilities are in good condition, the Customer shall be so advised. DME shall not be obligated to inspect Customer's conductors, installation, or equipment. 6. LIGHTING a. Street Lighting: DME will install street lighting on public roads, or streets only at the request and approval of the City of Denton Street Department as required to meet local lighting regulations, including, but not limited to, requirements defined in the Denton Municipal Code and Development Code. The developer will be required to pay 100% of the estimated cost of the street lighting facilities in advance of construction. Street lighting facilities will include poles, fixtures, controls, conduit, wiring, and other electric equipment and devices required for the lighting system. Poles and fixtures will be of one of the DME standard poles and fixtures available at the time. The estimated cost for the lighting system shall mean the total cost of all construction, including not only the labor and materials used in construction but also engineering, right of way acquisition and clearing, and all other costs directly attributable to the installation. b. Area Lighting /Security Lighting: DME will construct one overhead span of 80' and install a wood pole and fixture (refer to DME rate ordinance, Schedule DD) to serve security lighting. Any Customer requirements beyond this standard shall be at the expense of the Customer. Customer shall pay in advance as non - refundable Aid -in- Construction any excess costs of such lighting construction. For underground services to security lighting, the Customer will pay in advance as a non - refundable Aid -in- Construction such costs between the cost of a standard installation and the cost of the underground service installation. 7. GENERAL LINE EXTENSIONS a. General Policy: DME will extend its primary voltage distribution facilities to Customers in accordance with the following line extension provisions. DME will not charge the Customer for the extension of overhead primary voltage distribution facilities for any distance less than 300 feet in areas where overhead facilities exist. DME will not charge the Customer for the extension of underground primary voltage distribution facilities for any distance less than 300 feet in areas where underground distribution facilities exist. A Customer will be required to make a Contribution as Aid -in- Construction for the extension of primary voltage distribution facilities if the available delivery source is more than 300 feet from the point the line must be extended to or if the Customer requests an underground primary voltage distribution facility extension in an area where overhead facilities exist. Any required contribution will not include costs for facilities that are normally provided by DME, such as meters, and service drops. -20- EXHIBIT A Each provision of §8 through §13 herein classifies the predominant type of electric service /use anticipated on Customer's premises and specifies conditions under which a primary voltage line extension may be made. For each location where primary voltage electric line extension is required, determination of a Customer's classification involves an evaluation of the type of installation and its use. DME shall determine Customer's classification. In the event that the classification assigned by DME is incorrect based upon Customer's subsequent actual use of the installation then DME may alter Customer's classification and apply the correct line extension classification, making appropriate adjustment to the Customer's account or billing. b. Determination of Aid -in- Construction: (1) The distance of a requested extension will be measured along the route of the new line from an existing source of primary voltage line to the point required by the Customer. The Customer will be required to pay for all costs not normally provided for by DME, less 20% of the DME estimated Base Revenues to be collected from the new Customer over a three -year period. (2) If more than one Customer is requesting service from the same extension, the length of primary line extended without a fee is equal to the product of the number of Customers to be served from the line times 300 feet. (3) The contribution required for an extension beyond 300 feet will be the difference between the cost of the line extension beyond 300 feet and 20% of the DME estimated Base Revenues to be collected from the new Customer over a three -year period. (4) If more than one Customer is requesting service from the same extension, it shall be the responsibility of said Customers to agree on the division of the total required Aid -in- Construction. Said Customers shall provide DME with one payment for such Aid -in- Construction. DME shall not be responsible for collecting Aid -in- Construction payments from individual Customers. 8. RESIDENTIAL LINE EXTENSIONS a. Permanent and Continuing Residential Service: DME will construct a new extension of its overhead or underground distribution system to serve a permanent and continuing residential installation as follows: b. Applicability: To qualify as an extension to a permanent residential installation, the location where Customer is requesting service shall: (1) Be a single, permanent installation; and -21- EXHIBIT A (2) Be a single or multi - family residence; and (3) If located within a residential development or mobile home park, the developer must have complied with the residential development or mobile home - park line extension policy of DME and paid all Aid -in- Construction amounts required therein. C. Point of Delivery: DME will extend its primary voltage electric facilities to the location required to provide a Service Drop to the Point of Delivery. The Customer shall install and be solely responsible for wiring of the installation and all service entrance wiring through the weather -head and the meter base to Customer's main disconnect switch or service center. d. Aid -in- Construction: DME shall estimate the actual cost for the line extension based on the most recent data available for unit material and labor costs for the same type of construction. The actual cost will be the total cost of all construction including, but not limited to, the labor and materials used in constructing the extension, engineering, right - of -way acquisition and clearing, and all other costs directly attributable to the extension. The required Aid -in- Construction costs will be calculated using the estimated cost for the line extension and the formulas set forth in §7 hereof. The Customer may elect to use either the estimated costs or the actual costs for construction. The choice must be made prior to the start of construction. That choice may not be changed once construction has begun. With either choice, DME requires full payment of the total amount of the estimated Customer contribution before beginning any construction. (1) Aid -in- Construction Based on Estimated Costs: DME Estimated costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost, the difference between actual and estimated costs will not be refunded to the Customer. If the actual cost exceeds the estimated cost, there will be no further contributions required of the Customer. (2) Aid -in- Construction Based on Actual Costs: Actual costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost by more than $1500 or 10 %, whichever is greater, the difference between actual and estimated costs will be refunded to the Customer. If the actual cost exceeds the estimated cost by more than $1500 or 10 %, whichever is greater, the Customer will be required to pay the difference before service will be connected. -22- EXHIBIT A 9. OTHER LINE EXTENSIONS: DME will construct a new extension of its overhead or underground distribution system to serve all other permanent installations under the following provisions: a. Applicability: To qualify as an extension under this section, the location where the Customer is requesting service shall: (1) Be a permanent installation; and (2) Be a classified as commercial, industrial, or public building installation; and (3) If located within a commercial development, the developer must have complied with the commercial development line extension policy of DME and paid all Aid -in- Construction required therein. b. Point of Delivery: DME will extend its primary voltage electric facilities to the point required to provide a service drop to the Point of Delivery. The Customer shall install and be solely responsible for wiring of the installation and all service entrance wiring through the weather -head and the meter base to Customer's main disconnect switch or service center. C. Aid -in- Construction: DME shall estimate the cost for the line extension based on the most recent data available for unit material and labor costs for the same type of construction. The estimated cost will be the total cost of all construction including, but not limited to, the labor and materials used in constructing the extension, engineering, right - of -way acquisition and clearing, and all other costs directly attributable to the extension. Required Aid -in- Construction costs will be calculated using the estimated cost for the line extension and the formulas set forth in §7 hereof. The Customer may elect to use either the estimated costs or the actual costs for construction. The choice must be made prior to the start of construction and the choice may not be changed once construction has begun. With either choice, DME requires full payment of the total amount of the estimated Customer contribution before beginning any construction. (1) Aid -in- Construction Based on Estimated Costs: Estimated costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost, the difference between actual and estimated costs will not be refunded to the Customer. If the actual cost exceeds the estimated cost, there will be no further contributions required of the Customer. (2) Aid -in- Construction Based on Actual Costs: -23- EXHIBIT A Actual costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost by more than $1500 or l0 %, whichever is greater, the difference between actual and estimated costs will be refunded to the Customer. If the actual cost exceeds the estimated cost by more than $1500 or l0 %, whichever is greater, the Customer will be required to pay the difference before service will be connected. d. Customers with Loads Greater than 1000kW: For Customers with loads greater than 1000 kW, DME shall exercise prudent judgment in determining the conditions under which a specific line extension will be made and shall view each case individually. DME shall review such Customer's specific equipment requirements and may require Aid -in- Construction contributions for any equipment that is not normally provided as part of a line extension. e. Contract Term: Where a line extension is required to provide service, DME may require Customer to sign an Agreement For Electric Service for a term of up to five (5) years, provided, however, that an agreement for a longer term may be required in accordance with §2.r(3) herein. For services which may be considered as temporary, such as snow cone stands or Christmas tree lots, the Customer will pay DME 100% of costs associated with extension of service to the location. 10. RESIDENTIAL DEVELOPMENTS a. Applicability: (1) DME will construct a new extension of its overhead or underground distribution system to provide service within residential developments when five (5) or more contiguous lots are scheduled for immediate development, under the following conditions: (a) The development is a platted residential subdivision to be primarily used or developed for permanent single or multi - family residential dwelling units; and (b) The development has an approved water and sewer system and improved roads; and (c) The land developer establishes credit, executes an electric service agreement, and complies with all other applicable provisions of the Electric Service Standards of DME; and (d) The developer provides at no cost to DME: -24- EXHIBIT A (i) Right -of -way easements and covenants on owner's property that are satisfactory to DME; and (ii) Site plans (streets, wet utilities, mechanical, electrical, plumbing. and landscaping plans, etc.), notice of construction start dates and construction schedules that are reasonable and industry typical for the type of work to be performed; and (iii) Survey points for grades, lot corners, street ROW, and other locations reasonably necessary for installation of the electric system. (2) DME will install only a front lot system unless a specific exception is granted. DME will agree to such an exception at its sole discretion; b. Aid -in- Construction: DME shall estimate the cost for the line extension based on the most recent data available for unit material and labor costs for the same type of construction. The actual cost will be the total cost of all construction including, but not limited to, the labor and materials used in constructing the extension, engineering, right -of- way acquisition and clearing, and all other costs directly attributable to the extension. Actual required Aid -in- Construction costs will be calculated using the estimated cost for the line extension and the formulas set forth in §7 hereof. The Customer may elect to use either the estimated cost or the accrual cost for construction. The choice must be made prior to the start of construction. That choice may not be changed once construction has begun. With either choice, DME requires full payment of the total amount of the estimated Customer contribution before beginning any construction. (1) Aid -in- Construction Based on Estimated Costs: Estimated costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost, the difference between actual and estimated costs will not be refunded to the Customer. If the actual cost exceeds the estimated cost, there will be no further contributions required of the Customer. (2)Aid- in- Construction Based on Actual Costs: Actual costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost by more than $1500 or 10 %, whichever is greater, the difference between actual and estimated costs will be refunded to the Customer. If the actual cost exceeds the estimated cost by more than $1500 or 10 %, whichever is greater, the Customer will be required to pay the difference before service will be connected. C. Underground or overhead service lines and metering for each residential meter location shall be estimated in the manner described in §9.b(1) herein. The developer, homebuilder, or Customer prior to installation of the service line will pay the cost in excess of 100 feet. -25- EXHIBIT A d. Any additional cost experienced by DME for construction required due to placement o f homebuilder, or Customer will be paid by Customer. 11. MOBILE HOME DEVELOPMENTS boring, hand digging, or other obstacles by the developer, the developer, homebuilder, or a. Applicability: (1) DME will construct a new extension of its overhead or underground distribution system to provide service within mobile home developments when five (5) or more contiguous lots are scheduled for immediate development, under the following conditions: (a) The development is a platted residential subdivision to be primarily used or developed for permanent mobile home dwelling units; and (b) The development has an approved water and sewer system and improved roads; and (c) The developer will provide at no cost to DME: (i) Right -of -way easements and covenants on owner's property that are satisfactory to DME; and (ii) Site plans (streets, water /wastewater utilities, mechanical, electrical, plumbing, and landscaping plans, etc.), notice of construction start dates and construction schedules that are reasonable and industry typical for the type of work to be performed; and (iii) Survey points, as DME requires, for grades, lot corners, street ROW, and other locations reasonably necessary for installation of the electric system; and (iv) Adequate disconnects, meter socket, pedestal, circuit breakers and receptacles at the front of each mobile home location; and (v) Secondary service lines from the meter location to the mobile home. (2) This Article does not apply to developments designed for the accommodation of travel trailers. (3) DME will install only a front lot system unless a specific exception is granted. DME will agree to such an exception at its sole discretion. b. Aid -in- Construction: -26- EXHIBIT A DME shall estimate the cost for the line extension based on the most recent data available for unit material and labor costs for the same type of construction. The actual cost will be the total cost of all construction including, but not limited to, the labor and materials used in constructing the extension, engineering, right -of- way acquisition and clearing, and all other costs directly attributable to the extension. Actual required Aid -in- Construction costs will be calculated using the estimated cost for the line extension and the formulas set forth in §7 hereof. The Customer may elect to use either the estimated costs or the actual costs for construction. The choice must be made prior to the start of construction. That choice may not be changed once construction has begun. With either choice, DME requires full payment of the total amount of the estimated Customer contribution before beginning any construction. (1) Aid -in- Construction Based on Estimated Costs: Estimated costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost, the difference between actual and estimated costs will not be refunded to the Customer. If the actual cost exceeds the estimated cost, there will be no further contributions required of the Customer. (2) Aid -in- Construction Based on Actual Costs: Actual costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost by more than $1500 or 10 %, whichever is greater, the difference between actual and estimated costs will be refunded to the Customer. If the actual cost exceeds the estimated cost by more than $1500 or 10 %, whichever is greater, the Customer will be required to pay the difference before service will be connected. 12. COMMERCIAL DEVELOPMENTS a. Applicability: DME will construct a new extension of its overhead or underground distribution system to provide service to a commercial site, or within a commercial development where the developer requests electric infrastructure to be installed in advance of development of a site or lot, under the following conditions: (1) The site is platted for commercial development as one site or with sites or lots for multiple Customers to be primarily used or developed for permanent commercial, industrial, retail, and /or office Customers; and (2) The land developer shall comply with all applicable provisions of the Electric Service Standards of DME; and (3) The developer will provide at no cost to DME: (a) Right -of -way easements and covenants on the owner's property that are satisfactory to DME; and -27- EXHIBIT A (b) Site plans (streets, wet utilities, mechanical, electrical, plumbing, and landscaping plans, etc.), notice of construction start dates and construction schedules that are reasonable and industry typical for the type of work to be performed; and. (c) Survey points for grades, lot corners, street ROW, and other locations reasonably necessary for installation of the electric system. (4) Line extensions to each Customer within the development will be according the terms and conditions in §9 herein - Other Line Extensions. b. Aid -in- Construction: DME shall estimate the cost for the line extension based on the most recent data available for unit material and labor costs for the same type of construction. The actual cost will be the total cost of all construction including, but not limited to, the labor and materials used in constructing the extension, engineering, right -of- way acquisition and clearing, and all other costs directly attributable to the extension. The required Aid -in- Construction costs will be calculated using the estimated cost for the line extension and the formulas set forth in §7 hereof. The Customer may elect to use either the estimated costs or the actual costs for construction. The choice must be made prior to the start of construction. That choice may not be changed once construction has begun. With either choice, DME requires full payment of the total amount of the estimated Customer contribution before beginning any construction. (1) Aid -in- Construction Based on Estimated Costs: Estimated costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost, the difference between actual and estimated costs will not be refunded to the Customer. If the actual cost exceeds the estimated cost, there will be no further contributions required of the Customer. (2) Aid -in- Construction Based on Actual Costs: Actual costs will be used to determine the contribution paid by the Customer. If the estimated cost exceeds actual cost by more than $1500 or 10 %, whichever is greater, the difference between actual and estimated costs will be refunded to the Customer. If the actual cost exceeds the estimated cost by more than $1500 or 10 %, whichever is greater, the Customer will be required to pay the difference before service will be connected. C. The developer will be required to pay, in advance, 100% of the estimated cost of such electric infrastructure. DME, at its sole discretion, may accept other guarantee or contractual arrangements in lieu of cash payment. d. For each new Customer connected to the electric infrastructure within the development, the developer will be entitled to a refund of the amount paid in EXHIBIT A advance if the estimated annual revenue from the Customer, excluding purchased power cost, is more than the revenue requirement associated with DME's system and direct investment costs of providing service to the Customer. The amount of the developer's refund shall be determined by the same formula applied to individual residential and commercial Customers requesting new service in §9.b.(3) herein. If the refund amount calculated below is less than $100 or is negative, no refund will be paid. e. No additional refunds will be paid to the developer when the sum of the refunds paid to date equals the amount of the original developer contribution. DME at its sole discretion may designate a not to exceed time limit on availability of refund of the original contribution. Developer refunds will be paid only upon notification by the developer of a refund due and will be paid within sixty (60) days after notification by the developer and verification by DME. 13. TEMPORARYSERVICE In any circumstance where the need for electric service may be for a period of less than two (2) years DME shall charge and Customer shall pay 100% of the actual cost of any and all extension, equipment, and construction, plus the cost of removal less salvage value. 14. METERS a. Location and Installation of Meter: Meters and service switches in conjunction with the meter shall be installed in accordance with the latest revision of American National Standards Institute, Incorporated Standard C12 (American National Code for Electricity Metering), and will be Readily Accessible for reading, testing and inspection, and where such activities will cause minimum interference and inconvenience to the Customer. Customer shall provide, at a suitable and easily accessible location, a minimum of four (4) feet of clearance in front of and on either side of the meter base space for installation of meters and other apparatus of DME. The Customer will be required to furnish and install, without cost to DME, other necessary metering equipment including: (1) meter board, (2) meter loop, (3) meter base, gang or rack (see Appendix A attached hereto for acceptable equipment), (4) metering enclosure, (5) safety service switches, (6) adequate earth ground, (7) an adequate anchor for service drops with centerline of meter height between four (4) and six (6) feet above final grade ground level. All meters shall be located as set forth herein. To meet these requirements, vertical pack meter sets will be limited to a maximum of four (4) positions. When applications are made to replace meters that have been removed from service, DME may require changes in meter locations should DME find that the existing location is no longer suitable or safe. Where a change in the meter location on the Customer's premises is required by DME, changed at the request of the Customer, or changed due to alterations on Customer's premises, the Customer shall provide and have installed at his expense, all wiring and equipment necessary for relocation the meter. -29- EXHIBIT A b. Type of Meter and Ownership of Meter: DME shall provide, install, own, and maintain all meters necessary for the measurement of electrical energy. Such meters shall be of a standard type, which meet industry standards; however, special meters not conforming to such standards may be used for investigation or for experimental purposes. C. Limitation of Service from Single Meter: No business shall be served from a meter serving a residence unless the residence and business are combined under a single roof. Under those conditions, Commercial rates shall apply to all metered service. 15. CUSTOMER'S RECEIPT OF ELECTRIC ENERGY a. Exclusive Use: (1) When electric service is available, Customer shall purchase from DME all electric energy and service required to be used by Customer from a single consuming installation. (2) Customer may not connect his lines to another source of electric energy without first having a written interconnection agreement signed by DME per § 18 herein. b. Customer's Installation: Customer shall at all times maintain his /her installation in accordance with the latest revision of the National Electrical Code published by the National Fire Protection Association and /or The National Electrical Safety Code published by the Institute of Electrical and Electronics Engineers, Inc. as well as any other applicable standards that may be imposed by law, ordinance or regulation. 16. CUSTOMER'S USE OF ELECTRIC ENERGY Permitted Uses: Electric energy provided through DME facilities shall be used by the Customer exclusively for the purpose or purposes specified in the availability clause of the rate schedule under which Customer is receiving service and being billed. 17. CUSTOMER'S ELECTRICAL LOAD: a. Load Balance: DME requires Customer to control the use of electric energy so that DME's electrical load at the Point of Delivery is in reasonable balance. b. Equipment Necessary to Limit Adverse Effects: (1) DME may require Customer to provide, at Customer's expense, suitable apparatus to limit the effects on DME's distribution system of voltage fluctuations -30- EXHIBIT A caused by electric equipment in Customer's installation where Customer is found to be operating electrical equipment which produces voltage fluctuations, interference or distorted wave forms which adversely effect electric service provided by DME to Customers. (2) In lieu of requesting Customer to install special equipment limiting such adverse effect, DME may, at its option, install at Customer's cost, additional transformer capacity (which may or may not be dedicated solely to the Customer) or other equipment specially designed to reasonably limit such adverse effects. C. Changes in Customer's Electrical Load: (1) DME may require information concerning the nature of the load and electric service requirements as well as the expected duration of the load. Customer shall give written notice to DME fifteen (15) days in advance of connecting any motors or other devices, which might increase load above the rated capacity of transformer(s) servicing said Customer. If Customer fails to give such notice and an overload condition causes damage to the transformer(s) servicing Customer, then Customer shall pay to DME the replacement costs of such transformer prior to the time it was damaged less salvage value. (2) If in the judgment of DME there is an increase in any electric service requirement for which, under standard engineering practice, it would be desirable to construct additional facilities, then DME may charge Customer as Aid -in- Construction or as an increased minimum, an amount not to exceed the actual cost of such facilities together with any fixed cost increase charged by DME's wholesale power supplier as a result of the Customer's increased load. DME may require the Customer to execute a new contract for electric service specifying appropriate terms including the maximum load, increased minimum load or Aid -in- Construction. d. Access: Customer will admit to Customer's premises at all hours personnel authorized by DME to inspect, install, remove, or replace DME's property, to read DME's meter, and to perform other activities necessary to provide electric service, including tree trimming and tree removal where such trees, in the opinion of DME, constitute a hazard to DME personnel or facilities, or jeopardize the provision of continuous electric service. Refusal on the part of Customer to provide access for the above purposes may, at DME's option, be sufficient cause for discontinuance of service. If services are discontinued by DME due to Customers refusal to provide proper access, service will not be restored until the facilities are relocated to provide DME proper access. Such relocation will be at Customers expense. e. Protection of Utility's Facilities on Customer's Premises: -31- EXHIBIT A (1) Customer shall use reasonable diligence to protect DME personnel and facilities on Customer's premises. (2) In the event of loss of or damage to DME facilities on Customer's premises caused by or arising out of carelessness, neglect, or misuse by Customer or unauthorized persons, DME may require Customer to reimburse DME the full costs of such damage. 18. INTERCONNECTION TO ELECTRIC SYSTEM a. Customer Owned Generation: (1) Customers requesting interconnection and parallel operation of Distributed Generation must complete the DME approved Application for Interconnection. DME will perform the necessary pre- interconnection studies, which may include a service study, coordination study, and utility system impact study, as needed in compliance with PUCT Substantive Rules 25.211 and 25.212 or its successor(s). In instances where such studies are deemed necessary, the scope of such studies shall be based on the characteristics of the particular distributed generation facility to be interconnected and the Company's distribution system at the specific proposed location. The Customer is responsible for all costs associated with the pre- interconnection studies. (2) Once the study is completed and /or the project has been approved by DME, the Customer will pay all costs estimated for construction or extension of facilities required for interconnection and /or parallel operation. (3) Any connection to the Distribution or Transmission system without proper prior notice and execution of interconnection agreement will result in the immediate disconnection of service. Service will not be restored until any required studies are completed, the installation has been inspected and approved by DME, and an interconnection agreement has been executed. 19. LIABILITY, INDEMNITY, AND DISCLAIMER OF WARRANTIES a. Liability/Indemnity: (1) DME is responsible for design, construction, operation, and maintenance of electric service facilities up to and including the Point of Delivery. Customer is responsible for design, construction, operation, and maintenance of Customer's installation beyond the Point of Delivery and has sole control and supervision over Customer's installation. It is particularly understood that the Customer assumes full responsibility for electric energy furnished to Customer at and past the Point of Delivery and will indemnify DME against and hold DME harmless from all claims for damages including but not limited to injuries to any persons; including without limitation, death or injuries resulting there from, and damages to property occurring upon the premises to the Customer, arising from electric power and energy delivered by DME whether or not caused by the negligence of -32- EXHIBIT A DME; except when the negligence of DME or its agents or agents was the sole proximate cause of such injuries, death of persons, or damages to property. (2) Except to the extent injuries or damage have been caused by DME's negligence or willful misconduct as provided in this section, it is the express intention of Customer to indemnify DME for the consequences of its own negligence. Without limiting the foregoing, DME is not and shall not be liable to Customer for damages occasioned by: (A) irregularities or interruptions (of any duration), or failure to commence electric service, caused in whole or in part by:(1) governmental or municipal action or authority, litigation, public enemies, strikes, acts of God (including weather and its resulting consequences), (2) an order of any Court or Judge granted in any bona fide adverse legal proceeding or action or any order of any commission or tribunal having jurisdiction, (3) situations or conditions described in §5.b(2) of these Electric Service Standards, (4) the absence, inadequacy or failure of protective devices which are the responsibility of the Customer, (5) the inadequacy or failure of generation or transmission facilities, or (6) any other act or thing reasonably beyond the control of Customer, or as may be authorized elsewhere; or (B) any interruption of service not occasioned by situations or conditions described in (A) above that has not existed continuously for beyond a reasonable period of time after notice to DME, which reasonable period shall under no circumstances be less than twenty -four (24) hours or any interruption of service of greater than a reasonable duration if DME has used reasonable diligence in attempts to restore electric service after DME is notified of such interruption. (3) DME may perform voluntary or emergency acts to electric facilities which are the responsibility of the Customer but shall have no liability for damages or injuries resulting from said acts except to the extent that said damages or injuries are proximately caused by acts or omissions of DME which are found to be wanton or willful with the actual intent to cause injury. (4) In any claim or cause of action relating to the provision of electric service asserted by Customer or any other person against DME, DME shall not be liable for any consequential, special, or non - direct damages, including but not limited to loss of use of equipment, extra expense due to the use of temporary or replacement equipment, loss of electronic data or program, loss of business revenue, costs of capital, or any cost not part of necessary repair to or reasonable replacement of electric equipment whether the claim or cause of action is based upon contract, tort, negligence, products liability, or any other theory of recovery. b. Disclaimer of Warranties: DME MAKES NO WARRANTIES WHATSOEVER WITH REGARD TO THE PROVISION OF ELECTRIC SERVICE AND DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT -33 - EXHIBIT A NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. C. Terms of Contract: The terms of the contract are the provisions of the Electric Service Standards of DME, the applicable electric rate schedule, any applicable contracts associated with DME Rate Schedule SFR (Special Facilities Rider), and any applicable easements. 20. CONDITIONS TO BE FULFILLED BYAPPLICANT OR CUSTOMER As conditions precedent to the performance or obligation to perform any part of the contract for electric service by DME or the provision of any electric service, Customer shall: a. Comply with the Law: Customer warrants to DME that he or she has complied with all Federal, State, County, and Municipal laws and regulations governing the service applied for and shall remain continuously in compliance with said regulations. DME does not undertake to determine if Customer is in compliance with the law and the provision of service shall not be construed as any indicia of compliance; however, DME may require a copy of any approval required by law, ordinance or regulation prior to the provision of service or may refuse new service or discontinue existing service if Customer fails or refuses to comply with applicable Federal, State and Municipal laws and regulations. b. Comply with Service Standards: Applicant /Customer shall comply with the Electric Service Standards of DME governing the service applied for. C. Customer's Installation: Customer warrants to DME that Customer's installation is constructed in accordance with all applicable provisions of the latest revision of the National Electrical Code published by the National Fire Protection Association and /or the latest revision of the National Electrical Safety Code published by the Institute of Electrical and Electronics Engineers, Inc., all City of Denton Development and Construction Codes, as well as any other Codes that may be applicable. Customer further warrants to DME that Customer's installation will be maintained in accordance with such Codes. DME does not undertake to determine if Customer's installation complies with such standards and the provision of service shall not be construed as any indicia of compliance; however, should it come to the attention of DME that Customer's installation does not conform to such standards, Customer may be required to conform prior to the provision of new service, or DME may lawfully discontinue existing service. d. Easement: -34- EXHIBIT A Customer shall grant to or secure for DME any easements necessary to supply service in accordance with §2.b.(2) hereof. The acquisition of all easements will be at the Customer's expense. In the event the Customer is not able to secure an easement acceptable to DME after reasonable attempts, then Customer shall reimburse DME all costs incurred by DME associated with its acquiring said easements or redesigning the electric system to work around the lack of the required easements. e. Construction Costs: Customer shall fulfill all obligations for the payment of construction costs in the manner prescribed in these Electric Service Standards governing line extensions. L Assignment of Contract: The Customer shall not assign the Agreement For Electric Service or any of Customer's rights or obligations arising there under, except by the express written consent of DME, and in compliance with Electric Service Standards of DME as adopted by the City Council of the City of Denton. Texas. Any Agreement For Electric Service reached by DME and a Customer shall inure to the benefit of DME's successors and assigns. g. Modification by the Parties: The Agreement for Electric Service may be modified by the agreement of both DME and the Customer, if such agreement is made in writing and signed by both parties. -35 - EXHIBIT A Appendix A APPLICATION METER SOCKET WIRES PHASE VOLTS SERVICE TYPE INSTALLATION TYPE SOCKET TERMINAL SPECIFICATIONS: PREFERRED MANUFACTURER 3 1 120/240 RESIDENTIAL SELF - CONTAINED OH RINGLESS, 4 TERMINAL, 200 AMP OVER -HEAD MILBANK #U7021 -DL OR COM ONLY DURHAM #UT- RS203N 3 1 120/240 RESIDENTIAL SELF - CONTAINED UG RINGLESS, 4 TERMINAL, 200 AMP UG SIDE WIREWAY MILBANK #U1980 -O OR COM ONLY DURHAM #UT- RS223A 3 1 120/240 RESIDENTIAL SELF - CONTAINED UG RINGLESS, 4 TERMINAL, 320 AMP, UG SIDE WIREWAY, JAW MILBANK #U2124 -X OR COM ONLY CLAMPING LEVER BYPASS DURHAM #UT- H4326A 3 1 120/480 RESIDENTIAL SELF - CONTAINED OH RINGLESS, 5 TERMINAL 200 AMP, NETWORK, JAW CLAMPING MILBANK #09551 -RR -LL OR COM AND UG LEVER BYPASS DURHAM #UT- H5213T 3 1 120/480 RESIDENTIAL INSTRUMENT RATED OH RINGLESS, 6 TERMINAL 20 AMP, PREWIRED WITH TEST Contact DME Metering - Phone OR COM AND UG SWITCHES. ONE PIECE COVER (940) 349 -7643 RESIDENTIAL MED TRANSOCKET SINGLE PHASE, 6 TERMINAL, 320 -600 AMP TRANSOCKET, Contact DME Metering - Phone 3 1 120/240 OR COM OH AND UG PREWIRED WITH TEST SWITCHES (940) 349 -7643 RESIDENTIAL LARGE TRANSOCKET SINGLE PHASE, 6 TERMINAL, 600 -1600 AMP TRANSOCKET, Contact DME Metering - Phone 3 1 120/240 OR COM OH AND UG PREWIRED WITH TEST SWITCHES (940) 349 -7643 4 3 120/480 RESIDENTIAL SELF - CONTAINED OH RINGLESS, 7 TERMINAL 200 AMP, JAW CLAMPING LEVER MILBANK #U9701 -RR -L OR COM AND UG BYPASS DURHAM #UT- H7213U 4 3 120/480 RESIDENTIAL SELF - CONTAINED OH RINGLESS, 7 TERMINAL 320 AMP, UG SIDE WIREWAY, JAW MILBANK #U2120 -X OR COM AND UG CLAMPING LEVER BYPASS DURHAM #UT- H7326A 4 3 120/480 RESIDENTIAL INSTRUMENT RATED OH RINGLESS, 13 TERMINAL 20 AMP, PREWIRED WITH TEN POLE Contact DME Metering - Phone OR COM AND UG TEST SWITCHES. ONE PIECE COVER (940) 349 -7643 3 1 120/240 APARTMENT SELF - CONTAINED OH RINGED, 2 GANG, 4 TERMINAL, 200 AMP PER POSITION (Vertical MILBANK #U1252 -X -K1 AND UG or Horizontal) DURHAM #UT- 2R2332U 3 1 120/240 APARTMENT SELF - CONTAINED OH RINGED, 3 GANG, 4 TERMINAL, 200 AMP PER POSITION (Vertical MILBANK #U1253 -X -K1 AND UG or Horizontal) DURHAM #UT- 3R2332U 3 1 120/240 APARTMENT SELF - CONTAINED OH RINGED, 4 GANG, 4 TERMINAL, 200 AMP PER POSITION (Vertical MILBANK #U1254 -X -K1 AND UG or Horizontal) DURHAM #UT- 4R2352U -36- EXHIBIT A Appendix B Customer Requirement Forms Commercial — Short form Denton Municipal Electric � Date Received by DME: Customer Requirements Document Commercial & Industrial Received by: Please Complete in Full and return to the DME Engineering Rep for this project with adigkal copy (,dwg) of the plat with chril, plan & profile, with water and sewer locations shown (existing and proposed) C-toorwar: Ph— #: Email: Project Address Mailing Address: Phone 4: E-Mai 1: Cuct&mrir is required to provide, without cast to DIVE! 1) 5uitri 5pacaon Customer's premises for the installation and maintenance orf the favfltias; 2) rough site grading to final grade along the mute uFfaciIdes and clear ng of all obstructions; 3) required essamerk(s) and rightlx) of —Y, and (4) sta, ki n g of property co me - Site Plan & Sun,Oy: Indicate an the aide plan]—ythe desired meter(s) and transformer location1sl- Requesting Voltage- I phase, 120/24OV: _3 phase, 120/208V:_3 phase, 120/240V _ 3 phaiie, 277/43OV: _3 phase, 480V: Other Main Breaker Rating; _(in Amps) Square footage of Structure; _ tile. of ElactrK Meters Requested._ Desired service Type; Overhead: _ Underground; _ Gas? Yes_ No _ Service Date Required; ELECTRICAL LOAD REQUIREMENTS HVAC Lad Quantity: share: Tons: kW (-th) Lighting Quantity: Phase: kW leach): _ Miscellaneous. Load QuantitV:_ Phase _kWleach):_ M oto r > SG kW? Yes: NO: TO BE COMPLETED BY DME REPRESENTATIVE AND INITIALED BY CUSTOMER REPRESENTATIVE C ustonne r to p rovit! a civi I ,iork: Yes / No Custome r to p rovid a clearing of ROW Customer to Is roved a ease men I Initials Initials Initials COST ESTIMATES ARE GOOD FOR 30 DAYS Pursuant to DME's tariff fair —ice d.Ih—r, the extemion length orcost of additional electric facilhuei is: cast to customer. Customer Initials: DME Initials: Cate: Ith the —ponailsillity, of the developer W clear rights-of-way, establish final grade and provide staking Of PITOPeFty—Friers PFIOF to the InAaIlOtf— Of Denton Municipal Elect0cfaefiltles- Signat— Title Ph.- Date No C ust orn er payment is req u I red at the t I rn e the Customer cc m plet es an d returns this docu rn ent to DME Any addition a I Custom m er ch a rges, if app lica ble, vvi ll be established th — 6 . se -,at. --nnant bet.— MME and the Cu stomas. Far DME Use Only: E atimated Aid -M -Co nat ruction Cost for Canto m a, $ - fo r cu stom a r req ui re meats greater than current DM E's current standards for I nsta flaitions and/or' m3ocatio n of existing fa ci lities . -37- EXHIBIT A Commercial — Long form Denton Municipal Electric � Date RecaiwedbyDME: Customer Requfrernents Document Commercial & Industrial R—ad by: Please Complete in rul land return tot he DME Engineering Rep forth is project with adigital copy (.dwg) of the plat with chril, pfairs & profile, with water and sewer locations shown (existing and proposed) Customer is req.—cl to provide, without cost to DME: 1) suitable space on Cusbamaei premises For the installation and maintenance of the facilities, 2f rough site grading to final grade along the route of facilities and clearing of all obstructions;.. 3) required eastmersis) and nghgs) of way, and 14J staking of property come- Cu5tomer- Phone Cell ff Protect Address: Mailing Address: General Contractor: Phone #. Cell # Electrical Contractor Ph— 01: Call 4: DESIGNATED RESPONSISIE PARTY FOR PAYMENT OF COSTS ASSOCIATED WITH PROVISION OF ELECTRICAL SERVICE SUCH AS CIAO. Customer:: Genere I Contractor: Architect: E lectricsi I Contra dor Other. ELECTRICAL REQUI RE M E NITS Site Plan. Mark desired meter, transformer, and other equipment I.-ti— Survey or plats may be required. All utility —ernarts should be platted. Servi- Type overhead Underground Hours of Opera[ on. 3 toy _ 24 hours _ Other_ No of Eleozic Meters. Requested _ Service Sizes (Amps) _ N.L.fC.nd.c-t.rs,rph.._ands.,j-,i�-fAmp,)_ Service R.q.—t Date, Temporary S.,ka_ Permanent Service Allow up to tan t19 business day, for preliminary cost estimate and an additional 3 —eks ]miminnum) for scheduling DME co truction cren- RnqUinsd Permits, utility casements, and surveying will necessitate additional dasrgn time. All three -phase transformers will require up to 16 iveeks, of lead time. There is no exceptions to this time. DIME will peon de, the loan cost design. This design will be considered iterative design 41. Excess facilities atthe request of the customer may re-IT in additional charges lathe customer, COST ESTIMATES ARE GOOD FOR 30 DAYS Pursuant to DME's tariff for service delivery, the extension length orcosi of additional electric facilities is.. cost to custo, m er, Customer Initialis: DME Initials. Oates. it Is the responsibility of the developer to clear rights -of -way, establish final grade and provide stakfing of property comets prior to the Installation of Denton Municipal Electric facilities Signature Title Phone Date Oth-th.n Additi—I v—ign charges for atenit— designs as applicable, no Customer payment is required at the time the Customer completes and returns this document to DIME. Any additional Customer charges, if applicable, will be establoshed through a separate agreement between DME and the Customer. Page 1 of 2 EXHIBIT A Denton Municipal Electric Customer Requirements Document Commercial & Industrial Customer: Ind icafe One Only, No,,, Load: _Added toad t.E.i,fing "ested Voltage lmlAct only One)! I Ph—, 12D/24OV: _ 3 ph. c., 120/20E7 V:_3 ph-., 12OI2404V: _3 phase. 277, +480x' V: — 3 Ph—, 41306V. Oth." HVAC LOAD INFORMATION Quantity Phase MOTOR LOAD INFORMATION Q—tky Phase ELECTRICAL LOAD REQUIREMEN Volts Tons SEER connected kW (each) Heat kW (each) Volts HP (—hj Stan Type Sun Cade Eq.ip—nt D—ipti- LIGHTING & MISCELLANEOUS LOAD INFORMATION Quantity Ph.- V.In Connected kW [—h) Eq.ip—t D—ipti- signature Title Page 2 of 2 -39- Phone Date EXHIBIT A Multi-family Residential Denton Municipal Electric � Date fiecaiwedby[DTOE: Customer Requirements Document Multi-Fornfly 11--d by: Please Complete in Full and return tot he DME Engineering Rep forth is project with adigital copy (.dwg) of the plat with civil, pfan & prof(fe, with water and sewer locations shown (existing and proposed) Customer is required to provide, without cast to DME: 1) suitable space on Custo mar's premises for the installation and maintenance of the facilities; 21 rough sto grading to fin.] grade along the routs, of facilfties and cLoanng of of a bstructions, 31 required ease menus) and rig ht(zil of w", and 14) staking of property 11— Apt Project Name- L—ti— OtApts Developer Phone Fan: Malhne Addr.- Cu I Engineer:: Phone Fan:. Project Su Pen me nde rt: Phone: Fan: Electric Only Siubd i,i si— El.a6c/G.s S.bdiMi- 5ingfia She Apt P,.j.d; D-.I.p..ot Acreage: Tot.] Number of Urtc: Mixed 51- Apt Pt.r.d: D-.Ip..ct Atneage: _ Total Number of Units Apt Plan ar, Square ow.g.: _A/C Si— Elea Heat: Heat pump:. _ Apt Plan 4, _Square Footago° _AJC Sim! Elect Heat, Heat Pu mp; — Apt Plan 4- Square Footage- _A/C Size': Elect Heat: Heat Pump: _ Apt Plan #. ....Square Footage, FVC Size; Elect Heat:_ Heat Pump. _ Apt Plan # _ .Square Footage _ A/C Si— Elect Heat Heat Pump Building Information - Ustthe number of each apartment plan in each building; Attach or seplte piece of Paper Water H—Eft Information.; Electric: Gas Propane: Additional Electric Requirements for Common Areas (Please marklocltom(si on plat) Peaking Lot Liglntrng: _ Amonit— Demer, _ Lift Station: _ T-4 Compactor, Tears pora ry Se wicrr Rea{ ui red (Date): Permanent Service Recivaad I Date): Plawe note t he a mend as for the A m en itiea Ce me r such as pools a n d clu bhouse. Plea se make s u re you note any 3 -ph ase req ui re m en ts. It Is the f "ponsibIl fty of the developer bD clear tights -of -way, establish final gr ad@ and provide staking of pr opoi ty corners is prior to the installation of Denton Municipal ElectOriadliti— Developer Is also responsible f-stakirig'-p—Ing., otherwise marking any existing facilities Where DMEWould need to use caution in digging Signature Tit[. Phone Date No Customer' Payments required at the I im a the Customer completes and net u m s th is document to D M E. A ny add it oral Customer cha r&es, if applicable., wOl be established 6 rou a It a se m rate azueeme nt between CM E and the C u sbamen For DM E Use Only: Esti mated A id- I H -Coast ructio m Cost for Ou sto mer. S - for cu Aom a r req u fama nts greater r than current CNIE's current standards for installations and/or relocation of misting Facilities, EXHIBIT A Single Unit Residential Denton Municipal Electric � Date Received byDME: Customer Requirements Document Residential Single Unit Rec—d By: Please Complete in Full and retum to the DME Engineering Rep for this project with a digital copy (.dv4B) of the plat and water and waver prints, if applicable. Customer is r.graired to provide , with..t -st to MME: 1) svitaWe space on Customer's premises for the installation and maintenance of the facilhtinB ; 2) rough site pratInngto final grade along the route offacilives and clearing of all obstrvetions; 31 required easementfzl and rightis) of way, and (4l staking of property ..rmars. General Information C.t.mer Na— Phone: f I - Celt 4- f 1 - Email Address• Pr.j.,t Address: Mailing Address: General contract— Gall 4, I 1 - E-Mail Site Planf5wvey: please indicate on site plan /sunray desired meter and tran0ormar location as well as locat ion of the driveway and existing utilities on the property. Req—tirl; Voltage: Main Breaker Rating (in Ampsi ZQQ 320 s320 House Square Footaga, De,gwranl Service Typia, Overhead Undarground_ tot Sim, Lead RPq.],..-t. Air Unit 1• Tons, SEER Rating! Gas?, Yes or No Unit 2: Tons, SEER Rating; Pool/Hot Tub?; Yet or No; Unit 3: Tons, SEER Rating: Electric Instantaneous Water He@ter7 Yes or No Unit 4; Tons, SEER Rating; C.-t—ft. Time Fr— Sttbv_ C—pete by: Signature (Customer) Title Phone Data No Customer payment is required at the time the Customer complatesand returns this document to DME. Any additional Customer chargen, ifalppliable, w0l be established through aseparatia agreement between DME and the Customer. For DME Use Only: Estimated Aid-In-Construct — CostforCustomar S -forwstomer requirements greater than —rientOME's current standards for installations and/or retocation af exist ing fee ihues. -41- EXHIBIT A Residential Subdivisions Denton Municipal Electric � Date ftcaiwedby[DME: Customer Requfrennents Document Residentigi Subdivision R-..oi by: Please Complete in Full and return to the DME Engineering Rep for this project with a digital copy (.dwg) of the pi at and water and sewer prints, if a pplira ble. Customer is required to provide, without cost to DME: 1) suitable space an Customers premises forthe installation and maintenance of the faci I rties, 2l rough site grading to final grace along the route offacilitias and clearing of ale obstructions, 3) required eassronerusl and nghtQs) of way, and Inc staking of property corn e rs- Genera I Information.. S,bdMsi.n Name: Develop— Phone NtailinaAddress: civil Engineer:: Phone: Project 5, pert t-dent: Phone:: Electric Only Subdivision Electric /Gas Subdwnion Muted Hem. fire 5udadhilal — subdivision Acreage: He— St.— Footage: Lou 8 lock #s: H u , a square ;.or. g. Lots 8 lock #a: H .. - Square F—iss S.: Lots 81-11 fist: House Square footage: Lon 8 lock #3 Fklail: Service Required Date 4 Lots: Heating information: Electric Str ip Meet: Electric Heat Pum ps: _ .Gas Root _ Pfoipa n Water hearing knformatiory Electric Gas: _Propane- Additional Electrical Requirements for Common A. east. (Please mark location(s) on the plat) Landscape Lighting:.. _ Sprinkler System: _ Ameninaas Center. Lift Station Please note the a—irties forthe Amenities Center such as pools and clubhouse. Please make sum you note any 3-phase requirements. List Builder and Contact person if lots are sold: it is the rasp -601tv of the developer to rurnrlde and d-, all easements and dghts-.f—y, establish final g,.de and provide staking of property -I.— Prior to the installation of Denton Municipal Electric facilities- Falbure to establM final grade may result additional charges to the developer after the project Is closed out. Signature Title Phone Data No Customer payment is required at the time the Customer completes and returns this document to DME. Any addtional. Customer charge,, if applicable, 4vill be -triblithmil through . separate agreement betv—r, DME and the Cuttorne, Fc,T Drvl� Use Only: Estimated Aid-in-Construction Cost for Customer 5. for customer requirements greater than current DMVs current standardsfor installations and/or relocation of existing facilities. -42- EXHIBIT A Appendix C Clearance Requirements Clearances of Pad-mounted transformers to Buildings CLEARANCES OF PADMOUNTED TRANSFORMERS TO BUILDINGS NOTES 1. Clearance from budding walls shall comply w it h the c €earanie table _ Ali dime n% in n.s shown are mmimlim &mpms ions. 2- Where there are bul I J?npg eaves or overhangs within 2T -T above grace, clearance shall be measured horizontally beginning from the edge of true cave or overhang. 3- ire relmstive building walls include. driEk And mAsnnry structures that have a:2 -hour firp. rating. 4- Clearance to building doors, windows, vents and tire escapes are to be measured radially. S. Licu'd flow of area surrounding the transformer should be awayfrom the building. Where the ground is flat, or slopes towards the bull&ng, a dire sufficient to contain all the transformer ok 1per nameplate for transformers 500 kVA and larger shad) be p r o v, d e. J . G. Clearances are measured tram pad edge to building:, wall, ape ning, ove rnang, or fire escape unless a contamment dike is utilized. If a containment ci is j11112ed, the clearance shall be measured fro In the dike. I. (1-1 P.a rA nr P.s fn r,windows An d vents lin.atp. d above t hel tran%fn rm P, r are m P. A lsu red, radial I y from the closest do i nt on the tra nsto rm e r- 8- Pao mounted transformers shall be positioned such that h otsi: ck use is not , e q u i red on the side tac i ne the bu i I d i ng . It a hotst i c k is recurred on the building side, clearances show,,) in Detail Sheet 2 shall be maintained. 7. there shou Id not he Any above gmu nd unst r:,ction%, sixh as shrubs, rnaling towers, UA.s meters, fe. nung, etr- within S' — 0" at pad or overhangs above pad tacilities. Reference Detail Sheet 2 tar screemng clearances around pad - mounted equipment. 10. Terre should not lip. any ld§lp'; ng or coi)cjLj;l uncinr T he pad. IL I ransforme rs shad not obstruct a fire lane. 12. It is the owner's relsponsildi4y to im mply with Any insurance regulations affecting the premises. Building K U, Wind—, CLEARANCES FOR M 0 N I C I P A L Fir. N.. P. m Drs Doors Rrp Re Re.skflvp Vpn,.% I phase ;Tu 0" NOTES 1. Clearance from budding walls shall comply w it h the c €earanie table _ Ali dime n% in n.s shown are mmimlim &mpms ions. 2- Where there are bul I J?npg eaves or overhangs within 2T -T above grace, clearance shall be measured horizontally beginning from the edge of true cave or overhang. 3- ire relmstive building walls include. driEk And mAsnnry structures that have a:2 -hour firp. rating. 4- Clearance to building doors, windows, vents and tire escapes are to be measured radially. S. Licu'd flow of area surrounding the transformer should be awayfrom the building. Where the ground is flat, or slopes towards the bull&ng, a dire sufficient to contain all the transformer ok 1per nameplate for transformers 500 kVA and larger shad) be p r o v, d e. J . G. Clearances are measured tram pad edge to building:, wall, ape ning, ove rnang, or fire escape unless a contamment dike is utilized. If a containment ci is j11112ed, the clearance shall be measured fro In the dike. I. (1-1 P.a rA nr P.s fn r,windows An d vents lin.atp. d above t hel tran%fn rm P, r are m P. A lsu red, radial I y from the closest do i nt on the tra nsto rm e r- 8- Pao mounted transformers shall be positioned such that h otsi: ck use is not , e q u i red on the side tac i ne the bu i I d i ng . It a hotst i c k is recurred on the building side, clearances show,,) in Detail Sheet 2 shall be maintained. 7. there shou Id not he Any above gmu nd unst r:,ction%, sixh as shrubs, rnaling towers, UA.s meters, fe. nung, etr- within S' — 0" at pad or overhangs above pad tacilities. Reference Detail Sheet 2 tar screemng clearances around pad - mounted equipment. 10. Terre should not lip. any ld§lp'; ng or coi)cjLj;l uncinr T he pad. IL I ransforme rs shad not obstruct a fire lane. 12. It is the owner's relsponsildi4y to im mply with Any insurance regulations affecting the premises. - 43 - UNITON CLEARANCES FOR M 0 N I C I P A L DISTRIBUTION EQUIPMENT I L E C T R I C Page 1 of 6 - 43 - EXHIBIT A Clearances around Pad - Mounted Equipment CLEARANCES AROUND PAD - MOUNTED EQUIPMENT NOTE 3 Notes: 1. Clearances to building walls shall be the greater of: a. Clearances listed in Detail Sheet 1 for oil- filled equipment. b. 10 feet if hotstick use is required on this side of the equipment. c. 5 feet if hotstick use is not required on this side of the equipment. 2. A minimum of 8' clearance is allowed if the use of hotsticks are not required. 3. Gate(s) shall open outward and the width oft he gate shall not be less than 10 feet. 4. Where the ground is flat or slopes towards the building, a dike sufficient to contain all oil for transformers that are 500 kVAand largershall be provided. Reference Detail Sheet 1. 5. When transformers are installed, screeningwalls shall provide adequate ventilation. CLEARANCES FOR UNTON ) C I P A l DISTRIBUTION EQUIPMENT Page 2 of 6 EXHIBIT A Clearances of Above Ground Equipment, Foreign Utilities, and Equipment CLEARANCES OF ABOVE GROUND EQUIPMENT FOREIGN UTILITIES AND EQUIPMENT Notes; 1. Pad mounted equipment, pedestals, and other above ground enclosures should be located not less than 4 feet from fire hydrants. Where conditions do not permit a clearance of feet, a clearance of not less than 3 feet can be considered. 2. All above ground, metallic power and communication equipment (pedestals, transformer cases, apparatus cases, etc.) that are separated by a distance of 6 feet or less shall be bonded. Reference Detail Sheet 16 for methods of providing foreign utility company equipment ground- - 45 - CLEARANCES FOR AXIMMMMAM Page 3 of 6 NOTE 1 (dotes: EXHIBIT A Clearances for Swimming Pools Clearances for Swimming Pools UNDERGROUND ELECTRIC SUPPLY (RISER I-OLE, TRANSfOPMEPI. ETC) NOTE, 3 POOL ALIX EQUIP SERVICE LATERAL APPROMMATELY 3' LOCUS OF 5' MINIMUM RADIAL DISTANCE FROM POOL AND AUXIUAFrY EQUIPMENT LINE 1. A swimming pool and any of its auxiliary equipment or water pipes shall not be installed within 5 feet of an existing direct buried underground service lateral. 1 Where a swimming pool must be installed within 5 feet of existing items mentioned In Note 1, the customer /client shall provide a conduit with a pulling wire from the service connection point to the meter. 3. Any pad-mounted equipment must be located 10 feet or more from the water's edge. CLEARANCES FOR AXIMMMMAM Page 4 of 6 EXHIBIT A Above Ground Clearances from Gas Equipment Above Ground Clearances from Gas Equipment TRANSFORMERS AND SWITCHGEARS VON GROUND ELEVATION VIEW NMI El I 0, pry T NO GAS METERS SHALL BE INSTALLED IN FRONTOF A TRANSFORMER PLAN VIE ELEVATION VIEW PLAN VIEW h!2LELS: I. Measurements are referenced from the inlet gas riser. 2. The measurements shall ensure: a. That a minimum clearance of 36 inches is attained between the entire gas meter installation and the transformer a n d, b. That a rnininium clearance of 18 inches is attained between the entire gas meter Installation and all other above ground facilities including electric pedestals and handholes. 1 This standard applies to 630 gas meter installations and smaller. For larger installations, contact DIVE Engineering for requirements. 4. This drawing is typically used where the gas main is located in an alley or dedicated utility easement -47- CLEARANCES FOR 5 of6 EXHIBIT A Vegetation Clearances For Pad Mounted Equipment VEGETATION CLEARANCES FOR PAD MOUNTED EQUIPMENT To allowfor safe operation and maintenance, no obstructions (which includes vegetation materials) will be allowed 10 feet from the front (doors) and 3 feet from the sides of all pad- mounted equipment. CLEARANCES FOR UNTON ( C I P a L DISTRIBUTION EQUIPMENT Page 6 of 6 Consent Agenda B AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Terry Kader at 349 -8729 ACM: Bryan Langley aL SUBJECT Consider adoption of an ordinance authorizing the City Manager or his designee to execute a purchase order through the Buy Board Cooperative Purchasing Network for the acquisition of three (3) Caterpillar Model 430F Backhoes for the City of Denton Wastewater Collections and Water Distribution Departments; and providing an effective date (File 5514 awarded to Holt CAT in the amount of $282,576). The Public Utilities Board recommends approval (5 -0). FILE INFORMATION This item is for the purchase of one (1) replacement backhoe for the Wastewater Collections Department and two (2) replacement backhoes for the Water Distribution Department through Buy Board Contract Number 424 -13. All of the backhoes have met the Fleet Department's replacement criteria and have been approved in the Fiscal Year 2013 -2014 Budget. One (1) backhoe will replace a 2010 Case Model 590 for the Wastewater Collections Department. One (1) backhoe will replace a 2007 Case Model 590 for the Water Distribution Department. The third backhoe will replace a 2013 JCB Model 3CX14 that will be transferred to the Water Production Department. This backhoe's power requirements were insufficient for the Water Distribution Department's intended application, so it will be utilized as a fleet addition for Water Production. Comparison pricing was obtained from three (3) cooperative contract vendors for the backhoes. Although horsepower is similar in each of the three models, only the Caterpillar Model 430F and John Deere Model 410K meet the specifications for breakout force. Having the appropriate capability with respect to the breakout force is necessary for this equipment to complete such tasks such as concrete and asphalt excavation. A higher breakout force allows this equipment to put more hydraulic pressure on the cylinders to dig and lift at higher capacities. Holt CAT was the lowest priced vendor that met the required specifications. This equipment is not available from local vendors. PRIOR ACTIONNIEW (COUNCIL, BOARDS, COMMISSIONS) On March 24, 2014, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. RECOMMENDATION Award the purchase of three (3) backhoes to Holt CAT in the amount of $282,576. Agenda Information Sheet April 1, 2014 Page 2 PRINCIPAL PLACE OF BUSINESS Holt CAT Ft. Worth, TX ESTIMATED SCHEDULE OF PROJECT The purchase and delivery of the backhoes will occur within 90 days of purchase order issuance. FISCAL INFORMATION This item will be funded from the following operating accounts: Water Distribution 635051635.1355.30100 - $93,707 635056635.1355.30100 - $93,707 Wastewater Collections 645211645.1355.30100 - $95,162 (this amount includes an extra rock bucket priced at $1,455) Requisition 4 117941 has been set up for the backhoes. EXHIBITS Exhibit 1: Comparison and Quotes for Backhoes Exhibit 2: Public Utilities Board Draft Minutes Exhibit 3: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance QUOTE COMPARISON FOR BACKHOES Exhibit 1 day Date: Mar 3, 2014 . .ENTON "e. .' izA —. DESCOPTION Buyboard Buyboard HGAC CONTRACT # 424 -13 424 -13 EM06 -13 ORDER ORDER ORDER Caterpillar Model 430F, 107HP, John Deere Model 410K, 107HP, Volvo Model BL70B, 101HP, 140281bf 161561bf Breakout, Tier 4 Interim, 152301bf Breakout, Tier 4 Interim, Breakout, Tier 4 Interim, Extendable Extendable Dipper, 4WD, Ride Extendable Dipper, 4WD, Ride Dipper, 4WD, Ride Control, Enclosed Control, Enclosed Cab, A /C, Heater Control, Enclosed Cab, A /C, Heater Cab, A /C, Heater BASE PRICE $93,707.00 $167,378.00 $79,184.00 PUBLISHED OPTIONS $0.00 $1,300.00 $0.00 DISCOUNT $0.00 ($72,842.06) $0.00 NONE $0.00 ''' $0.00 $0.00 NONE $0.00 $0.00 $0.00 QTY 3 SUBTOTAL $281,121.00 $287,507.82 $237,552.00 EXTRA ROCK BUCKET $1,455.00 $1,753.00 $1,990.00 Notes: The departments $282,576.00 $289,260.82 $239,542.00 require at least 15,0001bf of breakout force in order to perform their Price Variance $6,684.82 2.37% - $43,034.00 - 15.23% required work. Holt Cat RDO Equipment Co. Romco Equipment Co. 549 W. Loop 820 N. 5301 Mark IV Parkway 1350 NE Loop 820 FT Worth 76108 FT Worth 76131 FT Worth 0 76106 bryan.nichols @holtcat.com kbraswell @rdoequipment.com mchapman @romco.com (817) 935 -6066 (817)232 -8094 817626 -2288 Quote 1 Quote 132526 -01 February 18, 2014 CITY OF DENTON FLEET SERVICES 804 TEXAS ST DENTON TEXAS 76209 -4330 Attention: CHARLES ROSENDAHL Dear CHARLES ROSENDAHL, Thank you for this opportunity to quote Caterpillar products for your business needs. We are pleased to quote the following for your purchase consideration. One (1) New CATERPILLAR INC Model: 430F C4EX Backhoe Loaders with all standard equipment in addition to the additional specifications listed below: STOCK NUMBER: HLK021166 SERIAL NUMBER: ORDF00552 YEAR: 2014 SMU: 7 Thank you for your interest in Holt CAT and Caterpillar products for your business needs. This quotation is valid for 30 days, after which time we reserve the right to re- quote. If there are any questions, please do not hesitate to contact me. Sincerely, Bryan Nichols Machine Sales Representative Holt CAT Page 1 of 3 holt -texas Quote 132526 -01 One (1) New CATERPILLAR INC Model: 430F C4EX Backhoe Loaders with all standard equipment in addition to the additional specifications listed below: STANDARD EQUIPMENT BOOMS, STICKS AND LINKAGES - 15'3" Center pivot excavator style - backhoe - Pilot operated joystick hydraulic - controls with pattern changer valve - Pilot operated stabilizer controls - Boom transport lock - Swing transport lock - Street pads stabilizer shoes - Anti -drift hydraulics - (Boom, Stick and E- Stick) - Cat Cushion Swing(tm) system - Bucket level indicator - Lift cylinder brace - Return -to -dig (auto bucket positioner - Self- leveling loader with single lever - control - Transmission neutralizer switch - Single Tilt Loader POWERTRAIN - Cat C4.4, 86KW (106 Net HP) - Direct Injection Turbo Charged Engine, - with ACERT technology. - US EPA Tier 4i Emissions Compliant - Water separator with service indicator - Thermal starting aid system - A dry - type axial seal air cleaner with - integral precleaner, automatic dust - ejection system and filter condition - indicator - Hydraulically boosted multi -plate wet - disk brake with dual pedals and interlock - Differential lock - Drive -line parking brake - High Ambient Cooling Package - Torque converter - Transmission - -four speed synchro mesh - with power shuttle and neutral safety - switch - Spin -on fuel, engine oil and transmission - oil filters - Outboard planetary rear axles - Open Circuit Breather - Diesel Particulate Filter HYDRAULICS - Load sensing, variable flow system - with 43 gpm axial piston pump - 6 micron hydraulic filter - O- ring face seal hydraulic fittings - Caterpillar XT -3 hose - Hydraulic oil cooler - Pilot control shutoff switch - PPPC, Flow- sharing hydraulic valves - Hydraulic suction strainer ELECTRICAL - 12 volt electrical start - 150 ampere alternator - Horn and Backup alarm - Hazard flashers /turn signals - Halogen head lights (4) - Halogen rear flood lights (4) - Stop and tail lights - Audible system fault alarm - Key start/stop system - 880 CCA maintenance free battery - Battery disconnect switch - External /internal power receptacles(12v) - Diagnostic ports for engine and machine - Electronic Control Modules OPERATOR ENVIRONMENT - Lighted gauge group - Interior rearview mirror - Rear fenders - ROPS canopy - 2 -inch retractable seat belt - Tilt steering column - Steering knob - Hand and foot throttle - Automatic Engine Speed Control - One Touch Low Idle - Floor Mat and Coat Hook - Two lockable storage areas - Drink and lunch box holders - Air suspension seat OTHER STANDARD EQUIPMENT - Hydrostatic power steering - Standard Storage Box - Transport tie -downs - Ground line fill fuel tank with 44 - gallon capacity - Rubber impact strips on radiator guards - Bumper - CD -ROM Parts Manual - Backhoe Safety Manual - Operations and Maintenance Manual - Lockable hood - Tire Valve Stem Protection - Long Life Coolant -30C ( -20F) - Padlocks (2 on ST, 3 on IT) Page 2 of 3 holt -texas MACHINE SPECIFICATIONS Quote 132526 -01 Description 430F BHL ST TIER 41 HRC LANE 3 ORDER STICK, EXTENDABLE, 16FT PT, 4WD, STD SHIFT ENGINE, 86KW, C4.4 DITA, T41 HYDRAULICS, GP, 6FCN /8BNK, ST CAB, DELUXE, AC SEAT BELT, 3" SUSPENSION TIRES, 4WD, BIAS, FIRESTONE COUNTERWEIGHT, 1015 LBS STABILIZER PADS, FLIP -OVER BUCKET -GP, 1.5 CYD CUTTING EDGE, TWO PIECE,WIDE COUPLING, QUICK DISCONNECT LINES, COMBINED AUX, E -STICK PLATE GROUP - BOOM WEAR GUARD, STABILIZER GUARD, FUEL TANK STORAGE, GP -BOX BUCKET -HD, 24 ", 6.2 CFT, RIDE CONTROL TOTAL LIST PRICE $142,965 BUYBOARD MINIMUM 16% DISCOUNT #424 -13 Sell Price $93,707 Quote Grand Total $93,707 WARRANTY Standard Warranty: 12 Month / Unlimited Hours Total Machine F.O.B /TERMS Fort Worth - Machine Division ADDITIONAL OPTIONS 24" Rock Bucket ADD $1,455 FINANCING Accepted by on Signature Page 3 of 3 Quote 2 Investment Proposal for: Kyle Braswell CITY OF DENTON 5301 Mark IV Parkway ACCOUNTS PAYABLE Al RD0. Fort Worth, TX 76131 215 E MCKINNEY Phone: (817) 232 -8094 DENTON, TX 76201 Mobile: (469) 446 -8642 Phone: (940) 349 -8410 EQUIPMENT CO. Fax: (817) 847 -0398 Thank you for allowing me the opportunity to quote you this equipment. We appreciate your business. Kyle Equipment: NEW 2014 JOHN DEERE 410K List Price $167,378.00 Kev Features 02UOT 410K BACKHOE LOADER $121,035.00 1095 4.5L ENGINE -EPA IT4 $7,213.00 1700 JD LINK NA $0.00 2085 ULTIMATE CAB $13,230.00 2401 DECALS ENGLISH $0.00 3085 MFWD (4WD) LIMITED SLIP $0.00 4891 FIRESTONE21LX24 12.5/80 -18 $0.00 5085 EXTENDABLE 6 FNC W /SEL FLOW $13,249.00 5285 PILOT CONTROLS $2,594.00 5420 MULTI -BRAND QUICK COUPLER $1,399.00 5656 24" HD BKT (7.5 CU FT) $1,282.00 7025 2 FNC LOADER $0.00 7655 1.5 CY LG LIP BKT $3,534.00 8475 1000LB FRONT COUNTERWEIGHT $1,337.00 8625 SINGLE BATTERY, 300MIN RESER $0.00 9110 RIDE CONTROL $1,935.00 9131 SINGLE BATTERY DISCONNECT $153.00 9505 FULL MFWD GUARD $417.00 Serial Number TBD (0 Approximated Hours) Attachments NEW 2012 TAG MANUFACTURING 310SJ24V Additional Items Other Customer Discount PROPOSAL SUMMARY Equipment Total Sub Total Applicable sales taxes to apply Total Investment Kyle Braswell Account Manager /CSA RDO EQUIPMENT CO. kbraswell @rdoequipment.com BuyBoard Discount Contract # 424 -13 Customer Loyalty Discount Equipment Price $167,378.00 83603 -02 Estimated Conversion Price $1,300.00 ($45,192.06) ($27,650.00) $95.835.94 $95,835.94 $95,835.94 $95.835.94 need to be revised Quote 3 1350 NE Loop 820 Fort Worth TX 76106 817-626-2288 Fax: 817-626-8983 Quote No. ES02002654 Version: I Date: 02/19/2014 Charles Rosendahl City of Denton Denton TX 76201 ROMCO Equipment Co. is pleased to present the following equipment for your consideration: Volvo BL70BT4 Backhoe Loader - Volvo D3.8H Diesel Engine @ 105 hp - Tier 4i Compliant - 100% Differential Lock - Ride Control - 12.5 / 80 18, 14PR Front Tires - 19.5L x24, I OPR Rear Tires - 4 Wheel Drive - Pilot Controls - Standard or Extendible Dipper - (1.3 cy) — GP Loader Bucket - 24" HD Digging Bucket - Enclosed Cab w/ Air Conditioner - All Standard Equipment SALE PRICE $79,184.00 Option: Werk-Bran 24" Severe Heavy Duty V Bottom Rock Bucket $1,990.00 Price does not include any taxes. The above price is valid for 30 days unless specifically extended by ROMCO Equipment Co. Notice is hereby given that ROMCO Equipment Co. LLC has assigned its rights under this sales contract to ROMCO Exchange Co. LLC to sell the equipment described herein and, if applicable, to purchase trade-in property described herein. SME-M Matthew Chapman ROMCO Equipment Co. Sales EXHIBIT 2 DRAFT MINUTES PUBLIC UTILITIES BOARD March 24, 2014 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on Monday, March 24, 2014 at 9:00 a.m. in the Service Center Training Room, City of Denton Service Center, 901A Texas Street, Denton, Texas. Present: Chairman Dick Smith, Secretary Randy Robinson, Phil Gallivan, Leonard Herring, and Barbara Russell Absent: Vice Chair Billy Cheek and Lilia Bynum Ex Officio Members: Howard Martin, ACM Utilities Absent: George Campbell City Manager OPEN MEETING: CONSENT AGENDA: Consider the recommendation of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the Buyboard Purchasing Program for the acquisition three (3) backhoes for City of Denton Wastewater Collections and Water Distribution departments; and providing and effective date (File 5514- Purchase of one (3) backhoes from Holt Cat for $282,576). Chair Smith asked where the old equipment will go. Terry Kader, Fleets Superintendent, stated that two of the backhoes will be sent to auction and one is going to Water Production. Smith asked that that information be added to the initial write up. Motion was made to approve item 1 by Board Member Russell with the second by Board Member Robinson. The vote was 5 -0 approved. Adjournment 10:47 a.m. Exhibit 3 ORDINANCE NO. AN ORDINANCE AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A PURCHASE ORDER THROUGH THE BUY BOARD COOPERATIVE PURCHASING NETWORK FOR THE ACQUISITION OF THREE (3) CATERPILLAR MODEL 430F BACKHOES FOR THE CITY OF DENTON WASTEWATER COLLECTIONS AND WATER DISTRIBUTION DEPARTMENTS; AND PROVIDING AN EFFECTIVE DATE (FILE 5514 AWARDED TO HOLT CAT IN THE AMOUNT OF $282,576). 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. The items shown in the "File Number" referenced herein and on file in office of the Purchasing Agent, are hereby accepted and approved as being the lowest responsible bids for such items: FILE NUMBER VENDOR AMOUNT 5514 Holt CAT $282,576 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 City's ratification of bids awarded by the Buy Board Cooperative Purchasing 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 5514 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 , 2014. MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY :• APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Consent Agenda C AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Phil Williams at 349 -8487 ACM: Bryan Langley �-A SUBJECT Consider adoption of an ordinance of the City of Denton, Texas authorizing the expenditure of funds for payments by the City of Denton for electrical energy transmission fees to those cities and utilities providing energy transmission services to the City of Denton; and providing an effective date (File 5388- Additional Electrical Energy Transmission Fees for Fiscal Year 2013- 14 in the total amount of $787,855.39). The Public Utilities Board recommends approval (5 -0). FILE INFORMATION The Public Utility Regulatory Act of 1995 (PURA 95) required the development of a new statewide mechanism for electric transmission service in Texas. PURA 95 also placed municipal utilities under the jurisdiction of the Public Utility Commission of Texas (PUCT) for matters related to transmission. As a result, the Denton Municipal Electric Utility has been ordered by the PUCT to pay various other electric utilities in the state specific fee amounts. Purchase orders issued by the City provide the authority required by the City Charter to make those payments. These purchase orders will encumber funds estimated as costs for services through September 2014. No funds will actually be expended until invoices are received, reviewed, and approved. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On November 5, 2013, City Council approved electrical energy transmission fees for Fiscal Year 2013 -14 in the amount of $2,856,319.94. On March 24, 2014, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. RECOMMENDATION Approve the payment of additional electrical energy transmission fees to the following cities and utilities in the amounts shown below for a total award of $787,855.39. Entity Amount Electric Transmission Texas $ 317,190.89 Sharyland Utilities $ 273,858.70 Wind Energy Transmission Texas $ 196,805.80 Agenda Information Sheet April 1, 2014 Page 2 PRINCIPAL PLACE OF BUSINESS Electric Transmission Texas Sharyland Utilities Canton, Ohio Midland, TX Wind Energy Transmission Texas Austin, TX ESTIMATED SCHEDULE OF PROJECT These fees are estimated for electric transmission services through September 2014 FISCAL INFORMATION Funds to meet these regulatory fee obligations were budgeted in 2013 -2014 budget account 600100.6072.5650A. A line will be added to the existing purchase order for each entity for these fees. The amount for the electrical energy transmission fees for Fiscal Year 2013 -14 will be the previously approved amount of $2,856,319.94 plus the additional $787,855.39 for a total expenditure of $3,644,175.33. FxHIRITC Exhibit 1: Public Utilities Board Draft Minutes Exhibit 2: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance EXHIBIT 1 DRAFT MINUTES PUBLIC UTILITIES BOARD March 24, 2014 After determining that a quorum of the Public Utilities Board of the City of Denton, Texas is present, the Chair of the Public Utilities Board will thereafter convene into an open meeting on Monday, March 24, 2014 at 9:00 a.m. in the Service Center Training Room, City of Denton Service Center, 901A Texas Street, Denton, Texas. Present: Chairman Dick Smith, Secretary Randy Robinson, Phil Gallivan, Leonard Herring, and Barbara Russell Absent: Vice Chair Billy Cheek and Lilia Bynum Ex Officio Members: Howard Martin, ACM Utilities Absent: George Campbell City Manager OPEN MEETING: CONSENT AGENDA: Consider a recommendation of approval for the expenditure of additional funds for payments by the City of Denton for electrical energy transmission fees to Electric Transmission Texas (ETT) of $317,190.89 (PO #165770) for a total payment of $816,569.51, Sharyland Utilities (SHRY) of $273,858.70 (PO #165773) for a total payment of $433,950.45, and Wind Energy Transmission Texas (WETT) of $196,805.80 (PO #165775) for a total payment of $365,380.83 for providing energy transmission services to the City of Denton. The additional expenditures are due to the Public Utility Commission of Texas (PUCT) granting tariff changes in PUCT dockets #41780, #42133 and #41923, respectively. (File #5388 -2013 ETT - $317,190.89 / SHRY - $273,858.70 / WETT - $196,805.80 - Total Amount of $787,855.39). Board Member Gallivan asked who are these companies associated with this item and the total amount doesn't seem to agree with the write up. Phil Williams, General Manager, answered that the number has broken out the separate amounts that will total $787,855.39 for all the companies combined. DME is seeing a greater increase in fillings for increasing the TCOS fundings from other entities, much greater than was anticipated in the budget. DME anticipated 10% but seeing about three times that amount. All of the investor owned entities have added a transmission rider because of the increase. The PUC approves this expense. Gallivan asked where these companies are. Williams answered some are Oncor, Centerpoint, AEP, Sharyland is the Hunt family and WETT is Wind Energy Transmission Texas out of Austin. Herring stated that the PUC approves these does anyone every challenge them. Williams stated it is very rare to be challenged. Herring then asked if Denton ever challenges, Williams answered he did not believe so. Martin added that one thing that is being seen is the routes are costing more because the direct route is not being approved, much like the route from Krum to Draft Minutes of the Public Utilities Board Meeting March 10, 2014 Page 2 of 2 Anna. With the routes being longer the cost is higher. Herring asked where the extra money will come from to pay. Williams answered the payments will not happen until part way through the year and will cover this year but it will affect the budget next year. Russell asked since an invoice has not been received how are the amounts figured. Williams answered the PUC approves the rate case and DME is notified by the law firm of the amounts that are coming up. Motion was made to approve item 3 by Board Member Russell with the second by Board Member Robinson. The vote was 5 -0 approved. Adjournment 10:47 a.m. Exhibit 2 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE EXPENDITURE OF FUNDS FOR PAYMENTS BY THE CITY OF DENTON FOR ELECTRICAL ENERGY TRANSMISSION FEES TO THOSE CITIES AND UTILITIES PROVIDING ENERGY TRANSMISSION SERVICES TO THE CITY OF DENTON; AND PROVIDING AN EFFECTIVE DATE (FILE 5388- ADDITIONAL ELECTRICAL ENERGY TRANSMISSION FEES FOR FISCAL YEAR 2013 -14 IN THE TOTAL AMOUNT OF $787,855.39). WHEREAS, in order to comply with the legislative requirements contained in the Utility Regulatory Act of 1995, for the payment for energy transmission services fees, the City of Denton is required to pay such fees imposed by the Public Utilities Commission of Texas to the seven listed utilities set forth in Exhibit "A "; and WHEREAS, the City Manager has reviewed and recommended that the City Council approve and authorize the payment of such fees; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The expenditure of funds in the amount of $787,855.39 to be paid to the listed utilities in the specified amount shown on Exhibit "A ", which is attached hereto and made a part of this ordinance for all purposes, is hereby authorized. SECTION 2. 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 5388 to the City Manager of the City of Denton, Texas, or his designee. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2014. MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY ME Exhibit 2 APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Entity Electric Transmission Texas Sharyland Utilities Wind Energy Transmission Texas Exhibit 2 EXHIBIT "A" Amount $ 317,190.89 $ 273,858.70 $ 196,805.80 Total $ 787,855.39 Consent Agenda D AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Jim Coulter at 349 -7194 ACM: Bryan Langley aL SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a public works contract for the construction of traffic control intersections for the City of Denton; providing for the expenditure of funds therefor; and providing an effective date (RFP 5442- awarded to Durable Specialties, Inc. in the three (3) year not -to- exceed amount of $4,500,000). FILE INFORMATION This item is for the installation of approximately thirty (30) traffic signal intersections within the City of Denton over a three (3) year time period. A list of eleven (11) signals that have already been approved is included as Exhibit 1. Additional intersections will be added as funding is approved during the contract period. This RFP also includes pricing for the replacement of traffic signal poles at existing intersections as needed. Requests for Proposals were sent to thirty -eight (38) prospective suppliers of this item. 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 (Exhibit 2). Staff is not aware of any local vendors that perform this type of construction. The proposals were evaluated based upon published criteria including performance, delivery, acceptance of standard terms and conditions, and price. A Best and Final Offer was conducted which resulted in no change in pricing. Therefore, based on the evaluation criteria, Durable Specialties, Inc. received the highest evaluated score and was determined to be the best value for the City (Exhibit 3). RECOMMENDATION Award a public works contract for the installation of traffic control intersections to Durable Specialties, Inc. in the three (3) year not -to- exceed amount of $4,500,000. PRINCIPAL PLACE OF BUSINESS Durable Specialties, Inc. Grand Prairie, TX ESTIMATED SCHEDULE OF PROJECT This is an initial one (1) year contract with options to extend the contract for two (2) additional one (1) year periods, with all terms and conditions remaining the same. Agenda Information Sheet April 1, 2014 Page 2 FISCAL INFORMATION The construction of the traffic signal intersections relating to Capital Improvement Projects will be funded from the appropriate project account at the time the installation occurs. EXHIBITS Exhibit 1: Planned Traffic Signal Construction Exhibit 2: Pricing sheet Exhibit 3: Evaluation Sheet Exhibit 4: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance EXHIBIT 1 Proposed Traffic Control Intersection Construction 1. State School Road at Unicorn Lake 2. Brinker Drive at Colorado Drive 3. Brinker Drive at Spencer 4. Country Club FM 1830 at Hickory Creek Road 5. Country Club FM 1830 at Ryan Road 6. Country Club FM 1830 at Hobson Lane 7. Teasley FM 2181 at Montecito Drive 8. Bell Drive at Sherman Drive 9. Eagle Drive at Elm Street IO.Carroll Boulevard at Crescent Street 11.Carroll Boulevard at Parkway Street EXHIBIT 2 RFP 5442 - Pricing Tabulation for CONSTRUCTION OF TRAFFIC CONTROL INTERSECTIONS The respondent shall complete the following section, which directly corresponds to the specifications. The contractor shall not make changes to this format. Product Proposal Pricing: We are estimatling on 10 intersections a year for 3 years - 30 intersections for the total estimated amount. Durable Specialties, Inc. ATC Principal Place of Business Grand Prairie, TX Lucas, TX Item EST. ANNUAL QTY UOM Product Description Description 2 Unit Price Extended Price Unit Price Extended Price 1 840 LF Trench 2" PVC Schedule 80 Furnish and Install $ 10.00 $ 8,400.00 $ 8.95 $ 7,518.00 2 1,700 LF Trench 2" PVC Schedule 40 Furnish and Install $ 9.00 $ 15,300.00 $ 8.50 $ 14,450.00 3 900 LF Trench 3" PVC Schedule 40 Furnish and Install $ 11.00 $ 9,900.00 $ 9.50 $ 8,550.00 4 1,820 LF Trench 4" PVC Schedule 40 Furnish and Install $ 10.00 $ 18,200.00 $ 10.50 $ 19,110.00 5 460 LF Trench 6" PVC Schedule 40 Furnish and Install $ 17.00 $ 7,820.00 $ 12.95 $ 5,957.00 6 600 LF Directional bore 2" PVC Schedule 80 Furnish and Install $ 21.00 $ 12,600.00 $ 17.95 $ 10,770.00 7 600 LF Directional bore 2" PVC Schedule 40 Furnish and Install $ 20.00 $ 12,000.00 $ 16.95 $ 10,170.00 8 1,650 LF Directional bore 3" PVC Schedule 40 Furnish and Install $ 20.00 $ 33,000.00 $ 18.95 $ 31,267.50 9 1,650 LF Directional bore 4" PVC Schedule 40 Furnish and Install $ 21.00 $ 34,650.00 $ 21.95 $ 36,217.50 10 500 LF Directional bore 6" PVC Schedule 40 Furnish and Install $ 30.00 $ 15,000.00 $ 25.80 $ 12,900.00 11 160 LF Rigid Metallic Conduit (RM) 1" Furnish and Install $ 12.00 $ 1,920.00 $ 14.27 $ 2,283.20 12 160 LF Rigid Metallic Conduit (RM) 1.5" Furnish and Install $ 14.00 $ 2,240.00 $ 14.95 $ 2,392.00 13 210 LF Rigid Metallic Conduit (RM) 2" Furnish and Install $ 15.00 $ 3,150.00 $ 17.37 $ 3,647.70 14 320 LF Rigid Metallic Conduit (RM) 3" Furnish and Install $ 23.00 $ 7,360.00 $ 26.53 $ 8,489.60 15 320 LF Rigid Metallic Conduit (RM) 4" Furnish and Install $ 25.00 $ 8,000.00 $ 29.57 $ 9,462.40 16 24 EA Rigid Metallic Conduit (RM) various sizes on timber poles Remove $ 100.00 $ 2,400.00 $ 150.00 $ 3,600.00 17 12 EA Ground box Type B with apron Furnish and Install $ 780.00 $ 9,360.00 $ 945.00 $ 11,340.00 18 12 EA Ground box Type B with apron (city supplied box) Furnish and Install $ 600.00 $ 7,200.00 $ 945.00 $ 11,340.00 19 40 EA Ground box Type D with apron Furnish and Install $ 800.00 $ 32,000.00 $ 754.94 $ 30,197.60 20 40 EA Ground box Type D with apron (city supplied box) Furnish and Install $ 600.00 $ 24,000.00 $ 650.00 $ 26,000.00 21 48 EA Ground box with apron Remove $ 100.00 $ 4,800.00 $ 500.00 $ 24,000.00 22 4 EA Traffic signal cabinet with terminations (pad mounted) no concrete or base Install $ 7,500.00 $ 30,000.00 $ 1,800.00 $ 7,200.00 23 10 EA Traffic signal cabinet breakaway base and concrete pad (8'x9'x6 ") Furnish and Install $ 2,400.00 $ 24,000.00 $ 1,500.00 $ 15,000.00 24 3 EA Traffic signal cabinet concrete pad (8'x9'x6 ") Furnish and Install $ 2,100.00 $ 6,300.00 $ 1,800.00 $ 5,400.00 25 4 EA Traffic signal cabinet (pad mounted) with base Remove $ 500.00 $ 2,000.00 $ 2,000.00 $ 8,000.00 26 4 EA Traffic signal cabinet (pad mounted) with base and concrete pad Remove $ 900.00 $ 3,600.00 $ 2,000.00 $ 8,000.00 27 3 EA Traffic signal cabinet concrete pad Remove $ 400.00 $ 1,200.00 $ 1,800.00 $ 5,400.00 28 10 EA Battery backup unit (BBU)extemal cabinet on traffic signal cabinet Install $ 600.00 $ 6,000.00 $ 2,000.00 $ 20,000.00 29 2 EA Meter pedestal service with terminations (pad mounted) no concrete pad Install $ 2,000.00 $ 4,000.00 $ 1,000.00 $ 2,000.00 30 10 EA Meter pedestal service with terminations (pad mounted) with concrete pad Furnish and Install $ 5,000.00 $ 50,000.00 $ 4,000.00 $ 40,000.00 31 2 EA Meter pedestal service concrete pad Furnish and Install $ 900.00 $ 1,800.00 $ 1,500.00 $ 3,000.00 32 4 EA Meter pedestal electrical service and concrete pad Remove $ 500.00 $ 2,000.00 $ 1,200.00 $ 4,800.00 33 4 EA Electrical service, overhead Remove $ 500.00 $ 2,000.00 $1,000.00 $ 4,000.00 34 320 LF 24 -A Signal pole foundation with ground rod, Class C concrete Furnish and Install $ 175.00 $ 56,000.00 $ 125.00 $ 40,000.00 35 48 LF 30 -A Signal pole foundation with ground rod, Class C concrete Furnish and Install $ 200.00 $ 9,600.00 $ 150.00 $ 7,200.00 EXHIBIT 2 RFP 5442 - Pricing Tabulation for CONSTRUCTION OF TRAFFIC CONTROL INTERSECTIONS The respondent shall complete the following section, which directly corresponds to the specifications. The contractor shall not make changes to this format. Product Proposal Pricing: We are estimatling on 10 intersections a year for 3 years - 30 intersections for the total estimated amount. Durable Specialties, Inc. ATC Principal Place of Business Grand Prairie, TX Lucas, TX Item EST. ANNUAL QTY UOM Product Description Description 2 Unit Price Extended Price Unit Price Extended Price 36 52 LF 36 -A Signal pole foundation with ground rod, Class C concrete Furnish and Install $ 225.00 $ 11,700.00 $ 185.00 $ 9,620.00 37 72 LF 42 -A Signal pole foundation with ground rod, Class C concrete Furnish and Install $ 245.00 1 $ 17,640.00 $ 220.00 $ 15,840.00 38 528 LF 48 -A Signal pole foundation with ground rod, Class C concrete Furnish and Install $ 275.00 $ 145,200.00 $ 265.00 $ 139,920.00 39 12 EA Signal pole foundation (18" below ground minumum) Remove $ 500.00 $ 6,000.00 $ 350.00 $ 4,200.00 40 16 EA LMA (Long Mast Arm) Assembly with 50' -65' mast arm Install $ 1,800.00 $ 28,800.00 $ 3,000.00 $ 48,000.00 41 4 EA LMA Assembly with 50' -65' mast arm, no luminaire or ILSN arm Install $ 900.00 $ 3,600.00 $ 3,000.00 $ 12,000.00 42 6 EA LMA Pole Install $ 900.00 $ 5,400.00 $ 2,500.00 $ 15,000.00 43 6 EA LMA 50' -65' Install $ 900.00 $ 5,400.00 $ 2,500.00 $ 15,000.00 44 8 EA LMA Assembly with 50' -65' mast arm Remove $ 1,100.00 $ 8,800.00 $ 2,500.00 $ 20,000.00 45 8 EA LMA 50' -65' Remove $ 600.00 $ 4,800.00 $ 2,500.00 $ 20,000.00 46 8 EA SMA (Single Mast Arm) Assembly with 36' -48' mast arm Install $ 1,200.00 $ 9,600.00 $ 2,500.00 $ 20,000.00 47 4 EA SMA Assembly with 36' -48' mast arm, no luminaire or ILSN arm Install $ 650.00 $ 2,600.00 $ 2,500.00 $ 10,000.00 48 4 EA SMA Pole (for a 36' -48' arm) Install $ 650.00 $ 2,600.00 $ 2,500.00 $ 10,000.00 49 4 EA SMA 36' -48' Install $ 650.00 $ 2,600.00 $ 2,500.00 $ 10,000.00 50 8 EA SMA Assembly with a 36' -48' mast arm Remove $ 900.00 $ 7,200.00 $ 2,500.00 $ 20,000.00 51 8 EA SMA 36' -48' Remove $ 450.00 $ 3,600.00 $ 2,500.00 $ 20,000.00 52 2 EA SMA (Single Mast Arm) Assembly with 20' -32' mast arm Install $ 1,100.00 $ 2,200.00 $ 2,000.00 $ 4,000.00 53 2 EA SMA Assembly with 20' -32' mast arm, no luminaire or ILSN arm Install $ 1,100.00 $ 2,200.00 $ 2,000.00 $ 4,000.00 54 2 EA SMA Pole (for a 20' -32' arm) Install $ 550.00 $ 1,100.00 $ 2,000.00 $ 4,000.00 55 2 EA SMA 20'-32' Install $ 550.00 $ 1,100.00 $2,000.00 $ 4,000.00 56 4 EA SMA Assembly with a 20' -32' mast arm Remove $ 500.00 $ 2,000.00 $ 2,000.00 $ 8,000.00 57 4 EA SMA 20' -32' Remove $ 500.00 $ 2,000.00 $ 2,000.00 $ 8,000.00 58 4 EA Strain Pole Assembly, 34' Install $ 800.00 $ 3,200.00 $ 2,000.00 $ 8,000.00 59 2 EA Strain Pole Assembly, 34', no luminaire or ILSN arms Install $ 800.00 $ 1,600.00 $ 2,000.00 $ 4,000.00 60 4 EA Strain Pole Assembly Remove $ 400.00 $ 1,600.00 $ 2,000.00 $ 8,000.00 61 1 16 EA Luminaire Arm 8 -10' Install $ 150.00 $ 2,400.00 $ 400.00 $ 6,400.00 62 24 EA Luminaire Arm 25' Install $ 200.00 $ 4,800.00 $ 1,000.00 $ 24,000.00 63 40 EA ILSN Arm 7-9' Install $ 100.00 $ 4,000.00 $ 1,000.00 $ 40,000.00 64 4 EA Luminaire Arm Remove $ 50.00 $ 200.00 $ 400.00 $ 1,600.00 65 4 EA ILSN Arm Remove $ 50.00 $ 200.00 $ 500.00 $ 2,000.00 66 1 12 EA 50', Class 1 timber pole Install $ 775.00 $ 9,300.00 $ 1,000.00 $ 12,000.00 67 2 EA 50', Class 1 timber pole Furnish and Install $ 1,800.00 $ 3,600.00 $ 1,500.00 $ 3,000.00 68 4 EA 50', Class 1, timber pole assembly, one anchor design Furnish and Install $ 2,100.00 $ 8,400.00 $ 2,000.00 $ 8,000.00 69 16 EA 50', Class 1, timber pole assembly, two anchor design Furnish and Install $ 2,400.00 $ 38,400.00 $ 2,500.00 $ 40,000.00 70 8 EA Timber pole anchor assembly Furnish and Install $ 275.00 $ 2,200.00 $ 500.00 $ 4,000.00 71 4 EA Timber pole (entire pole) Remove $ 375.00 $ 1,500.00 $ 1,000.00 $ 4,000.00 EXHIBIT 2 RFP 5442 - Pricing Tabulation for CONSTRUCTION OF TRAFFIC CONTROL INTERSECTIONS The respondent shall complete the following section, which directly corresponds to the specifications. The contractor shall not make changes to this format. Product Proposal Pricing: We are estimatling on 10 intersections a year for 3 years - 30 intersections for the total estimated amount. Durable Specialties, Inc. ATC Principal Place of Business Grand Prairie, TX Lucas, TX Item EST. ANNUAL QTY UOM Product Description Description 2 Unit Price Extended Price Unit Price Extended Price 72 4 EA Timber pole (18" below ground) Remove $ 375.00 $ 1,500.00 $ 1,000.00 $ 4,000.00 73 8 EA 5- section signal head assembly Install $ 700.00 $ 5,600.00 $ 550.00 $ 4,400.00 74 20 EA 5- section (cluster) signal head assembly Install $ 700.00 $ 14,000.00 $ 650.00 $ 13,000.00 75 36 EA 4- section signal head assembly Install $ 575.00 $ 20,700.00 $ 500.00 $ 18,000.00 76 72 EA 3- section signal head assembly Install $ 450.00 $ 32,400.00 $ 450.00 $ 32,400.00 77 8 EA 5- section signal head (pole mounting) Furnish and Install $ 850.00 $ 6,800.00 $ 750.00 $ 6,000.00 78 20 EA 5- section (cluster) signal head (pole mounting) Furnish and Install $ 950.00 $ 19,000.00 $ 850.00 $ 17,000.00 79 64 EA 4- section signal head (pole mounting) Furnish and Install $ 750.00 $ 48,000.00 $ 650.00 $ 41,600.00 80 72 EA 3- section signal head (pole mounting) Furnish and Install $ 650.00 $ 46,800.00 $ 550.00 $ 39,600.00 81 8 EA 5- section signal head (span mounting) Furnish and Install $ 1,100.00 $ 8,800.00 $ 600.00 $ 4,800.00 82 8 EA 5- section (cluster) signal head (span mounting) Furnish and Install $ 1,100.00 $ 8,800.00 $ 700.00 $ 5,600.00 83 16 EA 4- section signal head (span mounting) Furnish and Install $ 1,000.00 $ 16,000.00 $ 500.00 $ 8,000.00 84 48 EA 3- section signal head (span mounting) Furnish and Install $ 850.00 $ 40,800.00 $ 400.00 $ 19,200.00 85 48 EA Signal head assembly Remove $ 150.00 $ 7,200.00 $ 350.00 $ 16,800.00 86 20 EA Regulatory sign Install $ 70.00 $ 1,400.00 $ 395.00 $ 7,900.00 87 48 EA Regulatory sign (pole mounting) Furnish and Install $ 100.00 $ 4,800.00 $ 495.00 $ 23,760.00 88 36 EA Regulatory sign (span mounting) Furnish and Install $ 235.00 $ 8,460.00 $ 500.00 $ 18,000.00 89 4 EA Streetname sign Install $ 140.00 $ 560.00 $ 295.00 $ 1,180.00 90 4 EA Street name sign (pole mounting) Furnish and Install $ 200.00 $ 800.00 $ 300.00 $ 1,200.00 91 4 EA Street name sign (span mounting) Furnish and Install $ 300.00 $ 1,200.00 $ 300.00 $ 1,200.00 92 24 EA Sign (Regulatory /Street name) Remove $ 70.00 $ 1,680.00 $ 250.00 $ 6,000.00 93 40 EA ILSN Sign 6' Install $ 300.00 $ 12,000.00 $ 400.00 $ 16,000.00 94 12 EA ILSN Sign 6' Remove $ 200.00 $ 2,400.00 $ 350.00 $ 4,200.00 95 40 EA Luminairehead Install $ 70.00 $ 2,800.00 $ 350.00 $ 14,000.00 96 4 EA Luminaire head Remove $ 70.00 $ 280.00 $ 225.00 $ 900.00 97 40 EA wind dampener for mast arm Furnish and Install $ 250.00 $ 10,000.00 $ 250.00 $ 10,000.00 98 4 EA wind dampener for mast arm Remove $ 70.00 $ 280.00 $ 200.00 $ 800.00 99 8 EA VIVIDS (video detection camera) Install $ 250.00 $ 2,000.00 $ 295.00 $ 2,360.00 100 12 EA Pan/Tilt/Zoom camera (PTZ) Install $ 250.00 $ 3,000.00 $ 200.00 $ 2,400.00 101 20 EA Advance radar detection Install $ 350.00 $ 7,000.00 $ 700.00 $ 14,000.00 102 40 EA jPresence radar detection Install $ 350.00 $ 14,000.00 $ 700.00 $ 28,000.00 103 20 EA Opticom detector Install $ 200.00 $ 4,000.00 $ 400.00 $ 8,000.00 104 10 EA wireless radio with antenna(s) Install $ 200.00 $ 2,000.00 $ 600.00 $ 6,000.00 105 2 EA Spread Spectrum Radio (SSR) antenna Install $ 125.00 $ 250.00 $ 300.00 $ 600.00 106 12 EA VIVIDS (video detection camera) Remove $ 125.00 $ 1,500.00 $ 250.00 $ 3,000.00 107 4 EA Pan/Tilt/Zoom camera (PTZ) Remove $ 125.00 $ 500.00 $ 250.00 $ 1,000.00 108 4 EA Advance radar detection Remove $ 125.00 $ 500.00 $ 200.00 $ 800.00 109 8 EA presence radar detection Remove $ 125.00 $ 1,000.00 $ 200.00 $ 1,600.00 110 8 EA Opticom detector Remove $ 125.00 $ 1,000.00 $ 150.00 $ 1,200.00 111 4 EA wireless radio with antenna(s) Remove $ 125.00 $ 500.00 $ 150.00 $ 600.00 EXHIBIT 2 RFP 5442 - Pricing Tabulation for CONSTRUCTION OF TRAFFIC CONTROL INTERSECTIONS The respondent shall complete the following section, which directly corresponds to the specifications. The contractor shall not make changes to this format. Product Proposal Pricing: We are estimatling on 10 intersections a year for 3 years - 30 intersections for the total estimated amount. Durable Specialties, Inc. ATC Principal Place of Business Grand Prairie, TX Lucas, TX Item EST. ANNUAL QTY UOM Product Description Description 2 Unit Price Extended Price Unit Price Extended Price 112 4 EA Spread Spectrum Radio (SSR) antenna Remove $ 60.00 $ 240.00 $ 100.00 $ 400.00 113 2 EA Roadside flasher beacon assembly (solar powered) Install $ 2,500.00 $ 5,000.00 $ 1,000.00 $ 2,000.00 114 2 EA Roadside flasher beacon assembly Remove $ 650.00 $ 1,300.00 $ 695.00 $ 1,390.00 115 48 EA pedestrian head with LED insert on metal pole Install $ 255.00 $ 12,240.00 $ 200.00 $ 9,600.00 116 32 EA pedestrian head with LED insert on timber pole Install $ 500.00 $ 16,000.00 $ 200.00 $ 6,400.00 117 48 EA pedestrian button station assembly on metal pole Install $ 70.00 $ 3,360.00 $ 150.00 $ 7,200.00 118 32 EA pedestrian button station assembly on timber pole Install $ 125.00 $ 4,000.00 $ 150.00 $ 4,800.00 119 24 EA pedestrian push button pole assembly Install $ 375.00 $ 9,000.00 $ 300.00 $ 7,200.00 120 36 EA pedestrian push button pole assembly with 4' pole Furnish and Install $ 725.00 $ 26,100.00 $ 1,265.00 $ 45,540.00 121 12 EA pedestrian push button pole assembly with 16' pole Furnish and Install $ 1,200.00 $ 14,400.00 $ 1,465.00 $ 17,580.00 122 24 EA pedestrian head Remove $ 125.00 $ 3,000.00 $ 700.00 $ 16,800.00 123 24 EA pedestrain button station Remove $ 60.00 $ 1,440.00 $ 500.00 $ 12,000.00 124 8 EA pedestrain push button pole assembly Remove $ 255.00 $ 2,040.00 $ 100.00 $ 800.00 125 600 LF Zinc -coat steel wire strand (3/16 in) Furnish and install $ 2.00 $ 1,200.00 $ 3.95 $ 2,370.00 126 1,600 LF Zinc -coat steel wire strand (1/4 in) Furnish and install $ 2.00 $ 3,200.00 $ 2.25 $ 3,600.00 127 600 LF Zinc -coat steel wire strand (5/16 in) Furnish and install $ 2.00 $ 1,200.00 $ 3.47 $ 2,082.00 128 6,800 LF Zinc -coat steel wire strand (3/8 in) Furnish and install $ 2.00 $ 13,600.00 $ 3.37 $ 22,916.00 129 1,200 LF Zinc -coat steel wire strand Remove $ 1.00 $ 1,200.00 $ 2.50 $ 3,000.00 130 2 EA Entire mast arm pole intersection, 3 pole design Remove $ 2,100.00 $ 4,200.00 $ 2,500.00 $ 5,000.00 131 2 EA Entire mast arm pole intersection, 4 pole design Remove $ 2,700.00 $ 5,400.00 $ 3,500.00 $ 7,000.00 132 1 EA Entire timber pole intersection, 3 pole design Remove $ 1,390.00 $ 1,390.00 $ 2,500.00 $ 2,500.00 133 2 EA Entire timber pole intersection, 4 pole design Remove $ 1,800.00 $ 3,600.00 $ 3,500.00 $ 7,000.00 134 14,200 LF Traffic Signal Cable (Type A) 14 AWG (7 conductor) Furnish and Install $ 1.00 $ 14,200.00 $ 2.59 $ 36,778.00 135 400 LF Traffic Signal Cable (Type A) 14 AWG (9 conductor) Furnish and Install $ 1.00 $ 400.00 $ 2.49 $ 996.00 136 400 LF Traffic Signal Cable (Type A) 14 AWG (10 conductor) Furnish and Install $ 2.00 $ 800.00 $ 2.47 $ 988.00 137 4,800 LF Traffic Signal Cable (Type A) 14 AWG (21 conductor) Furnish and Install $ 3.00 $ 14,400.00 $ 5.00 $ 24,000.00 138 4,800 LF Traffic Signal Cable (Type A) 14 AWG (25 conductor) Furnish and Install $ 3.50 $ 16,800.00 $ 6.00 $ 28,800.00 139 300 LF Traffic Signal Cable (Type Q 12 AWG (2 conductor) Furnish and Install $ 1.00 $ 300.00 $ 1.13 $ 339.00 140 300 LF Traffic Signal Cable (Type Q 14 AWG (2 conductor) Furnish and Install $ 1.00 $ 300.00 $ 1.07 $ 321.00 141 300 LF Traffic Signal Cable (Type Q 18 AWG (2 conductor) Furnish and Install $ 1.00 $ 300.00 $ 1.25 $ 375.00 142 950 LF Electric conductor stranded (No. 4 AWG) insulated Furnish and Install $ 2.00 $ 1,900.00 $ 1.67 $ 1,586.50 143 200 LF Electric conductor stranded (No. 4 AWG) bare Furnish and Install $ 2.00 $ 400.00 $ 1.45 $ 290.00 144 600 LF Electric conductor stranded (No. 6 AWG) insulated Furnish and Install $ 1.00 $ 600.00 $ 1.37 $ 822.00 145 200 LF Electric conductor stranded (No. 6 AWG) bare Furnish and Install $ 1.00 $ 200.00 $ 1.27 $ 254.00 146 200 LF Electric conductor solid (No. 6 AWG) bare Furnish and Install $ 1.00 $ 200.00 $ 1.56 $ 312.00 147 325 LF Electric conductor stranded (No. 8 AWG) insulated Furnish and Install $ 1.00 $ 325.00 $ 1.17 $ 380.25 148 125 LF Electric conductor stranded (No. 8 AWG) bare Furnish and Install $ 1.00 $ 125.00 $ 1.17 $ 146.25 149 4,600 LF Tray Cable 12 AWG (3 conductor) Furnish and Install $ 1.00 $ 4,600.00 $ 1.67 $ 7,682.00 150 4,600 LF Tray Cable 14 AWG (3 conductor) Furnish and Install $ 1.00 $ 4,600.00 $ 1.63 $ 7,498.00 EXHIBIT 2 RFP 5442 - Pricing Tabulation for CONSTRUCTION OF TRAFFIC CONTROL INTERSECTIONS The respondent shall complete the following section, which directly corresponds to the specifications. The contractor shall not make changes to this format. Product Proposal Pricing: We are estimatling on 10 intersections a year for 3 years - 30 intersections for the total estimated amount. Durable Specialties, Inc. ATC Principal Place of Business Grand Prairie, TX Lucas, TX Item EST. ANNUAL QTY UOM Product Description Description 2 Unit Price Extended Price Unit Price Extended Price 151 720 LF Tray Cable 16 AWG (3 conductor) Furnish and Install $ 1.00 $ 720.00 $ 1.33 $ 957.60 152 450 LF Tray Cable 12 AWG (4 conductor) Furnish and Install $ 1.00 $ 450.00 $ 1.87 $ 841.50 153 320 LF Tray Cable 14 AWG (4 conductor) Furnish and Install $ 1.00 $ 320.00 $ 1.27 $ 406.40 154 2,400 LF GTI Opticom System Cable 20 AWG (3 conductor) black sheilded Furnish and Install $ 1.00 $ 2,400.00 $ 2.75 $ 6,600.00 155 1,000 LF Belden 7919A Cat 5E black sheilded or equal Furnish and Install $ 3.50 $ 3,500.00 $ 1.87 $ 1,870.00 156 1,500 LF Multicondutor cable (1/4" O.D. and smaller) Install $ 1.00 $ 1,500.00 $ 1.00 $ 1,500.00 157 1,800 LF Multicondutor cable (5/16 "- 3/8" O.D.) Install $ 1.00 $ 1,800.00 $ 1.25 $ 2,250.00 158 1,200 LF Multicondutor cable (7/16" - 5/8" O.D.) Install $ 1.50 $ 1,800.00 $ 1.45 $ 1,740.00 159 1,200 LF Multicondutor cable (11/16" -7/8" O.D.) Install $ 1.50 $ 1,800.00 $ 2.50 $ 3,000.00 160 1,500 LF Single or multicondutor cable (1/4" O.D. and smaller) Remove $ 0.50 $ 750.00 $ 1.00 $ 1,500.00 161 1,500 LF Single or multicondutor cable (5/16 "- 3/8" O.D.) Remove $ 0.50 $ 750.00 $ 1.10 $ 1,650.00 162 1,500 LF Single or multicondutor cable (7/16" - 5/8" O.D.) Remove $ 0.50 $ 750.00 $ 1.17 $ 1,755.00 163 1,500 LF Single or multicondutor cable (11/16" -7/8" O.D.) Remove $ 0.50 $ 750.00 $ 1.35 $ 2,025.00 Total Cost of Products (Annual)l $ 1,396,500M $ 1,776,184„[10 10.14IIIHYI[c, RFP 5442 - Ranking Sheet for CONSTRUCTION OF TRAFFIC CONTROL INTERSECTIONS Ranking 1 2 Respondent's Name: Durable Specialties, Inc. ATC Principal Place of Business Grand Prairie, TX Lucas, TX CONTRACT TOTAL (Annual) $1,396,500.00 $1,776,184.00 50% Price 50.00% 39.31% 10% Schedule 9.33% 9.00% 20% Performance of Contract 18.33% 16.00% 20% Compliance with Specifications 19.33% 10.67% 100% TOTAL EVALUATED SCORE 96.99% 74.98% Exhibit 4 ORDINANCE NO. AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A PUBLIC WORKS CONTRACT FOR THE CONSTRUCTION OF TRAFFIC CONTROL INTERSECTIONS FOR THE CITY OF DENTON; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5442- AWARDED TO DURABLE SPECIALTIES, INC. IN THE THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $4,500,000). WHEREAS, the City has solicited, received and tabulated competitive proposals for the construction of public works or improvements in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and recommended that the herein described proposal is the highest scored proposal for the construction of the public works or improvements described in the Request for Proposal (RFP) document and plans and specifications therein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following competitive proposal for the construction of public works or improvements, as described in the "Request for Proposals" or plans and specifications on file in the Office of the City's Purchasing Agent filed according to the RFP number assigned hereto, are hereby accepted and approved: RFP NUMBER CONTRACTOR AMOUNT 5442 Durable Specialties, Inc. $4,500,000 SECTION 2. The acceptance and approval of the above competitive proposals shall not constitute a contract between the City and the person submitting the proposal for construction of such public works or improvements herein accepted and approved, until such person shall comply with all requirements specified in the Notice to Proposers including the timely execution of a written contract and furnishing of performance and payment bonds, and insurance certificate after notification of the award. SECTION 3. The City Manager is hereby authorized to execute all necessary written contracts for the performance of the construction of the public works or improvements in accordance with the proposals accepted and approved herein, provided that such contracts are made in accordance with the Notice to Proposers and Request for Proposals, and documents relating thereto specifying the terms, conditions, plans and specifications, standards, quantities and specified sums contained therein. 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 RFP 5442 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. Upon acceptance and approval of the above competitive proposals and the execution of contracts for the public works and improvements as authorized herein, the City Council hereby authorizes the expenditure of funds in the manner and in the amount as specified in such approved proposals and authorized contracts executed pursuant thereto. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2014. MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Consent Agenda E AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Emerson Vorel at 349 -7460 ACM: Bryan Langley aL SUBJECT Consider adoption of an ordinance of the City of Denton, Texas authorizing the approval of a First Amendment to a contract for mowing services, by and between VMC Landscape Services and the City of Denton, Texas, providing for the expenditure of funds therefor; and providing an effective date (File 4964- Providing for an additional expenditure amount of $250,000 with the total contract amount not -to- exceed $300,000). FILE INFORMATION The City of Denton awarded a contract with VMC Landscape Services through a cooperative purchasing agreement with the City of Grapevine for the mowing of specific park areas on May 6, 2012 (Exhibit 1). The City of Grapevine's bid award was extended through January 1, 2015 with an additional one (1) year renewal option remaining which would potentially extend the contract until January 1, 2016 (Exhibit 2). Therefore, the City of Denton Parks Department would like to amend the City's original contract with VMC Landscape Services to increase the total award amount to include additional mowing services to be performed through the January 1, 2016 time period. This contract is used specifically for the mowing of medians throughout the city and is based on thirty two (32) cycles of mowing per year. The estimated expenditure amount for service through January 1, 2016 includes costs for potential new streets and intersections that may require mowing. RECOMMENDATION Approve a First Amendment to the contract between the City of Denton and VMC Landscape Services in the amount of $250,000 for a total not -to- exceed amount of $300,000. PRINCIPAL PLACE OF BUSINESS VMC Landscape Services Dallas, TX ESTIMATED SCHEDULE OF PROJECT The City of Denton has the option to extend the existing contract through January 1, 2016 contingent upon the City of Grapevine exercising their last option to renew. Agenda Information Sheet April 1, 2014 Page 2 FISCAL INFORMATION The mowing services will be funded from operating account 402140.6546 and 402130.7886. Mowing will be performed on a cycle basis according to the Parks Maintenance Division schedule. EXHIBITS Exhibit 1: Original Contract Exhibit 2: City of Grapevine Contract Extension Exhibit 3: First Amendment Exhibit 4: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance EXHIBIT 1 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND FILE NO. 4964 THIS CONTRACT is made and entered into this Ist day of May A.D., 2012, by and between VMC Landscape Services a corporation, whose address is 2433 Merrell Road, Dallas, TX 75229, hereinafter referred to as "Contractor," and the CITY OF 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: I. SCOPE OF SERVICES Contractor shall provide all labor, supervision, materials and equipment necessary for FILE 4964 — Mowing Services. These products and services shall be provided in accordance with the Contractor's proposal in response thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit "A ". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Contractor's Proposal -- Pricing per Attachment F (Exhibit "A "); (b) Insurance Requirements. (Exhibit "B" }; (c) Form CIQ — Conflict of Interest Questionnaire (Exhibit "C"). 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." SWaterials ManagementlPRMContracts Qacumentst4000- 499914964 WC towing - Interlocal Contract with GrapevinelContract Agreement Services only Under $50K with CIQ & Ins 2 -1 t.doe EXHIBIT 1 11. TIME OF COMPLETION Contractor agrees and covenants that all work hereunder shall be complete within NIA days following notice to proceed from City. M III. TERM OF CONTRACT The initial contract term expires on January 31, 2013. At that time, if the City of Grapevine renews their contract for an additional one year period, the City of Denton may exercise its option to renew with all terms and conditions remaining the same. IV. WARRANTY Contractor warrants and covenants to City that all goods and services provided by Contractor, Contractor's subcontractors, and agents under the Agreement shall be free of defects and produced and performed in a skillful and workmanlike manner and shall comply with the specifications for said goods and services as set forth in this Agreement and the Contractor's proposal attached hereto and incorporated herein as Exhibit "A ". Contractor warrants that the goods and services provided to City under this Agreement shall be free from defects in material and workmanship, for a period of one (1) year commencing on the date that City issues final written acceptance of the project. V. PAYMENT Payments hereunder shall be made to Contractor following city's acceptance of the work and within thirty (30) days of receiving Contractor's invoice for the products and services delivered. Total compensation under this contract shall not exceed the sum of Fifty Thousand and no /100 dollars ($50,000.00). Contractor recognizes that this Contract shall commence upon the effective date herein and continue in full force and effect until termination in accordance with its provisions. Contractor and City herein recognize that the continuation of any contract after the close of any given fiscal year of the City of Denton, which fiscal year ends on September 30th of each year, shall be subject to Denton City Council approval. In the event that the Denton City Council does not approve the appropriation of funds for this contract, the Contract shall terminate at the end of the fiscal year for which funds were appropriated and the parties shall have no further obligations hereunder. SWaterials ManagementlPRCHIContracts ©ocuments14000- 4999t4964 VMC Mowing - Interlocal Contract with Grapevine%Contract Agreement Services Only Under WK with CIQ & Ins 2- 11.doc EXHIBIT 1 VI. PROTECTION AGAINST ACCIDENT TO EMPLOYEES AND THE PUBLIC Contractor shall at all times exercise reasonable precautions for the safety of employees and others on or near the work and shall comply with all applicable provisions of Federal, State, and Municipal safety laws. The safety precautions actually taken and the adequacy thereof shall be the sole responsibility of the Contractor. Contractor shall indemnify City for any and all losses arising out of or related to a breach of this duty by Contractor pursuant to paragraph VIII. INDEMNIFICATION and paragraph IX. COMPLIANCE WITH APPLICABLE LAWS set forth herein. VII. LOSSES FROM NATURAL CAUSES Unless otherwise specified, all loss or damage to Contractor arising out of the nature of the work to be done, or from the action of the elements, or from any unforeseen circumstances in the prosecution of the same, or from unusual obstructions or difficulties which may be encountered in the prosecution of the work, shall be sustained and borne by the Contractor at its own cost and expense. VIII. INDEMNIFICATION Contractor shall release, defend, indemnify and hold the City, its elected officials, officers and employees harmless from and against all claims, damages, injuries (including death), property damages (including loss of use), losses, demands, suits, judgments and costs, including attorney's fees and expenses, in any way arising out of, related to, or resulting from the services provided by Contractor under this Agreement or caused by the negligent act or omission or the intentional act or omission of Contractor, its officers, agents, employees, subcontractors, licensees, invitees or any other third parties for whom Contractor is legally responsible (hereinafter "Claims "). Contractor is expressly required to defend City against all such Claims. In the event the City is a named party to a suit arising out of the subject matter of this Contract, the City shall have reasonable input into the selection of defense counsel to be retained by Contractor in fulfilling its obligation hereunder to defend and indemnify City. City reserves the right to provide a portion or all of its own defense; however, City is under no obligation to do so. Any such action by City is not to be construed as a waiver of Contractor's obligation to defend City or as a waiver of Contractor's obligation to indemnify City pursuant to this Contract. Contractor shall retain defense counsel within seven (7) business days of City's written notice that City is invoking its right to indemnification under this Contract. If Contractor fails to retain counsel within such time period, City shall have the right to retain defense counsel on its own behalf, and Contractor shall be liable for all costs incurred by City. SW aterials ManagementTRCMContracts Documents14000- 499914964 VMC Mowing - Interlocal Contract with GrapevinelContract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 IX. COMPLIANCE WITH APPLICABLE LAWS Contractor shall at all times observe and comply with all Federal, State and local laws, ordinances and regulations including all amendments and revisions thereto, which in any manner affect Contractor or the work, and shall indemnify and save harmless City against any claim related to or arising from the violation of any such laws, ordinances and regulations whether by Contractor, its employees, officers, agents, subcontractors, or representatives. If Contractor observes that the work is at variance therewith, Contractor shall promptly notify City in writing. X. VENUE The laws of the State of Texas shall govern the interpretation, validity, performance and enforcement of this Contract. The parties agree that this Contract is performable in Denton County, Texas, and that exclusive venue shall lic in Denton County, Texas. XI. ASSIGNMENT AND SUBLETTING Contractor agrees to retain control and to give full attention to the fulfillment of this Contract, that this Contract shall not be assigned or sublet without the prior written consent of City, and that no pant or feature of the work will be sublet to anyone objectionable to City. Contractor further agrees that the subletting of any portion or feature of the work, or materials required in the performance of this Contract, shall not relieve Contractor from its full obligations to City as provided by this Contract. XII. INDEPENDENT CONTRACTOR Contractor covenants and agrees that Contractor is an independent contractor and not an officer, agent, servant or employee of City; that Contractor shall have exclusive control of and exclusive right to control the details of the work performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors and consultants; that the doctrine of respondent superior shall not apply as between City and Contractor, its officers, agents, employees, contractors, subcontractors and consultants, and nothing herein shall be construed as creating a partnership or joint enterprise between City and Contractor. S:1Materials Manage mentlPRCHIContracts Documentsl4000- 499914984 VMC Mowing - interlocal Contract with GrapevinelContract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 XIII. INSURANCE AND CERTIFICATES OF INSURANCE Contractor shall procure and maintain for the duration of the contract insurance coverage as set forth in the Insurance Requirements marked Exhibit "C" attached hereto and incorporated herein by reference. Contractor shall provide a signed insurance. certificate verifying that they have obtained the required insurance coverage prior to the effective date of this Contract. XIV. HINDRANCES AND DELAYS No claims shall be made by Contractor for damages resulting from hindrances or delays from any cause during the progress of any portion of the work embraced in this Contract. XV. AFFIDAVIT OF NO PROHIBITED INTEREST Contractor acknowledges and represents it is aware of all applicable laws, City Charter, and City Code of Conduct regarding prohibited interests and that the existence of a prohibited interest at any time will render the Contract voidable. Contractor has executed the Affidavit of No Prohibited Interest, attached and incorporated herein as Exhibit "C ". XVI. SEVERABILITY The provisions of this Contract are severable. If any paragraph, section, subdivision, sentence, clause, or phrase of this Contract is for any reason held to be contrary to the law or contrary to any rule or regulation having the force and effect of the law, such decisions shall not affect the remaining portions of the Contract. However, upon the occurrence of such event, either party may terminate this Contract by giving the other party thirty (30) days written notice. XVII. TERMINATION City nay, at its option, with or without cause, and without penalty or prejudice to any other remedy it may be entitled to at law, or in equity or otherwise under this Contract, terminate further .work under this contract, in whole or in part by giving at least thirty (30) days prior written notice thereof to Contractor with the understanding that all services being terminated shall cease upon the date such notice is received. S:ltvtaterials ManagementlPRCHIContracts Documents14000- 499914964 VMC Mowing - Intedocal Contract with GrapevinelContract Agreement Services Only Under $50K with CIO & Ins 2 -1 f.doc EXHIBIT 1 XVIII. ENTIRE AGREEMENT This Contract and its attachments embody the entire agreement between the parties and may only be modified in writing if executed by both parties. XIX. CONTRACT INTERPRETATION Although this Contract is drafted by City, should any part be in dispute, the parties agree that the Contract shall not be construed more favorably for either party, XX. SUCCESSORS AND ASSIGNS This Contract shall be binding upon the parties hereto, their successors, heirs, personal representatives and assigns. XXI. HEADINGS The headings of this Contract are for the convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. XXII. RIGHT TO AUDIT The CITY shall have the right to audit and make copies of the books, records and computations pertaining to this agreement, The CONTRACTOR shall retain such books, records, documents and other evidence pertaining to this agreement during 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 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 this agreement, 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 I% or greater. If an overpayment of I% 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 business days of receipt of an invoice. Failure to comply with the provisions of this section shall be a material breach of this 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. 5:1Materials ManagementTRCHIContracts Documenis14000- 499914984 VMC Mowing - lnterlocal Contract wilh GrapevinelContract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR VMC LANDSCAPE SERVICES, L.P. By: New Waterford L.L.C., General Partner BY: &V_ 9�" OWNER (SIGNATURE) Date: June 6, 2012 Name: Bruce Verdick Title; Executive Managing Director 2433 Merrell Road, Dallas, Texas 75229 MAILING ADDRESS 972 -445 -5654 PHONE NUMBER 972 - 331 -4497 FAX NUMBER Bruce Verdick PRINTED NAME CITY OF DENTON, TEXAS BY: Qncb kQ�L PURC ASIN DATE: 6 - L4 - / a SWaterials ManagemenWRCMContracts Documents14000- 499914964 VMC. Mowing - Interlocal Contract with GrapevinelConlract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 EXHIBIT B CITY OF DENTON INSURANCE REQUIREMENTS FOR CONTRACTORS Bidder's attention is directed to the insurance requirements below. It is highly recommended that bidders confer with their respective insurance carriers or brokers to determine in advance of Bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an apparent low bidder fails to comply strictly with the insurance requirements, that bidder may be disqualified from award of the contract. Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract, STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the rninirmrm insurance coverage as indicated hereinafter. As soon as practicable after notification of hid award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project. Contractor Wray, upon written request to the Purchasing Department, risk for clarification of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the insurance requirements may not be mortified or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A- VII or better. Any deductibles or self - insured retentions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self - insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. • Liability policies shall be endorsed to provide the following: • Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. 51Materials ManagementTRCHIContracts Documents14000. 499914964 VMC Mowing - Interlocal Contract with Grapevine\Conlract Agreement Services only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 WN m1:1 • That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is trade or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: The City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date, • Should any of the required insurance be provided under a claims -made forth, Contractor shall maintain such coverage continuously throughout the terra of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SWaterials ManagementTRCHICont €acts Documents14 0 00- 4 99 914 9 &4 VMC Mooring - Interiocal Contract with G €apevinelContract Agreement Services Only Under $50K with CIQ & ins 2- 11.doc EXHIBIT 1 EXHIBIT B SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted.' [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. Coverage B shall include personal injury. Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $1,000,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: any auto, or all owned, hired and non -owned autos. S:Wtaterials ManagementlPRCHIContracts Documents14000- 499914964 VMC Mowing - Interlocal Contract with GrapevinelContract Agreement Services Only finder $50K with CIO & Ins 2- 11.doc EXHIBIT 1 EXHIBIT B [X] Workers' Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment I in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. [ ] Professional Liability Insurance Professional liability insurance with limits not less than per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ j Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside /outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. [ j Additional Insurance Other insurance may be required on-an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. S:iMaterials ManagementlPRCHIContracts Documentsl4000- 4999145 64 VMC Mowing - Interior-al Contractwith GrapevinelContract Agreement Services only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 EXHIBIT B ATTACHMENT 1 [X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ( "certificate ") -A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC -81, TWCC -82, TWCC -83, or TWCC -84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's /person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ( "subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner - operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food /beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the govel mental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: S:1Materials Man agemenITRCH1Contracts IDocuments14000- 499914964 VMC Mowing - Interlocal Contract with Grapevine%Contract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 EXHIBIT B 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter, G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, infonning all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 1. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; SWaterials ManagementTRCMContracts Documentst4000- 499914964 VMC Mowing - Inlerlocal Contract with GrapevinelCont €act Agreement Services only Under $50K with CIQ & fns 2- 1I.doc EXHIBIT 1 EXHIBIT B S) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; b) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7) contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self - insured, with the commission's Division of Self-insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. S.Waterials Management) IRMContracts Documents14000- 499914964 VMC Mowing - Interlocal Contract with Grapevine%Cont €act Agreement Services Only Under $50Kwith CIQ & Ins 2- 11.doc EXHIBIT 1 EXHIBIT C CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.S. 1491, 80th Leg., Regular OFFICE USE ONLY Session. Date Received This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person doing business with the governmental entity. By law this questionnaire must be filed with the records administrator of the local government 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 violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. 1 1 game of person who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you rile an updated completed questionnaire with the appropriate filing authority not later than the 7" business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3 Dame of local government officer with whom filer has an employment or business relationship. N/A 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 Cade. 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? 0 Fl Yes No 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? 0 Yes E-1 No 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? E-1 Yes No D. Describe each affiliation or business relationship. 4 N/A June 6, 2012 Signature of person doing business with the governmental entity Date SWaterials ManagementTRCHtContracts Documents14000- 499914964 VMC Mowing - Interlocal Contract with G €apevine\Contract Agreement Services Only Under $50K with CIQ & Ins 2 -11 Am EXHIBIT 1 Adopted 0612912007 Adopted 06129/2007 Adopted 06129/2007 EXHIBIT 1 EXHIBIT A CU CITY OF GRAPEVINE, TEXAS Purchasing Division - 541 Shady Brook Dr., Grapevine, TX 76051 Telephone: 817 -410 -3338 Fax: 817 - 410.3085 Grounds Management Services Invitation to Bid Bid Number: 350 -2011 DUE PRIOR TO: 2:00 P.M. ON December 17 2010 �S W, Bids received later than the date and time above will not be considered for an award. BIDDERS NOTE! Carefully read all instructions, requirements and specifications. Fill out all forms properly and completely. Submit your bid with an ORIGINAL. and THREE (3) copies and include all appropriate supplements and /or samples. Please return your bid in a SEALED envelope and /or package. Be sure that the envelope indicates the Bid Number, Bid Description, and the Date and Time of the Bid Opening. Vendors return address must also be noted on the package. RETURN YOUR BID TO: City of Grapevine Purchasing Division 501 Shady Brook Dr. Room 108 Grapevine, Texas 76051 CITY CONTACTS: Gary Roscher, Purchasing Coordinator Telephone: 817-410-3335 Fax: 817 -110 -3066 Email: groscher @grapevinetexas.gov SCOPE AND INTENT OF BID: The City of Grapevine Is soliciting bids for mowing, litter control, weed abatement, fertilization, herbicideslpesticides {fungicide applications and landscape services to be performed at various parks, medians, right -of -ways, facilities, open spaces, and athletic .complexes within the City of Grapevine as described in the following bid specifications. The yearly estimated budget for these services is $1,065,000.00. The term of this contract will be one year with four optional one -year renewal periods. The contract will be awarded to the bid providing the BEST VALUE to the City of Grapevine as determined by the evaluation criteria as stated herein. EXHIBIT 1 NOTE: CD OF MAPS OF SERVICE LOCATIONS WILL BE AVAILABLE FOR PICK UP AT: City of Grapevine Purchasing Division 509 Shady Brook Dr. Room 908 Grapevine, Texas 76051 CONTACT: Gary Roscher or Bob Smeby PRE -BID MEETING: A pre -bid meeting will be held In association with this bid. Attendance at the pry; -bid conference Is mandatory. The pre -bid conference date is December 6, 2010 at 1:00 p.m. at the following location: City of Grapevine Municipal Service Center 509 Shady Brook Drive Grapevine, TX 76051 QUESTION DEADLINE INFORMATION Questions regarding the bid should be submitted in advance and in writing to: Mr. Gary Roscher, Purchasing Coordinator, at fax number 817- 490 -3066 or mailed to, or emailed to: City of Grapevine, Texas groscher0grapevinetexas.gov Purchasing Division 601 Shady Brook, Room 108 Grapevine, Texas 76059 It Is the bidder's responsibility to ensure that they have secured and thoroughly reviewed all aspects of the bidding documents Including all addendums (if issued) prior to the bid opening All questions regarding the terms, conditions or specifications of this bid must be submitted in writing no later than two (2) business days before the bid opening. All questions that will affect the bid specifications in a material way will be answered and submitted to all bidders via email. Addendums will be issued if required and will be emalled and posted on the Purchasing website. No questions will be accepted or answered after 5:00 p.m. on December 95 2010 EXHIBIT 1 EXHIBIT A TERMS AND CONDITIONS: The terms and conditions set forth in this Invitation to Bid shall be incorporated Into and be a part of any proposal submitted to the City of Grapevine for the goods and/or services specified. Refer to Appendix °A" General Terms and Conditions. No other terms and conditions shall apply unless approved in writing by the City of Grapevine, Texas 3I1►L7IM Funds for payment have been provided through the City of Grapevine, Texas budget approved by the City Council for this fiscal year only. State of Texas statutes prohibit the obligation and expenditure of public funds beyond the fiscal year for which a budget has been approved. Therefore, anticipated orders or other obligations that may arise past the end of the current fiscal year shall be subject to budget approval. CONFLICT OF INTEREST; No public official shall have interest in this Invitation to Bid or any resulting contract, in accordance with Vernon's Texas Codes Annotated, Local Government Code Title 5, Subtitle C, Chapter 171. TAXIDEBT ARREARAGE;: Pursuant to Section 11.26 of the City of Grapevine, Texas City Charter, no money shall be paid by the City upon any claim, debt, demand, or account whatsoever, to any person, firm or corporation, who is in arrears to the City of Grapevine, Texas for Taxes or otherwise; and, the City shall be entitled to a counter- claim and offset against any such debt, claim, demand, or account, In the amount of taxes or other debt in arrears, and no assignment or transfer of such debts are due, shall affect the right, authority, and power of the City to offset the said taxes or other debts against the same. BID AUTHORIZED SIGNATURE /S: All Invitation to Bid responses are required to have an original signature, signed In ink by an authorized agent of your company as shown on the certification page of this request. UNSIGNED, NON-ORIGINAL, OR SIGNATURES IN OTHER THAN INK, RESPONSES WILL NOT BE CONSIDERED FOR AN AWAIT. BID PROPOSAL SUBMISSION ADDRESS AND DEADLINE: Completed Invitation to Bids should be directed to the: City of Grapevine Purchasing Department 501 Shady Brook Dr., Room 105, Grapevine TX 78051 Prior To: 2 :00 P.M. on December 17, 2010 The Invitation to Bid will be accepted until the bid submission deadline (closing time and date) as stated on the cover page. Invitation to Bid responses received after the closing time and date will be returned to the sender unopened. FAXED or ELECTRONIC responses are not acceptable. All Invitation to Bids are required to be signed by an authorized representative of the entity submitting the Invitation to Bid. Invitation to Bids received unsigned will not be considered. EXHIBIT 1 EXHIBIT A ADDENDA; Any interpretations, corrections, changes to this Invitation to Bid and specifications will be made by addenda to the Bid. Sole issuing authority of addenda shall be vested in the City of Grapevine's Purchasing Agent. Addenda will be emalled to all who are known to have received a copy of the Invitation to Bid and posted on the Purchasing website. ALL VENDORS SHALL ACKNOWLEDGE RECEIPT OF ALL ADDENDA BY ATTACHING THE ADDENDA TO THEIR BID PROPOSAL UPON SUBMITTAL. GOVERNMENTAL COMPLIANCE; All proposals must comply with all Federal, Stale, County, and Local laws concerning this type of service. VENDOR QUALIFICATIONS; MINIMUM STANDARDS FOR RESPONSIBLE PROSPECTIVE BIDDERS: A PROSPECTIVE BIDDER MUST AFFIRMATIVELY DEMONSTRATE BIDDER'S RESPONSIBILITY. THE CITY OF GRAPEVINE MAY REQUEST REPRESENTATION AND OTHER INFORMATION SUFFICIENT TO DETERMINE BIDDER'S ABILITY TO ME=ET THESE MINIMUM STANDARDS INCLUDING BUT NOT LIMITED TO; A, HAVE ADEQUATE FINANCIAL RESOURCES, OR THE ABILITY TO OBTAIN SUCH RESOURCES AS REQUIRED; B. IS ABLE TO COMPLY WITH THE REQUIRED OR PROPOSED DELIVERY SCHEDULE; C. HAVE SATISFACTORY RECORD OF PERFORMANCE; D. HAVE A SATISFACTORY RECORD OF INTEGRITY AND ETHICS; E. BE OTHERWISE QUALIFIED AND ELIGIBLE TO RECEIVE AN AWARD. DOCUMENTATION; All vendors responding to this Invitation to Bid shall provide with their Bid proposals all required documentation. Failure to provide this information could result in a rejection of your Bid proposal. TAKES; The City Is exempt from Federal Excise and State Sales Tax; therefore tax must not be included in the Bid proposal price. ALTERING BID PROPOSALS' Bid proposals cannot be altered, amended or withdrawn (by the company submitting the bid proposal) after the opening deadline, The signer of the bid proposal, guaranteeing authenticity must initial any alteration or erasure made before this deadline. The City reserves the right to negotiate, in whole or in part, with one or more contractors all Items offered in proposals as is in the best Interest of the City of Grapevine, Texas. BID PROPOSAL WITHDRAWAL OR REJECTION, The City reserves the right to withdraw the request for bid proposal for any reason or to reject any or all Laid proposals or parts of all or any specific laid proposal or proposals. The City further reserves the right to accept part or all of any specific bid proposals or proposal, and to accept any bid proposal or proposals with or without trade -in. EXHIBIT 1 EXHIBIT A PUBLIC INSPECTION: Bid proposals are not available for public inspection unfit after the City Council of the City of Grapevine, Texas has made a contract award. If the bid proposal contains trade secrets and confidential information, then only the portion of the bid proposal that contains the trade secret or confidential information is not open to the public and the vendor must specifically list that portion as confidential. The company submitting the bid proposal is responsible for specifying what part of the bid proposal contains the trade secret or confidential information when the bid proposal is submitted. It is not the responsibility of the City of Grapevine, Texas to request this information. All other parts of the bid proposal are open for public viewing upon request and in the absence of notification to the City that information is confidential; the City shall make all Informatlon available upon request through the Public Information Act. BID PROPOSALS RECEIVED LATE: The City of Grapevine is not responsible for lateness or non - delivery of mail, carrier, etc. to the City and the time and date recorded in the Purchasing office shall be the official time of receipt. It is the vendors responsibility to insure that bids submitted by mail are received by the date and time requested in the bid. To insure accurate receipt and recording of bids (mail or physical delivery), the City requests that bids be delivered at least fifteen minutes before the bid opening date and time. In any case, BIDS DELIVERED AFTER THE BID OPENING DATE AND TIME WILL BE RETURNED UNOPENED AND WILL NOT BE CONSIDERED FOR AWARD. BIDS WILL NOT BE ACCEPTED BY ELECTRONIC OR FAX METHOD. PRICES HELD FIRM: All prices quoted in the bid proposals will remain firm for a minimum of 124 days from the date of the bid proposal unless it is otherwise specified by the City of Grapevine. If during the life of the contract, the successful vendor's net prices to other customers for the items awarded herein are reduced below the contracted price, it is understood and agreed that the benefits of such reduction shall be extended to the City of Grapevine, Texas. NEGOTIATIONS: The City reserves the right to negotiate all elements, which comprise the bid proposal, and to accept or reject part or all of any bid proposal. The negotiations may be with one or more companies who have submitted a bid proposal as is In the best interest of the City of Grapevine, Texas. ASSIGNMENT: The selected company's rights and duties awarded by the contract may not be assigned to another without written consent of the City and signed by an authorized agent. Such consent shall not relieve the assignor of liability in the event of default by the assignee. BID PROPOSALAM131GUITY: Any ambiguity in the bid proposal as a result of omission, error, lack of clarity or non- comptlance with specifications, instructions and all other conditions shall be construed in the favor of the City. CHANGE ORDERS; No oral statement of any person shall modify or otherwise change, or affect the terms, conditions or specifications stated in the resulting contract. All the change orders to the contract will be made in writing and shall not be effective unless signed by an authorized representative of the City. EXHIBIT 1 EXHIBIT A MODIFICATIONS AND AMENDME=NTS: The City shall have the right to modify this order subject to an adjustment in the price in accordance with the applicable provision of the Purchase Order, if any, or pursuant to mutual agreements. No agreement or understanding to modify this order shall be binding on the City unless it is in writing and signed by an authorized representative of the City. LIENS: The selected company, through award of contract, agrees to and shall indemnify and save harmless the City against any and all liens and encumbrances for all labor, goods, and services which may be provided under the City's request, by seller or seller's vendor(s) and if the City requests, a proper release of all liens or satisfactory evidence of freedom from all liens shall be delivered to the City. GRATUITIESIBRIBES: The City may, by written notice to the selected company, cancel this contract without liability to the selected company if it Is determined by the City that gratuities or bribes In the form of entertainment, gifts, or otherwise, were offered or given by the successful Bid proposer, or its agent or representative to any City officer, employee or elected representative with respect to the performance of the contract. RELEASE OF INFORMATION: Only the name of the Company responding to this bid proposal shall be released at the bid proposal opening. Other information submitted by the Company shall not be released by the City during the bid proposal evaluation process or prior to contract award. At no time will confidential information, as noted by the Company, be released. CONTRACT ENFORCEMENT: The City of Grapevine, Texas reserves the right to enforce the performance of any contract that results from an award of this Invitation to Bid. Enforcement shall be in any manner prescribed by law or deemed to be in the bast interest of the City of Grapevine, Texas in the event of breach or default of the contract. Breach of contract or default authorizes the City to make an award to another vendor, purchase the service elsewhere and to charge the full increase in cost and handling to the defaulting contractor. Additionally, the City will remove the defaulting contractor from the City's list of approved vendors for a period of two years. In the event the successful contractor shall fail to perform, keep or observe any of the terms and conditions of the contract, the City shall give the contractor written notice of such default; and in the event said default is not remedied to the satisfaction and approval of the City within a reasonable period of time from which the contractor received notice, default will be declared and all of the contractors rights shall terminate. Vendors who submit proposals for this service agree that the City of Grapevine, Texas shall not be liable to prosecution for damages in the event that the City declares the successful contractor in default. Any notice provided by this Invitation to Bid (or required by law) to be given to the successful contractor by the City of Grapevine, Texas shall be conclusively deemed to have been given and received on the next day after such written notice has been deposited in the mail at the City of Grapevine, Texas by Registered or Certified mail wilh sufficient postage affixed thereto, addressed to the successful contractor at the address so provided; this shall not prevent the giving of actual notice In any other manner. The successful contractor and the City of Grapevine, Texas agree that both parties have all rights, duties and remedies available as stated in the Uniform Commercial Code. EXHIBIT 1 EXHIBIT A The contract will be governed and construed according to the laws of the Stale of Texas. Performance of the agreement shall be in Tarrant, County, Texas. ADVERTISING: The successful contractor shall not advertise or publish, without the City of Grapevine, Texas` prior approval, the fact that the City has entered Into a contract, except to the extent necessary to comply with proper requests for information from an authorized representative of the Federal, State, or Local government. CONTRACT ADMINISTRATOR: Under the contract, the City of Grapevine, Texas may appoint a contract administrator with designated responsibility to ensure compliance with contract requirements, such as but not limited to, acceptance, inspection and delivery. If appointed, the administrator will serve as liaison between the City of Grapevine, Texas and the successful contractor. TERMINATION OF AGREEMENT: The City may terminate the contract by giving the awarded Company written notice. Upon delivery of such by the City to the Company, the Company shall discontinue all services in connection with the performance of this agreement. As soon as practicable after receipt of notice of terminat €on, the Company shall submit a statement, showing In detail the Pro -Rated Premium satisfactorily delivered and accepted by the City under this agreement to the dale of termination. The City shall then pay the Company that portion of the prescribed charges. INDEMNITY: The company matting this offer agrees to defend, indemnify, and hold the City of Grapevine, its employees, officers, and elected representatives, whole and harmless against any and all claims for damages costs and expenses of persons or property that may arise out of, or be occasioned by, or from any negligent act or omission of Prosper, or any agent or Its employees. BID QUANTITIES: Total quantities given In the bid proposal may not reflect actual quantities, but represent the best accuracy based on a reasonable effort of investigation; however, they are given for the purpose of bidding on and awarding the contract, RIGHT TO ABANDON: . The City reserves the right to abandon, without obligation to the Contractor, any part of the project, or the entire project, at any lime before the Contractor begins any work authorized by the City of Grapevine. BID SPECIFICATIONS The following specifications apply to this bid. Any changes made to these specifications as a result of vendor inquiries, corrections or pre bid meetings will be completed by issuing a letter of clarification or addenda to all known vendors to have received the original bid and will become a part of the bid specifications. All letters of clarification or addenda should be acknowledged in the spaces provided within the bid documents. Any reference to a brand or specifications listed from any manufacturer's literature is meant to be EXHIBIT 1 EXH1 BIT A descriptive and not restrictive of the type of commodity, item or service required by the Department. While it is acceptable for the City to reference brand names or literature it should be noted that the City would consider any brand or manufacturer that meets or exceeds all of the specifications listed in the bid documents. The City reserves the right to be the sole judge In determining if a bid meets or exceeds the required specifications. By submitting a bid each bidder acknowledges the City's right to make an award to the vendor that best meets or exceeds the bid specifications and to make an award based on the best interests of the City of Grapevine. CONTRACT PERIOD: The contract shall be for a period of one (1) year from the date approved by the City Council, If at the end of the initial contract period, the successful contractor has perform satisfactorily, the City may, at its option, offer the successful contractor an option to renew the contract. There shall be four (4) additional one (1) year renewal options. If required by City policy, each option to renew may require approval of the City Council and both the City and the successful contractor shall have the right to decline to renew the contract. CONTRACT PRICING: The contract type will be a fixed price contract. Prices quoted shall be firm for the initial contract term (one year). Thereafter, any extensions which may be approved by the City shall be subject to the following; Costs for any extension terms shall be subject to an adjustment only if Increases or decreases occur in the Industry. Such adjustment shall be based on the latest yearly percentage changes In the All urban Consumers Price Index (CPI - U) as published by the Bureau of Labor Statistics, U.S. Dept. Of Labor and any other manufacturer price change requests. The yearly increase or decrease In the CPI shall be that latest Index published and available prior to the end of the contract year then in effect, as compared to the index for the comparable month one year prior. Any requested adjustment shall be fully documented and submitted to the City at least ninety (90) days prior to the contract anniversary date. Any approved cost adjustments shall become effective on the beginning date of the approved contract extension. The City Wray, after examination, refuse to accept the adjusted costs if they are not properly documented, or considered to be excessive, or If decreases are considered to be insufficient. In the event the City does not wish to accept the adjusted costs and the matter cannot be resolved to the satisfaction of the City, the Contract will be considered cancelled on the scheduled expiration date. 8 EXHIBIT 1 EXHIBIT A BID SPECIFICATIONS I SCOPE OF WORK I. Introduction The City of Grapevine is soliciting bids for mowing, litter control, weed abatement, fertilization, herbicideslposticideslfungicide applications and landscape services to be performed at various parks, medians, right -of -ways, facilities, open spaces, and athletic complexes within the City of Grapevine as described in the following bid specifications. The term of this contract will be one year with four optional one -year renewal periods. The contract will be awarded to the bid providing the BEST VALUE to the City of Grapevine as determined by the evaluation criteria as stated herein. The cycle frequencies stated herein are an accurate reflection of the City's anticipated needs. However, due to budget contingencies and weather fluctuations, cycle frequencies may be adjusted at any time during the contract period. At no time will adjustments to the bid prices offered be imposed to the City. Bid prices will be held firm during the contract period. Each bid shall be accompanied by either a cashier's check, a cortif"ied check, and or an acceptable bid bond in an amount of not less than five percent (5 %) of the total amount of the bid, made payable without conditions to " The City of Grapevine ", and the amount of the said bid bond may be retained by and forfeited to the City as liquidated damages if the bid covered thereby is accepted and a contract based thereon Is awarded and the bid should fall to enter into a contract in the form prescribed, with legally responsible sureties, within fifteen (15) days after such award Is made by Grapevine. p. Pre -Btd /Proposal Conference a. Pre/Bid/Proposal Conference Attendance at the pre -bid conference is mandatory. The pre -bid conference date is December 8 2010 of 1 :00 at the following location: City of Grapevine Municipal Service Center 501 Shady Brook Drive Grapevine, TX 76051 b. Site Visit it is mandatory of each vendor to visit ALL locations sited in Attachment C Pricing Worksheet & Service Locations prior to submitting a bid, assessing each factor involved in the process of proper execution of this contract. A Site Visit Affidavit Attachment A is required with the bid. Prior to award of contract, a mandatory site visit will be conducted with the recommended vendor to ensure a clear understanding of the scope of services and service locations. EXHIBIT 1 EXHIBIT A 111. Requirements a. GLOSSARY OF TERMS I. Production schedule shall mean the time periods established by the City for the project year within which all prescribed maintenance activities for each area shall be completed. The vendor and area Inspector will agree on a regular day and time for maintenance at each location. If the vendor expects to vary from the schedule, he/she shall notify area inspector 24 hours in advance, so work completion can be Inspected in a timely manner. Note: Failure to provide contract administrator and accurate schedule in good faith may result In termination of contract. Il. Concurrent shall refer to all mowing, trimming, edging, and litter removal on any given item being completed on the same day. Should a given area be too large to complete in a single day, any areas that have been mowed must be trimmed, edged, and litter removed on the same day the mowing occurs. 111. Monthly billing cycle shall refer to each time period in the mowing schedule for the project year. Each time period Is defined by a beginning and ending date, in which all prescribed maintenance activities for each area shall be completed. IV. Incloment weather shall mean rainy weather or when the condition of the soil Is such that the rutting of property will not allow cutting of grass to be accomplished satisfactorily. V. Trash and litter shall mean any debris within the mowing project area such as paper, cans, bottles, llmbslbrush, rocks, etc., which is not intended to be present as part of the landscape. Inclusive of entire project area including streets, sidewalks, curbs, hillsides, ditches, etc.(where treelbrush /shrub lines or mowing edge determines the area, the successful bid will extract litter an additional three (3) feet, where tree /brush /shrub lines are in front of fence the fence will be the determining boundary). Removal of debris will require sweeping of hard surface areas such as sidewalks. VI. Chemical trimming shall refer to the use of a herbicide (such as Roundup and /or an approved equal) as an alternative to the physical removal or cutting of plant material from areas to be trimmed. NOTE: CHEMICAL TRIMMING WILL NOT BE ACCEPTED FOR THE EDGING OF SIDEWALKS AND /OR CURBS. VII. Clumped grass cuttings shall refer to any accumulation of cut grass that on the day the mowing occurs exceeds 10" in height. Clumps are typically found In areas where mowing equipment has completed one row and has reversed direction. Property is to be re -mowed to remove clumped grass prior to leaving property. VIII. Mowing project area shall refer to specific geographic area(s) of the Town designated to receive specified mowing and related services. IX. Trimming shall refer to the cutting or removal of all plant materials Immediately adjacent to or under Town structures, trees, poles, tables, signs, fences, shrub beds, or other structures. X. Edging shall refer to the vart €cal removal of any and all plant material which encroaches over or onto sidewalks, curbs, steps, driveways and pavements. Edges shall be vertical, minimum depth of 1 ", and minimum width of 1/4 ". This task must be done neatly to present a clean, crisp appearance, having a smooth line. Line trimmer accepted along fences and poles. XI. Scalping shall refer to any action which results In the mowing of any turf area below the 1" height down to and including the sell. 2" height down to and including the soil for project areas designated on a 14 -day mowing cycle. XII. Mono- filament trlmming shall refer to trimming grass around fences, building, tree wells and posts. Do not directly use around the trunks of trees. 10 EXHIBIT 1 EXHIBIT A b. GENERAL SPECIFICATIONS: 1. MAINTENANCE CYCLES 1, The areas and maintenance function cycles to be provided are fisted In Attachment C Pricing Worksheet & Service Locations. The quantities of cycles per site per year shall be estimates only and shall not constitute a guaranteed amount to be paid to the vendor. 2. Vendors are cautioned not to submit Their bid until specifications and sites have been carefully examined. field observations are required to determine exact locations and boundaries of areas maintained. Contract AdministratorlAlternate is available to assist as needed to identify areas. 11. ADDITIONS f DELETIONS 1 SUBSTITUTIONS, 1. Contract Administrator/Alternate is designated as the Ordering Officer and will have the authority to add or delete work, subject to the Purchasing Procedures of the City of Grapevine. 2. All Work added or deleted will be specified by location and approximate acreage. Jointly, the Contract Administrator/Alternate, and the vendor shall measure areas added or deleted to determine the exact coverage. Such measurements shaft be documented and signed by both representatives, and will be the basis for determining the final scope of work and payment due to the vendor under the contract price. 3. All documentation pertaining to the additions or deletions to the work shall be maintained in a project file by the Contract AdministratorlAlternate. 4. The vendor shall advise the Contract Administrator/Alternate, In writin , of ANY changes that need to be made to the outlined maintenance program in this contract and shall not proceed with any work until such time as he has received written concurrence from the Contract Administrator/Alternate. III, CITY CONTACTS: 1. This contract will be monitored by the Park & Recreation Department Contract Administrator/Alternate listed below. Contract Administrator: Mr. Timothy Hamilton 817 - 410 -3348 (Office) 817 -994 -1386 (Cell) Assistant Parks Director: Mr. Kevin Mitchell 817 - 410 -3347 Purchasing Agent: Mr, Bob Smeby 817 - 410 -3335 IV, ACCOUNT MANAGER: 1. The Contractor must assign a designated Account Manager whose primary duties should Involve inspecting the work of subordinates In the field and ensuring contract compliance. He /she must also have effective written and oral communication skills. The Account Manager's duties, experience, and percentage of time the bid expects himlher to commit to this contract should be designated in writing by successful vendor and included with the final bid. The Account Manager cannot be involved in a substantial portion of the vendor's maintenance or administrative duties. i V. DAILY CONTACT: 1. The Contractor must make daily contact with the Contract Administrator or designee in writing, This daily contact is for the purpose of discussing areas to be maintained, Contractor's work schedule for the day, areas to be inspected for approval, and Notice - to- Proceeds that need to be signed. Failure to contact the Contract Administrator, or designee IN WRITING on a daily basis may constitute a breach of Contract. 191 EXHIBIT 1 EXHIBIT A VI, VENDOR PRODUCTION SCHEDULE: 1. Each vendor is required to submit a complete production schedule. This schedule shall meet or exceed the City's expectations as defined in Attachment C Pricing Worksheet & Service Locations. This schedule shall reflect the vendor's abilities to execute this contract in an efficient and timely manner, white maintaining the quality of work as required by the City. This schedule shall be a realistic projection by the vendor and will serve as the governing article during the performance of this contract. Any deviations from written schedule must be approved in writing (via email) by the Contract Administrator. The vendor production schedule must be submitted within the Operational Plan as Attachment B. It is imperative that the vendor understands that timely performance of this contract is critical. Completion days, or the lack of, as submitted and required by vendor to execute this scope of work as written, will be considered in the award process. Once this bid package is awarded, vendor will be expected to meet or exceed their submitted production schedule. If this production schedule cannot be met for any reason during the execution of this agreement, the City retains the right to secure an alternate vendor to proceed. 2. At the start of each workweek the vendor will identify the areas his employees will be working in that week and e-mail a list of the areas to the Contract Administrator /Alternate no later than 9:00 A.M. Monday morning. 3. The vendor will be required to e -mail daily a weekly work summary to the Contract Administrator /Alternate outlining the maintenance activities accompilshed that week concerning this contract. VII. COMPLETION TIME ALLOTMENTS: Upon receipt of a NOTICE TO PROCEED, the vendor will be allotted five (5) days to complete their entire maintenance cycle (Monday through Friday). The work completion time allotment should be considered a maximum, there Is no minimum. Weather and/or growth conditions may cause cancellation or delay of a mowing cycle which will be solely determined by Contract Administrator. The Contract Administrator also has sole discretion over whether soil /turg or weather conditions are appropriate for maintenance. Failure of the vendor to abide by the Contract Administrator's decision and direction may result in termination of contract. VIII. FAILURE TO MAINTAIN MAINTENANCE SCHEDULE: 1. Failure on the part of the Contractor to maintain the required production rate for a Project Area shall be sufficient reason for the Contract Administrator to have the work in question or portions thereof completed by others if the Contractor shall not cure the default within twenty -four (24) hours of written notice of the default. If others complete work, any additional cost caused by a higher priced vendor will be deducted from the original contractor's next payment, If any. Failure to sustain the maintenance schedule shall be determined in the following manner: All Project Areas shall be maintained according to the maintenance schedule assigned. Final assessment of each area may be made by the Inspector on the morning following the end of each maintenance cycle. If the Contractor fails to meet the Contract specifications within the time limits of the schedule, then that portion of the work may be removed from his responsibility and may be reassigned to another contractor. b. Contractor shall correct any deficiencies In work within 24 hours of written or verbal notification. In the event the Contractor fails to correct the default to the satisfaction of the City within the specified time, or such greater time as the City 12 EXHIBIT 1 EXHIBIT A may permit, the City shall exercise all rights, including the right to terminate the Contract In whole or part. The Contractor shall pay all costs and attorneys fees Incurred by the City in the enforcement of any provision herein or wlfhin this document. IX. REMEDIES FOR NON- COMPLIANCE: 1. Failure on the part of the Contractor during the term of this contract in one or more area(s) would be reasonable cause for the Contract Administrator or designee to issue a Notice -to -Cure (NTC) warning, In addition to liquidated damages as required. Area(s) can include, but are not limited to: a. Non - performance of service In accordance with the specifications herein b. Having more than two (2) failed inspections G. Failure to maintain work schedule d. Failure to install materials as specified e. Failure to show 2. Furthermore, the Contractor shall conduct operations in a manner that reflects favorably on the City. Calls from citizens concerning poor performance will be verified and If deemed correct, the Contractor shall be notified. Continued performance issues will result In cancellation of the contract. X. DAMAGES: 1. Any damage to public or private property shall be reported immediately to the Contract Administrator. 2. The City shall not be liable for any loss or damage sustained by the vendor. The vendor shall save the City whole and harmless from any and all claims for liability or damage of whatsoever nature and kind, including cost of court and attorney's fees, suffered or asserted to have been suffered by any person or to any property of any person whomsoever, growing out of or resulting from or In any way connected with the performance of work under this agreement. The vendor shall exercise every necessary precaution for the safely of work site and the protection of any and all persons and/or property located adjacent to or making passage through the work site. 3. The vendor shall be responsible for any property damage caused by the use of vehicles or other equipment while engagod In this contract. 4. The vendor will be responsible for any damages to the irrigation system due to negligence on the part of the vendor or the vendor's representative, XI. SUPERVISION: 1. The vendor shall personally supervise all work as specified in the contract. If the vendor cannot or will not personally supervise the work a competent account manager is to be assigned the responsibilities of supervision of all work in progress as specified in the contract. 4 2. The vendor will be required to designate, in writing, to the City, the name and cell phone of the account manager. The designated account manager may not commence work duties until approved by the City. 3. The designated account manager will be given full authority and power to act for the vendor on Items pertaining to overall work performance, management, coordination, and supervision, whenever work specified herein is being performed. 13 EXHIBIT 1 1W:12011: i1,1 4. The designated account manager may also serve as the Quality Control Inspector; provided that his/her job performance is maintained at an acceptable level to the City. 5. The account manager will be required to have a copy of the contract in their possession at all time work is in progress for referral concerning questions of contracting responsibility. 6. The vendor /account manager shall provide supervision of all work crows at all times while performing work under this contract. Personal supervision is not required provided that communication equipment or other means are provided that enable the work crew to communicate with the vendor at all times. Each work crew shall have a designated person on the work site that has the authority to respond to inquiries about work details or priorities. 7. The vendor shall provide the percent of time the vendor expects the field supervisor to commit to this contract should be designated in writing. XII. EMPLOYEES: 1. Vendor will require all employees to report to work In clean uniforms in good conditions including shirt, pants, and OSHA approved safety vest. Uniforms shall have the vendor's name in a manner clearly Identifiable to the public. Vendor must ensure that employees properly wear a shirt at all times. 2. Vendor's employees must be courteous to the public at all times while at the work site. 3. Vendor shall remove any personnel that is incompetent or endangers persons or property. 4. Vendor's employees will not consume /possess alcohol or use /possess any illegal drugs, or be under the influence of such while on City properly and /or carrying on the requirement of this contract. The vendor shall immediately remove any such employee from the worts site. 5. Conflicts, or potential conflicts due to required work and public use of a location, shall be reported to the Contract AdminisiratodAlternate. 8. Notification to vendor of complaints concerning the aforementioned shall be in writing if time and circumstance permits. Otherwise, notification shall be verbal or by telephone, and shall be confirmed In writing as soon as possible. Xlll, EQUIPMENT: 9. No tractor drawn mowers or brush hogs will be allowed except in select ROW and open field mowing. Brush hogs are only allowed @ Railroad ROW & Boyd Rd. unless approved by the Contract Administrator. 2. Properties that must be mowed with a 'walk - behind mower' (not to exceed 48 ") are: Botanical Gardens, Town Square, Liberty Park, Oak Grove Bailftelds (circle drive, plaza, and 2 small strips next to concession stand only), and William D. Tate, 3. Insufficient and /or Inadequate equipment as determined by the City of Grapevine is a cause for rejection of bid. 4. Contractor equipment must be maintained in good operating condition and In sufficient quantities to adequately perform all services. S. The contractor is responsible for performing scheduled maintenance on all equipment used on the contract. As part of this bid the contractor must submit proof of an active Preventative Maintenance Equipment Program. Proof of an active successful 14 EXHIBIT 1 E►:cu:3Ir_I Preventative Maintenance Program will be used in evaluation of this bid. Copy of program must be included in submittals. 6. Responses shall include a complete list of machinery & equipment available in Attachment D Equipment.Wehicle List Worksheet to determine whether or not the vendor can adequately perform the necessary work. All machinery & equipment the vendor anticipates committing to this contract if awarded should be included in the listing. 7. The City of Grapevine reserves the right to inspect the vendor's equipment prior to award of a contract. XIV. VEHICLES: 1. All vehicles utllixed under this contract will be clean, free of mud, dirt, and grime, without noticeable rust spots and faded paint serviceable, and shall comply with safety standards required by the State of Texas. 2. All vehicles used by the vendor will be identified with company name or logo, conspicuously displayed on door panels. Professionally done hand lettering, magnetic signs, or pressure sensitive decals may be used to comply with this specification. 3. All vehicles operating from a public road shall have a rotating -amber caution light mounted on the top of the vehicle. 4. insufficient and/or inadequate vehicles as determined by the City of Grapevine is a cause for rejection of bid. 5. Responses shall Include a complete list of vehicles available in Attachment D EquipmentiVehicle List Worksheet to determine whether or not the vendor can adequately perform the necessary work. All vehicles the vendor anticipates committing to this contract if awarded should be included in the listing. 6. The City of Grapevine reserves the right to inspect the vendor's vehicles prior to award of a contract. XV. INSPECTIONS: 1. The vendor Is responsible for establishing and maintaining an adequate quality control system to satisfactorily inspect and ensure that all work performed in each service is in full compliance with the contract. 2. The vendor shall designate in the Operational Plan as Attachment 13, a Quality Control Inspector, whose main duty shall be to verify contract conformity of all work performed. They are expected to inspect each property listed in this bid package upon completion of maintenance. This must be submitted to the Contract Administrator via email In a weekly inspection report each Friday by 2:00 P.M. detailing inspections, site visits, deficiencies sited and corrected, and any other Information that is pertinent to the contract. 3. The Contract Administrator /Alternate will make a quality inspection of completed areas within 24 hours, following receipt of daily form. 4. If completed areas do not meet contractual specifications: a. The Contract Administrator /Alternate will contact the vendor to rework areas. b. Contract Administrator /Alternate will then reinspect areas within 24 hrs. of notification of completion. c. Areas requiring re- inspection MAY NOT be considered for payment for (hat billing cycle. 5. The City may inspect required equipment, supplies and safety items at any time when in use on City property. Any Individual, crew or equipment found deficient shall be removed 15 EXHIBIT 1 EXHIBIT A from service immediately until faulty conditions have been corrected and passed by the City. No such removal will reduce the vendor's obligation to perform all work required under this contract and within the time schedule. XVI, PERFORMANCE EVALUATION MEETINGS: 1. A monthly "walk" of all properties will be conducted with the vendor and the Contract Administrator /Alternate. This will be documented in writing as to the status of the performance. If the Contract Administrator deems necessary the meeting may occur monthly, weekly, or as often as determined necessary to discuss performance. 2. A meeting shall be hold not later than one normal workday after a contract deficiency is noticed. Mutual effort will be made to resolve any and all problems identified. 3. The minutes of this meeting will be documented in writing for both parties. XVII. SAFETY- 1. A safely plan shall be included in the Operational Plan as Attachment D. It shall address the following requirements: a. All employees shall have proper safety devices and equipment including hearing and eye protection, and safety vests. All personal protective equipment shall meet OSHA and TXDOT safety standards. b. The vendor shall exercise extreme caution while working on medians, road sides and high traffic areas. TXDOT approved safety "men working" signage, barricades, cones, flashers /strobes /light bars, are renulred when craws are working in M traffic situations. c. Vendor will park vehicles and equipment off city streets where possible. Under no circumstances shall any vehicle or equipment be parked on the inside lane of any street. Any vehicle or equipment park in the far right lane of any street shall have safety flashers /directional light bars on and working properly. The area behind the parked unit must be coned off with safety cones spaced ten (10) feet apart and a minimum of one hundred (100) feet behind the unit. The vehicles shall be clearly identified with the vendor's company name and telephone number. d. Vendors discovered working without necessary safety devices or equipment in place will be required to stop all work In progress until adequate equipment has been obtained and approved by to the Contract Administrator /Alternate. e. All supervisors and employees who will be directly working on the maintenance of the Rail Road ROW must be certifled In the Roadway Workers Protection On Track Safety Program. This is training required by the Federal Department of Transportation and the Federal Railroad Administration, Contact Ron Price, Fort Worth & Western Rail Road at (817)- 222 -9798 (ext. 208) for training information. Provide documentation of certification with Operation Plan as Attachment B. L The vendor must be licensed by the Texas Structural Pest Control Board and /or Texas Department of Agriculture. A copy of the license and a listing of the license numbers shall be submitted with the Operational Plan as Attachment R. g. Any hazardous condition or any damage to City properly is to be immediately reported to the Contract AdministratorlAlternate. XVIII. MOWING DAMAGE/ SAFETY: 1. The vendor(s) shall be responsible for any damage to the property during the 16 EXHIBIT 1 EXHIBIT A maintenance operation. 2. The vendor shall be responsible for replacement of all trees, shrubs, ground covers, valve boxes, valve box lids, which are destroyed /damaged by the vendor, employees or agents of the vendor during the maintenance operation. They shall be replaced in 7 days, unless it Is a safety hazard. Safety hazards must be handled ASAP. 3. Trees and shrubs must not be bumped or marked by mowing or edging equipment. Damage to trees or tree collars will be assessed at $100.00 for each instance. If damage Is severe tree /shrubs will be replaced based on the sole discretion of the contract administrator. 4. Mulch rings shall be reshaped within twenty -four (24) hours when dislodged by mowing equipment. 5. Any hazardous conditions and/or damage to City property will be reported to the Contract Administrator /Alternate prior to leaving the work site. XIX. OZONE ALERT DAYS: 1. On ozone alert days, vendors are required to refrain from mowing until after 10 A.M., unless diesel powered equipment is used. The North Central Texas Council of Governments offers current daily ozone conditions @ htip: //www.nctcog.org /trans /air /ozone /current.asp. This wobpage can be checked daily for current ozone conditions. It is the responsibility of the vendor to be aware of ozone alert conditions. Failure to comply with those standards will be grounds for the following: a. a. First Offense: Verbal Warning. b. b. Second Offense: Written Warning c. c. Third Warning: Contract Termination c. SPECIFICATIONS FOR LANDSCAPE SERVICES Mowing: 1. All turf areas will be mowed weekly (unless otherwise indicated) at recommended heights during the growing season and noticeable clippings /grass clumps on turf areas removed. Any changes in the mowing height are to be approved by the Contract Administrator /Alternate. Variety Mowing Height Range Optimal Mowing Height Common Bermuda grass 0.75 -- 3.0 inches 1.5 inches Hybrid Bermuda grass 0.75 — 2.0 Inches 1.0 inch St. Augustine grass 1.5 — 3.0 inches 2.0 inches Zoysia E 0.75 — 2.0 inches 1.0 inch 2. Bruising or rough cutting of the grass is not permitted. Mowers will be adjusted and operated so that the grass is cut at a uniform holght. 3. Turf that Is asked to be cut at .75" or lower will be cut with a Reel type mower. 4. The turf will be cut indifferent directions to help prevent the grass from growing in one 17 EXHIBIT 1 EXHIBIT A direction and becoming rutted. 5. In an effort to not bag lawn clippings, mulching mowers are preferred to mowers that throw clippings into rows. 6. Areas serviced will have a finished appearance with walks and curbs appearing to have been swept. The successful vendor shall not blow litter, debris, leaves, clippings, etc. Into the streets, landscape beds, or other property. 7. Mowing will not be permitted within 18" of each tree in order to avoid damage to trees. 8. Roadsides and Rights of Ways (ROW's) will be mowed from back -of -curb 10ft or to any existing fencing or easement that is discernable such as tree lines, power poles etc. On some of these areas the mowing area will be less than the 1 ©ft and in some areas it will be more than 10ft. 9. Mowing will Include a 5 ft area behind all fire hunts in the Roadsides & ROW's and 15ft to each side where applicable. 10. Removal of all litter and fallen leaves from the entire properly, and hauling such debris away. 11. Litter must be removed from turf prior to mowing (1" X 1" and larger). This includes, but not limited to, bottles, cans, paper, brush, rocks, tree limbs, etc, which are not Intended to be part of the landscape. Shredded litter must be removed the day of the complaint or a $25 penalty per day for each area Identified per site will be deducted from the appropriate monthly billing. 12. All concrete, asphalt areas, brick pavers, paved ends on medians, and or right -of -ways shall be weed/grass free and blown clean of all debris after each cycle. 13. Weedslgrass growing in the expansion joints, within two (2) foot of the edge of the paved surface, must be removed or treated with an approved herbicide as needed. 14. Dovo Park and Pleasant Glade Pool Area Mowing cycle is to be done on Wednesday of each weak, completed by 8:30 A.M deadline. 15. Tennis courts are to be clean of all debris, leaves, grass clippings, and trash after each mowing cycle. 16. All swimming pools, Botanic Gardens and water features: Grass catching equipment MUST be used on mowers. Clippings and trash must be swept or picked up, taking care that none of the clippings gets into water features or swimming pools. 17. All mowing is to be accomplished Monday through Friday, weather permitting. It will be considered a breach of the contract if the schedule is repeatedly missed. 18. The Contract Administrator /Alternate reserves the right to cancel scheduled mowing cycles on a week -lo -week basis, based upon need, prevailing weather conditions, and available funding. 11. EdgIng i Trimming: Edging all turf along walks, curbs, plant beds, signs, poles, and other obstacles as follows: 1. All edging will be done with a fixed blade edger that leaves a sharp edge not a monofilament trimmer). 2. All turf will be edged and trimmed each time turf is mowed. 3. All sidewalks, curbs, and steps will be mechanically /vertically edged using a metal blade exposing concrete surface to be completed at the end of first cut. 18 EXHIBIT 1 EXHIBIT A 4. Sidewalks must be edged on both sides. 5. All material dislodged by edging must be removed from the site. 6. Monofilament trimming will be used for grass around fences, building, tree wells, posts, and other obstacles. 7. Monofilament trimming will not be used around tree trunks. 8. Trimming will include the removal of suckers (by hand, using hand pruners) from the trunk and /or base of all trees and ornamental trees. Ill, Bed Maintenance 1. All bed areas and tree rings will be policed for weeds, paper, and debris each maintenance cycle. 2. All planter beds, tree circles, sidewalk cracks, etc. are to be sprayed periodically to control unwanted grasses and broadleaf woods. 3. 3" of shredded hardwood mulch is required for weed control. q. Shrubs, groundcovers, espaliered shrubs and vines are pruned according to recommended horticultural practices to maintain a clean, attractive appearance. (Reference ANSI A 300 trimming specifications). 5. Shrubbery will be pruned as needed to insure the correct shape and natural growth habit for the area in which the shrubs are growing. 6. Tip prune selected branches of low growing shrubs or groundcover masses to maintain an even overall height to promote fullness. 7. Ground cover plantings will be pruned as required to restrain perimeter growth to within planting bed areas where adjacent to walks and curbs. 8. ALL dead plant material must be removed. 9. All tree rings and planting beds shall be maintained free of weeds /grass. Non- selective herbicide may be applied to some areas by a licensed applicator if approved by the Contract Admintstrator /Alternate. 10. Chemical practices shall not be a substitute for hand weeding where the latter Is required for complete removal. However it is recommended that herbicides be used to control weeds as needed. 11. Shrub /Ground Cover tied Weed Control (THIS DOES NOT APPLY TO COLOR BEDS)- January 16-30-Pendulum — 3 oz. of product per 1000 sq.ft. and Gallery al 0.5 oz. per 1000sq.ft. A second application of the same products needs to be applied September 1 -15. Weeds and grass control in beds will include hand pulling & spraying as needed. 12. April 1 -15 apply 13 -13 -10 granular fertilizer. with 30 -50% IBDU slow release @ 2 lbs. actual product per 1000 sq.ft. 13. August 15 -30 apply 13 -13 -10 granular fertilizer with 30 -50% IBDU slow release @ 2 lbs. actual product per 1000 sq.ft. IV. Herbicide 1. The vendor shall obtain a ninety percent (90 %) control of all noxious weeds, grasses, brush, (except Bermuda Grass) and maintain the control of the vegetation throughout the year. Weeds and grasses other than Johnson grass shall be less than 10° high, and Johnson grass shall be maintained at a height of less than 18° where herbicide spraying is used. 19 EXHIBIT 1 EXHIBIT A 2. Sot Treatment: As required by the City within Thirty (30) calendar days following completion of the first and second treatments reflecting above, when necessary to secure effective kill as required by these specifications. 3. Substitutions — Common named /Referenced herbicides are based on past use. Other approved equal /substitute herbicides may be used if approved by the Contract Ad min I stratorlAl tarn ate. 4. Any plant(s) that is killed or permanently damaged by the application of herbicides or fertilizers shall be replanted by the vendor, Permanent establishment of the new plant(s) is the sole responsibility of the vendor. Turf grass re- establishment shall be done at no additional cost to the City. 5. Care shall be taken to avoid herbicide drift and damage to adjacent trees, shrubs, and other plant material. 6. Vendor will be responsible for any damage done to plant material or other property during maintenance operations. Vendor will be responsible for replacement of all plant material damaged or destroyed by him/her or his /her employees. 7. The vendor must be licensed by the Texas Structural Post Control Board and /or Texas Department of Agriculture. A copy of the license and a listing of the license numbers shall be submitted with a bid response. 8. All herbicides shall be mixed and applied in strict accordance with the manufacturer's E.P.A. Registered Label. 9. The vendor shall comply with all pesticidelherbicide application requirements as set forth by the Texas Structural Pest Control Board, the Texas Department of Agriculture, the Federal Environmental Protection Agency and manufacturers' instructions provided with chemicals on labels and /or accompany brochures. If the chemical mix being used is suspect, the Texas Structural Pest Control Board will be requested to check and verify requirements 10. All equipment used by the vendor for herbicide application must be Inspected and licensed by the Texas Structural Pest Control board or Texas Department of Agriculture and must comply with all applicable Slate, federal and OSHA regulations. The vendor shall submit a listing of equipment in Attachment D Equipment/Vehicle List Worksheet to be used with the bid as a basis for the City to determine the vendor's ability to perform the work within the time frame specified. A permanent rotating amber caution light will be mounted on top of each piece of equipment that operates from public roads or Inside park boundaries along with TXDOT approved road signage. 11. Warning signage will be required and will be mounted on 12 " -24" stakes or holders. Signago is to be provided by the vendor with verbiage similar to the following: "WARNING: This Park /Facility is scheduled for a Herbicide Treatment in the next 48 hours. If turf appears wet, please stay off until dry." The signage is required to contain the vendor's name and telephone number. A photo sample of this sign shall be submitted within the Operational Plan Attachment S. The proper number and size of signs will be placed so as entrance into the Park from any direction will not be possible without at least one sign being seen. Signage to be removed by contractor within 48 hours after application completed by the vendor. 12. All areas in the parks, facilities, medianslroadsides, ROW's, drainage channels, and ditches within the City limits of Grapevine, Texas to receive herbicide treatments are: a. TURF AREAS —To Include Parks, Facilities, and Irrigated MedianslRoadsldes per specs below: t. Herbicide Treatments (growing season March - October) 20 EXHIBIT 1 EXHIBIT 1. Post emerge treatment for grassy & broadleaf weeds both perennials and annuals on an as needed bases. To be mutually determined by vendor and Contract AdministratorlAlternate. it. Herbicide Treatments (non growing season November- February) 1. Post emerge treatment for grassy & broadleaf weeds both perennials and annuals on an as needed bases. To be mutually determined by vendor and Contract Administrator /Alternate. b. NON TURF BERMUDA RELEASE AREAS -- To include the Baptist Church Parking Lot, Bushong, Capital, Dove Rd., Glade Rd., Grapevine Mills Blvd. NE, Hanover, Hughes, Kimball Rd. W, Metro Circle /Metro Place, Shadybrook Dr., Snakey Ln., Trinity Blvd. i. One (1) application mid season -applied May — August 1. MIX: Round -Up Pro(Monsanto) - 19 oz. /acre, Oust Extra(Dupont) - 3 -4 oz. /acre, Garlon 3A(Dow AgroScience 64) - 192oz, /acre, Red River 90110 Surfactant - 8 oz. /acre c. DRAINAGE CHANNELS AND DITCHES I. All channel areas with concrete surfacing shall receive spot treatment for any weeds and grass, as needed. ii. Areas of drainage, ditches and channels to receive herbicide treatment is further defined as being the bottom, sides, and banks to the limits of the "Right of way" or easement line, the top of the bank of the ditch or channel wall or grade shall prevail. In the event privately owned walls, fences, terraces, or other appurtenances border the ditches or channels, the treatment shall extend only to these appurtenances. Ill. The treatment of these specified areas may need to be accomplished by hand. Due to the locations, some applications cannot be accomplished by March iv, The herbicide to be used in treatment of vegetation shall consist of a combination of contact and systemic herbicide chemicals which will effectively kill all vegetation, (except Bermuda grass). Minimum of two (2) applications per Year. a. MIX. Rodeo - 1% solution & Valent X77 spreader - 2 pints /100 gallons 13, At the end of each monthly billing cycle, a copy of the pesticide log for all chemicals applied in the City of Grapevine must be included with the invoicing. If there were no chemicals applied, a letter stating so will be sufficient. 14. If tho specified chemical is no longer available, the price for the new chemical may be renegotiated. V. f=ertilizer I. Fertilizer Schedule for Turf Areas (non- overseed turf) a. April 7 -April 20 apply granular fort. 28 -3 -10 50 %SCU &3 %FE, tt?i 4.5 lbs. actual product per 9000 sq. ft. b. June 1 -June 20 apply granular fort. 28 -3 -10 50% SCU & 3% FE, @ 4.5 lbs. actual product per 1000 sq. ft. c. August 15- August 30 apply granular Pert. 28 -3 -10 50% SCU & 3% FE, @ 4.5 lbs. 21 EXHIBIT 1 EXHIBIT A actual product per 1000 sq. ft. 2. Fertilizer Schedule for Turf Areas ( overseed turf) a. Feb 1 -Feb 15 apply granular Pert. 15.6 -0 -0 Calcium Nitrate, Q 5 lbs. actual product per 1000 sq. ft. b, 10 -14 days after overseed: apply granular fert. 10- 20 -10, @ 5 lbs. actual product per 100 sq. ft. c. Nov. 1 -NovA5 apply granular fort. 21 -0 -0, Q 4 lbs, actual product per 1000 sq. ft. 3. Botanical Gardens I Mitchell House I Great Lawn Area I Hybrid Turf -- 28 -3 -10, 50% SCU, 3% Fe, @ 4.6 lbs. actual product per 1000 sq. ft. 4. All hard surfaces (sidewalks, parking, etc.) will be blown off immediately after fertilizer applications. 5. In lieu of detailed time /date schedules for treatment, the vendor shall in coordination with the Contract AdministratodAlternato, develop a schedule that is mutually agreeable to both. In the event of a disagreement, the schedule of the Contract Administrator /Alternate will prevail. VI. Trash ReceptacleslRecycling Receptaclesfl.itter 1. All trash receptacles located within the park, trail, and/or facility shall be inspected during each cycle. 2. The City will require additional trash services on weekends, holidays, and after hours. 3. All can liners are to be replaced when container is '/a full. If container liner Is holding water, the container is to be emptied of water each cycle. Liner requirements are as follows for trash receptacles: a. Minimum of ,90 mil., 40 °x46" with a capacity of 40 -45 gallons. b. All bags are to have a star bottom. c. All bags are to be black, brown, or nontransparent. 4. liner requirements are as follows for recycling receptacles: a. Minimum of .90 mil., 40 "x46" with a capacity of 40 -45 gallons. b. All bags are to have a star bottom. c. All bags are to be clear. 5. Litter Is defined as all trash, 1" X 1° and larger. This is to include trash, tires, brush (branches and small limbs), furniture and etc, Styrofoam peanuts (packing material) will be required to be picked up in (lie downtown area. Where applicable, litter pick up Includes all trash cans on serviced properties. 6. Where tree / brush / shrub lines or mowing edge determines the litter pick -up area, the vendor will extract litter an additional three (3) feet. 7. Where tree / brush / shrub lines are in front of fence the fence will be the determining boundary. & Picked -up litter will be legally disposed of in accordance with all City, State, and Federal environmental guidelines. 9. The City of Grapevine agrees to allow the vendor to dispose of litter, Including trash, brush, etc. at the City Maintenance Facility at 501 Shadybrook. NOTE Only trash picked up with the City of Grapevine is to be disposed of at the City Facility. 22 EXHIBIT 1 T . y 10. Roadside litter pick -up and disposal is to be completed within the first 7 working days of every month during the contract period. No roadside litter pick -up will be allowed on Fridays, 11. The City reserves the right to Increase, decrease or cancel the frequency of Park/Facilily Roadside litter pick -up on a week -to -week or month -to -month basis without an adjustment in the pricing offered. Vil. Annual Color 1. Vendor will provide two (2) seasonal (Spring/Summer and FallitMnter) color plantings per year unless otherwise specified in Attachment C Pricing Worksheet & Service Locations. Plant material type, variety, and color will be selected by Contract Administrator /Alternate. 2. Remove old seasonal color, rake off existing mulch layer, clean weedsltrash from planting bed, Roto -tlll to turn and fluff bed to a min. depth of 4" max. 6 ", rake bed smooth and remove clods/rocks greater than 1". 3. Add Insecticide at time of planting (Merit) or approved equal. (Fall/Winter planting only) 4. Add fungicide at the time of planting, (Subdue) or approved equal. (FallAVInter planting only) 5. At each Color change apply 13 -13 -10 granular fertilizer with 30.50% IBDU slow release @ 2 lbs. actual product per 1000 sq.ft. Add granular fertilizer at time of planting. (Color Star,) or approved equal. (Spring /Summer and Fall/Winter planting) 6. 'fop dress all beds with fine shredded hardwood mulch to a depth of 2" 7, A representative sample of all plant material must be approved by Contract Administrator /Alternate prior to all plantings. ti. Plant spacing: a. Spring /Summer plantings. 4" pots planted at two (2) pots per Sq. Ft. b. FallMinter planting. 4" pots planted at three (3) pots per Sq. FL c. All one (1) gallon plants requested will be planted atone (1) per Sq. Ft. 9. At each planting all color must be hand - watered /drenched Immediately after planting. Soil must be moist to a depth of 6 ". Vill. Overseeding 1. A Threeway blend of turf type perennial rye grass applied at a rate of 10 LBS per 1000sq.ft. The contract administrator will approve the type. 2. Each seed variety should be approx. 33°% in the blend. 3. Less than 6% inert matter 4. Less than 2% other crop seed. 5. Less than 0.05% weed seed 6. Minimum 90% germination, 7. The following properties are the only ones to be overseeded: Liberty Park, Main St. N, & William D. Tate. IX. Additional Service Requirements 1, Trash Receptacles t Recycling Receptacles f Litter 23 EXHIBIT 1 EXHIBIT A a. All litter and/or hazardous materials wilt be picked up and removed as needed on an as needed basis. Determination will be made by the Contract Administrator during the non mowing weeks. b. All can liners are to be replaced when container Is'/ full. If container liner is holding water, the container is to be emptied of water each cycle. c. Liner requirements are as follows for trash receptacles: 1. Minimum of .90 mil., 40 "x46" with a capacity of 40 -45 gallons. ii. All bags are to have a star bottom. Ill, All bags are to be black, brown, or nonlranspa €ent. d. Liner requirements are as follows for recycling receptacles: 1. Minimum of .90 mil., 40 °x48" with a capacity of 40 -45 gallons. fl. All bags are to have a star bottom. Ill. All bags are to be clear. e. Litter is defined as all trash, 1" X V and larger. This is to include trash, tires, brush (branches and small limbs), furniture and etc. Styrofoam peanuts (packing material) will be required to be picked up in the downtown area. Where applicable, litter pick up Includes all trash cans on serviced properties. f. Where tree! brush f shrub lines or mowing edge determines the litter pick -up area, the vendor will extract litter an additional three (3) feet. g. Where tree / brush / shrub lines are in front of fence the fence will be the determining boundary. h. Picked -up litter will be legally disposed of in accordance with all City, State, and Federal environmental guidelines. I. The City of Grapevine agrees to allow the vendor to dispose of litter, Including trash, tires, etc. at the City Maintenance Facility at 501 Shadybrook. NOTE only trash picked up with the City of Grapevine is to be disposed of at the City Facility. J. Roadside litter pick -up and disposal is to be completed within the first 7 working days of every month during the contract period. No roadside litter pick -up will be allowed on Fridays. k. The City reserves the right to Increase, decrease or cancel the frequency of Park/Facility Roadside litter pick -up on a weak -to -week or month -to -month basis without an adjustment in the pricing offered. X. Ant Abatement Service Requirements 1. Applications times to be determined by the Contract Administrator in conjunction with daily weather conditions 2. Application to be done In a broadcast method with ground equipment calibrated to give correct dosage. (Documentation of proper calibration to be provided by successful vendor and included In Operational Plan as Attachment 8) Application to be made at 1.5 lbs. per acre. Active Ingredients to be: Hydramothyinon 0.365% and S- Methoprene 0.250% or approved equal. 3. Applications to include all landscaped beds, turf and non -turf areas (dirt/gravel) in all areas designated In Attachment C Pricing Worksheet & Service Locations. 4. ALL existing fire ant mounds to be individually treated at time of applications. 24 EXHIBIT 1 EXHIBIT A 5. Vendor is responsible for repairing any ruts in turf, replacement of valve boxes /covers, damage to irrigation controllerslhoads and valves, or any hardscape feature made during application. 6. Vendor to provide MSDS (Material Safety Data Sheet) on approved chemicals. 7. Turf tires required on all equipment used In making the application. 8. At all water features, extreme carelcaution must be taken to assure that the pesticide - does no get into water. Any damage to fish or aquatic life will be replaced at the vendor's cost. 9. The Contract Administrator and the pesticide applicator will hold a mandatory daily pre - application meeting to go over properties scheduled for that day. XI. Additional Irregular Projects 1. At irregular intervals, the Contract Administrator will request various landscape andlor Irrigation work to be done at various locations throughout the City of Grapevine. Examples are as follows: landscape bed replacemenUenhancemenl at various locations, irrigation Installationlreconfiguration as needed at various locations, etc. Pricing for those projects shall be obtained by using the Attachment C Pricing Workshsot & Service Locations. 2. The quantities of irregular work per year shall be estimates only and shall not constitute a guaranteed amount to be paid to the vendor. 3. Landscaping projects must be performed as follows: a. A representative sample of all plant material must be approved by Contract Administrator /Alternate prior to all plantings. b. At each planting, all plant material must be hand- watered/drenched immediately after planting. Soil must be moist to a depth of 6 ". c. At each planting apply 13 -13 -10 granular fertilizer with 30 -50% IBDtJ slow release @ 2 lbs. actual product per 4000 sq.ft. d. 3" of shredded hardwood mulch is required for weed control. 4. Irrigation projects must bo performed as follows: a. Ail new irrigation plans must conform to the City of Grapevine Chapter 7 Building and Construction, Article XII, Irrigation Code. b. A licensed irrigator must be on -site during the installation of any irrigation system. A final walk through must be conducted with the Contract Administrator. All concerns of the Contract Administrator must be addressed within 24 hrs. unless otherwise arranged by the Contract Administrator. G. All new and retrofitted projects must follow TCEQ guidelines and City of Grapevine Chapter 7 Building and Construction. Article XII, Irrigation Code. IV. Warranty The successful Vendor shall warrant that all itemslservices shall conform to the proposed specifications and /or all warranties as stated in the Uniform Commercial Code and be free from all defects In material, workmanship and title. All trees and shrubs planted under this contract will carry a one year replacement guarantee. 25 EXHIBIT 1 EXHIBIT A V, Operational Plan Any proposal without an operational plan will be considered nonresponsive. The written Operational Plan must be labeled as Attachment "B" Operational Plan. Evaluation of the operational plan shall be based on the following submitted information: • Equipment to perform Contract requirements (including year, make and model). • number, name, title, necessary licenses, etc. of employees to perform Contract requirements. • Proposed vendor production schedule (days, times, length at each location) • Safety program detailing procedures, topics, and frequency of training • Traffic control plan and defined equipment staging areas. • Inclement weather make -up procedures. • The bidder must provide a list of suppliers for green goods, hard goods, and chemicalffertilizers to be utilized in the performance of the bid. • The bidder must provide a list of products to be utilized in the performance of the bid. VI. Five(5) Year Work History Vendors participating in the bid process must complete and submit a five (5) year work history. The vendor's five (5) year work history must be written in resume form and must ba attached to their bid as a separate document. Photos may accompany package. Vendors must include the following in their resume: - Qualifications - Years in Business - Staff Profile - Experience In providing Iikelsimilar grounds maintenance services required by the City of Grapevine - The bidder shall Identify the business entity as Individual, assumed name, partnership (naming partners), or corporation and indicate the official capacity of the person(s) executing the bid. In addition bidder must include: - number of full -time hourly employees employed by the business currently - number of part -time hourly employees employed by the business currently. - number of salaried supervisory employees employed by the business currently. - A minimum of five (5) organizations where the contractor is currently providing like/similar grounds maintenance services. This list is to include the names and telephone numbers and contact personnel of each organization. - A list of three (3) organizations where the contractor is no longer providing likelsimilar grounds maintenance services. This list is to include the names and telephone numbers of contact personnel at each organization. - The number of acres and type of facilitieslparkslroadways presently being serviced and for how many years for each facilitylparklroadway. All locations to be serviced in this contract are high profile, highly visible properties. Work history should reflect properties consisting of a similar size and scope. This can be office buildings, public buildings, public roadways, or public parks. Histories must include up to dale contact information. Contact information must be verified by vendor prior to submitting work history. Contact information will be used by City of Grapevine Parks staff for verification and references. Work History should include the entities main office number In addition to office 26 EXHIBIT 1 SKU 11.1 numbers and email addresses for the person/persons responsible for administrating the contract or work provided. Work history should not contain work not diroctly performed by Vendors Company. The five Year Work History must be titled; Attachment "E" Five Year Work History Note: Vendors not following directions properly by not completing and including required submittals will be doomed nonresponsive and dlsquallfied from the bid process. Vil. Submittals The following submissions are required In order to research, evaluate and verify each bid to determine the `Best Value" bid for the City. Missing submittals may deem the bidder non - responsive and disqualified. ➢ Attachment "A" Site Visit Affidavit Attachment ¢B° Operational Plan as required in var €ous sections throughout the specifications ➢ Attachment "C' Pricing Worksheet and Service Locations ➢ Attachment "D" EquipmnenWehtcle List Worksheet as requires{ in various sections throughout the specifications Attachment "E" Five Year Work History as required in Section Vl Attachment "F" Optional Pricing Worksheet for Non - Contract Services This worksheet is an optional submittal. It will NOT be used in the evaluation of the bid and will not be part of the contract. The City may use this pricing as a reference for additional services needed beyond the scope of services required in this Best Value bid. ➢ Affidavit of No Prohibited Interest ➢ Conflict of Interest Questionnaire (C1Q) Y Vendor Acknowledgement Form ➢ W_g Form VIII, Evaluation Criteria A review committee will judge the merit of bids received in accordance with the requirements defined herein. Failure of vendor to provide In their bid any information requested In this bid may result in disqualification of the bid. The sole objective of the review committee will be to select the Best Value Bid for the City of Grapevine. The contract will be awarded based on the following evaluation criteria: ➢ 30% Cost as evidenced In Attachment "C Pricing Worksheet and Service Locations 30% Components of the Operational Plan as evidence in Attachment "B" Operalional Plan ➢ 30% Work History and References as evidenced in Attachment "E" Five Year Work History ➢ L01/16 Equipment and Vehicles as evidenced in Attachment `D" Equipment/Vehicle List Worksheet 27 EXHIBIT 1 EXHIBIT A SID SECURITY BANDING: Each Bid shall be accompanied by a Certified Check, or Cashier's Check, or a Bid Bond issued by a surety licensed to conduct business in the State of Texas In the amount of 5% of the greatest total amount of Bid. Bid security shall be made payable to, and shall revert to, the City of Grapevine In the event the successful Bidder shall fall to execute the Contract within ten (10) days after receipt of the Contract for execution. The City of Grapevine reserves the right to retain the Bid Security of the next two best value bidders until awarded bidder enters into Contract or until 90 days after bid opening, whichever Is shorter. All other bid security will be returned as soon as practicable. If a Bidder refuses to enter into a Contract, the City of Grapevine will retain the Rid Security as liquidated damages, but not as a penalty. 28 EXHIBIT 1 EXHIBIT A GENERAL REQUIREMENTS: Except as otherwise specified, the contractor and his subcontractors of any tier will be required at their own expense to maintain in effect at all times during the performance of the work, Insurance coverage with limits not less than those set forth below with insurers and under forms of policies satisfactory to the City of Grapevine. It shall be the responsibility of the contractor and any subcontractors to maintain adequate insurance coverage and to assure that all subcontractors are adequately insured at all times. Failure of the contractor and his subcontractors to maintain adequate coverage shall not relieve him of any contractual responsibility or obligation. CERTIFICATES OF INSURANCE: At the time of the execution of this contract and each subcontract, but in any event, prior to commencing work at the job site, the contractor and his subcontractors shall furnish the City with certificates of insurance as evidence that the policies providing the required coverage and limits of insurance are In full force and effect. The certificates of insurance shall state the City as an Additional Insured where applicable. The certificates shall provide that any company issuing an insurance policy for the work under this contract shall provide not less than 30 days advance notice In writing of cancellation, non - renewable, or material change in the policy of insurance. In addition, the contractor shall Immediately provide written notice to the City of Grapevine and Engineer upon receipt of notice of cancellation of an insurance policy or a decision to terminate or alter any insurance policy. All certificates of insurance shall clearly state that all applicable requirements have been satisfied Including certification that the policies are of the "occurrence type. Certificates of Insurance for contractor and subcontractors, terminations, or alterations of such policies shall be mailed to the Risk Manager, City of Grapevine, P. 0. Box 96104, Grapevine, TX 76099. COMPREHENSIVE GENERAL LIABILITY: This insurance shall be an occurrence type policy written in comprehensive form and shall protect the contractor and his subcontractors and the Additional Insured against all claims arising from bodily injury, sickness, disease, or death of any person other than the contractor's employees or damage to property of the City of Grapevine or others arising out of the act or omission of the contractor or his subcontractors or their agents, employees, or subcontractors. This policy shall also include protection against claims Insured by usual personal injury liability coverage, a (protective liability) endorsed to Insure the contractual liability assumed by the contractor and his subcontractors under the article entitled indemnification and completed operations, product liability, contractual liability, broad form property coverage, xcu, premises /operations, and Independent contractors. Bodily Injury .............. $1,000,000 Property Damage............ $2,000,000 COMPREHENSIVE AUTOMOBILE LIABILITY: This insurance shall be written in the comprehensive form and shall protect the contractor and his subcontractors and the Additional Insured against all claims for injuries to members of the public and damage to property of others arising from the use of motor vehicles, and shall cover operation on and off the site of all motor vehicles licensed for highway use, whether they are awned, non - owned, or hired, The liability shall not be less than: Bodily Injury and Property Damage ............... $1,000,000 Combined Single Limit 0S EXHIBIT 1 EXHIBIT A WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY: This insurance shall protect the contractor and his subcontractors and the Additional Insured against all claims under applicable stale worker's compensation laws. The insured shall also be protected against claims for injury, disease, or death of employees which, for any reason, may not fall within the provision of a workers' compensation law. This policy shall include an all- states' endorsement. The liability shall not be less than: Workers' Compensation ............. ............................... Statutory Employers' Ltablllty .... .. .................... I ......... ............ $500,000 each accident Disease policy li mit .................. ............................... $500,000 Disease - each employee Refer to Rule 28 TAC 110.110 relaling to REPORTING REQUIREMENTS FOR BUILDING OR CONSTRUCTION PROJECTS FOR GOVERNMENTAL ENTITIES found In Appendix D PROPERTY LIABILITY: Property insurance shall be for the entire work, including materials not In place at the site to the full insurable value thereof. All Builders Risk insurance shall include the interest of the City, the Contractor, subcontractor, and sub - subcontractors In the work and shall be written on an All Risk" basis. A copy of the Builder's Risk Policy shall be filed with the City at the Risk Management Department and shall include a thirty (30) day notice of cancellation of policy provision. CONTRACTOR'S LIABILITY INSURANCE: The contractor shall purchase and maintain in a company or compan €es licensed to do business in the State of Texas and to which the OWNER has no reasonable objection, such comprehensive general liability and other Insurance..." The commercial liability insurance form of policy may be used In lieu of comprehensive general liability form. The limits of liability for the insurance required by Paragraph 5.4 of the General Conditions shall provide coverage for not less than the following amounts of greater where required bylaws and regulators: Workers' Comnensation, etc: (1) State: Statutory (2) Applicable Federal (e.g., Longshoreman's): Statutory (3) Employer's Liability: $1,000,000 Comprehensive General Liability: (1) Bodily Injury (including Completed operations and products liability): $1,000,000 Each Occurrence $2,000,000 General Aggregate (2) Property Damage: $1.000,000 Each Occurrence $2,000,000 General Aggregate (3) Property Damage Liability Insurance will provide Explosion, Collapse and Underground coverage's where applicable. 30 EXHIBIT 1 EXHIBIT A (4) Personal injury, with employment exclusion deleted $1,000,000 Comprehensive Automobile Liabilit (1) Bodily Injury: $1,000,000 Each Occurrence Commercial Umbrella Liability: $5,000,000 Combined Limit, Bodily Damage, Property Damage Any questions relating to insurance are to be directed to Dan Hambrick, Risk Manager, at (metro) 817/410 -3114. INDEMNIFICATION: For the consideration included in the bid price, contractor and his subcontractors shall pay, indemnify, and save harmless, the City, its agents, guests, consultants, (including the Engineer), invitees, and employees, from all suits, actions, claims, demands, losses, expenses, including attorney's fees, costs, and judgments of every kind and description to which the City, its agents, guests, consultants (including the Engineer), Invitees, or employees may be subjected to by reason of injury to persons or death or property damage, resulting from or growing out of any act of commission, omission, negligence, or fault of the contractor and his CITY subcontractors, their agents or employees, committed In connection with this contract, contractor's performance hereof, or of any work performed hereunder. Contractor and his subcontractors shall Indemnify and save harmless the City, Its agents, or employees and consultants (including the Engineer), from and against all claims, demands, actions, suits, damages, losses, expenses, costs including attorney's fees, and judgments of every kind and description arising from, based upon, or growing out of the violation of any Federal, state, county, or city law, bylaw, ordinance or regulation by the contractor, its agents, trainees, invitees, servants, and employees. WAIVER OF SUBROGATION: The contractor and his subcontractors shall require their insurance carrier, with respect to all insurance policies, to waive all rights of subrogation against the City of Grapevine, its commissioners, partners, officials, directors, officers, agents, and employees and against all other contractors and subcontractors. CONTRACTOR SAFETY: GENERAL: The Contractor shall comply with all Occupational Safety and Health Act (OSHA) Standards and any other Federal, State, or Local rules and regulations applicable to construction and /or maintenance activities In the State of Texas. City Safety Personnel or any supervisor may, but are not required to, order that the work be stopped If a condition of Immediate ganger Is found to exist. Nothing contained herein shall be construed to shift responsibility or risk of loss for injuries or damage sustained as a result of a violation of this Article from the Contractor to the City of Grapevine. The contractor shall remain solely and exclusively responsible for compliance with all safety requirements and for the safety of all persons and property at the project site. The parties hereto expressly agree that the obligation to comply with applicable safety provisions is a material provision of this Contract and a duty of the Contractor. The City of Grapevine reserves the right to require demonstration of compliance upon reasonable request. In the event the Contractor is unable to demonstrate 31 EXHIBIT 1 EXHIBIT A compliance with the safety provisions of this Contract, the parties agree that such failure Is doomed to be a material breach of this Agreement; and the Contractor agrees that upon such breach, all work pursuant to the Contract shall terminate unlit demonstration to the City of Grapevine that the safety provisions of this Agreement have been complied with. In no event shall action or failure to act on the part of the City of Grapevine be construed as a duty to enforce the safety provisions of this Agreement nor shall it be construed to create tiabiilty for the City for any act or failure to act in respect to the safety provisions of this Agreement. SAFETY EQUIPMENT: The Contractor shall be responsible for (lie Safety Equipment to be used by Its employees and/or all of its sub- contractors working on the City of Grapevine. This equipment will include, but may not be limited to, hard hats, safety belts or harnesses, eye, face, hand, ear or hearing protection. Sport or athletic type shoes are not considered suitable work shoes on any construction site. 32 EXHIBIT 1 EXHIBIT A EQUAL OPPORTUNITY REQUIREMENTS 1. The contractor, subcontractor, vendor, supplier, or lessee will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, or age. The contractor, subcontractor, vendor, supplier, or lessee will take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, religion, color, sex, national origin, or age. Such action will include, but not be limited to, the following: employment; upgrading; domotlon or transfer; recruitment advertising; layoff or termination; rates of pay or other forms of compensatlon and selection for training including apprenticeship. 2. The contractor, subcontractor, vendor, supplier, or lessee states that all qualified applicants will receive consideration for employment without regard to race, religion, color, sex, national origin or age. 3. The contractor, subcontractor, vendor, supplier, or lessee will comply with all provisions of Executive Order No. 11246 and the rules, regulations, and relevant orders of the Secretary of Labor or other Federal Agency responsible for enforcement of the equal opportunity and affirmative action provisions applicable and will likewise furnish all information and reports required by the Mayor and /or Contractor Compliance Officer(s) for purposes of invosilgalion to ascertain and effect compliance with this program. 4. The contractor, subcontractor, vendor, supplier, or lessee will furnish all Information and reports required by Executive Order No. 11246, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to all books, records, and accounts by the appropriate City and Federal Officials for purposes of investigations to ascertain compliance with such rules, regulations, and orders, Compliance reports filed at such tunes as directed shall contain information as to the employment practice policies, program, and workforce statistics of the contractor, subcontractor, vendor, supplier, or lessee. 5. In the event of the contractor's, subcontractor's, vendor's, supplier's or lessee's non - compliance with the non discrimination clause of this contract or with any of such rules, regulations, or orders, this contract may be cancelled, terminated, or suspended in whole or In part, and the contractor, subcontractor, vendor, supplier, or lessee may be declared ineligible for further City contracts in accordance with procedures provided in Executive Order No. 11246, and such other sanctions may be imposed and remedies invoked as provided in the said Executive Order, or by rule, regulation, or order of the Secretary of Labor, or as may otherwise be provided by law. 6. The contractor shall Include the provisions of paragraphs 1 -6 of this Equal Employment Opportunity Clause in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of labor Issued pursuant to Section 204 of Executive Order No. 11246 of September 24, 1965 so that such provisions will be binding upon each subcontractor or vendor. The. contractor will take such action with respect to any subcontractor or purchase order as the contracting agency may direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that in the event the contractor becomes involved In, or is threatened will) litigation with a subcontractor or vendor as a result of such direction by the contracting agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. 33 EXHIBIT 1 EXHIBIT A IMPORTANT DISCLOSURE NOTICE: Disclosure of Certain Effective January 1, 2006, H.B. No. 914 of the 79th Texas Legislature requires a vendor that wishes to conduct business or be considered for business with the City of Grapevine, Texas to file a conflict of interest guestionnalre. The Disclosure Act applies to all persons or businesses who conduct business with the City, including those who submit bids on City contracts, make purchases of surplus City property, or participate in any other purchase or sales transactions with a City. Pursuant to the requirements of Section 176,002(x) of the Texas Local Government Code, vendors or respondents who meet the following criteria must fill out a conflict of interest questionnaire no later than the 7th day after the person begins contract discussions or negotiations' with the City or submits to the City 'an application, response to a request for bids or bids, correspondence, or another writing related to a potential agreement with the City; A vendor or respondent that - (1) contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity; or (2) is an agent of a person described in Subdivision (1) in the person's business with a local governmental entity.' Any person who meets the criteria, as for enforcement to ensure the veracity of the vendors, the statute makes it a Class C Misdemeanor to violate the vendor disclosure provisions." The forms required to comply with the above Government Code are available on the Ethics Commission website at htt :I/www.ethics.state.tx.usiforms/CIS.pdf . City Employees are prohibited from bidding on this solicitation in accordance with City Policy. 34 EXHIBIT 1 EXHIBIT A OFFICIAL BID FORM and CERTIFICATION FOR FOR THE CITY OF GRAPEVINE, TEXAS This certification must be submitted with the bid. Honorable Mayor and City Council Members: The undersigned hereby proposes to furnish and deliver FOB destination point as listed on Individual Purchase Orders: The line items listed in accordance with the Net Prices and other conditions shown herein, and In accordance with the City's Specifications and General Terms and Condition Specifications. When issued, Letters of Clarification shall automatically become part of this bid document and shall supersede any previous specifications or provisions in conflict with the Letters of Clarification. It is the responsibility of the bidder to ensure that it has obtained such letters. By submitting a bid on this project, bidder shall be deemed to have received all Letters of Clarification and to have incorporated them into its bid. THE MANUFACTURER'S NAME, PRODUCT NAME AND PRODUCT NUMBER SHOULD BE DESIGNATED IN OFFERER'S NOTES, EVEN IF BIDDING AS SPECIFIED. The City may accept this bid offer by issuance of a Notice of Award Letter and/or a Purchase Order covering award of said bid to this Bidder at any time on or before the 120th day following the day this Official Bid Form is opened by the City. This offer shall be irrevocable for 120 days after bid opening or for 90 days after City Council awards the bid, whichever comes last, but this period may be extended by written agreement of the parties. THIS BIDDER IS AND REPRESENTS THAT IT IS AN EQUAL OPPORTUNITY EMPLOYED The undersigned hereby offers to furnish and deliver the goods and /or services as specified at the prices and terms herein stated and in accordance with the Invitation to Bid, Clarification Letters, and General Terms and Condition Specifications, all of which are made a part of this offer. All pages of the City of Grapevine's form, including but not limited to the General Terms and Conditions, Specifications and page one of this bid invitation are incorporated by reference into this bid for all purposes. NOTICE TO ALL NEW VENDORS WHO HAVE NOT CONDUCTED BUSINESS WITH THE CITY OF GRAPEVINE FEDERAL FORM W9_ REQUIREMENT: The "Request for Taxpayer Identification Number and Certification" f=ederal Form W_g should be filled out and returned with your bid. This form Is available from any Federal Office or from the City of Grapevine Finance Office and has not been included as part of this bid package. The form should be mailed to the City of Grapevine, Purchasing Division, 601 Shady Brook Dr., Grapevine, Texas 76051. This form is REQUIRED to be on file BEFORE we can conduct any business with any vendor. Submitting this form will assist us in setting your company up as a certified vendor of the City of Grapevine. BIDDERS CERTIFICATION: 35 EXHIBIT 1 IC:4:u:11ri I, the undersigned, by signing the following statement agree that I have read and understand all of the terms and conditions, specifications, and requirements contained on each page of this Invitation to Bid. I also understand that if this proposal Is accepted by The City of Grapevine that all of the terms and conditions, specifications, and requirements submitted in my proposal and any additions, chanties, or deletions made during negotiations will be made a part of this proposal under a binding contract between my company and the City of Grapevine, Texas, I also certify that this proposal is made without previous understanding, agreement, or connection with any person, firm, or corporation making a proposal for the same materials, and is in all fair and without collusion or fraud: OUR company is a (Check One): Corporation _(The bid MUST be signed by an Officer of the company) Partnership X (The bid MUST be signed by a General Partner) Joint Venture ,(The bid MUST be signed by an Officer of the company) Sole Proprietor _(Tho bid MUST be signed by the Owner) ADDENDUMS: The bidder acknowledges receipt of the following Addenda: (If you have not received any Addenda then write NONE across the blanks). If you have received Addenda then write beside the appropriate Addenda number the date received. ALL ADDENDA RECEIVED SHOULD BE ATTACHED TO THE SID. ADDENDUM # I ADDENDUM #f 2 ADDENDUM it 3 COMPANY NAME: COMPANY NAME: COMPANY ADDRESS: CITY /STATE /ZIP: 12/12/10 VMC Landscape Services 2433 Merrell Road Dallas, TX 75229 COMPANY REPRESENTATIVE NAME: Bruce Verdick TELEPHONE #: 972 - 567 -1616 FAX #: 972 - 481 -1235 EMAIL: bverdick@vmclandscape.com SIGNATURE:. DATE: 12/15/10 APPENDIX "A" 36 EXHIBIT 1 EXHIBIT A CITY OF GRAPEVINE, TEXAS GENERAL TERMS AND CONDITIONS The City of Grapevine, Texas is accepting quotations for the goods andtor services listed in the attached quotation document. The following terms and conditions will apply to this quotation. Please read the terms and conditions carefully. By submitting a quotation for the goods andlor services listed In the quotation document, you will agree to the following terms and conditions. 4. CONTRACTOR'S OBLIGATION §. 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. 2. EFFECTIVE DATEffERlh. Unless otherwise specified in the Solicitation, [his 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. 3. PLACE AND CONDITION OF WORK. The City shall provide the Contractor access to the sites where tho Contractor is to perform the services as required in order for the Contractor to perform the services in a timely and efficient manner. The Contractor acknowledges that it hss 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 servlcas, and any other condition or state of fact which could in any way affect performance of the Contractur's obligations under the contract. The Contractor hereby releases and holds the City harmless from and against any ilablllty or claim for damages of any kind or nature If the actual site or service conditions differ from expected conditions. 4. WORKFORCE. A. The Contractor 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 use or possess any firearms, alcohol'so or other intoxicating beverages, illegal drugs or controlled substances while on the Job or on the City's property, 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. S. COMPLIANCE WITH SAFETY REGULATIONS. The Contractor, [Is Subcontractors, and their respective employees, shall comply ful[ymlth all applicable federal, state, and local safely and health laws, ordinances, rules and regulations in the performance of the services, Including but not limited to those promulgated by the City 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 al[ claims, demands, suits, actions, Judgments, lines, pantiles and liability of every kind arising from the breach of the Contractors obligations under thls paragraph. INVOICES. A. The Contractor shalt submit separate involces in duplicate on each purchase order or purchase release after each delivery. ff partial shipments or deliveries are authorized by the City, a separate Invoice must be sent for each shipment or delivery made. 8. invoices shall indicate the purchase order or purchase release number and the supply agreement number if applicable. Invoices shalt 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. Unless olhervr4se 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 tlme - 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, Slate taxes, or City sates taxes must not be Included In the Invoiced amount. The City will furnish a lax exemption cortllicate upon request. PAYMENT. A. All proper Invoices received by the City will be paid within 30 days of the City's raceipl of the deliverables or of the Invoice, whichever Is later. If payment is not timely made, interest shall accrue on the unpaid balance at the lesser of one percent per month or the maximum lawful rate; except, If payment is not Smely made fora reason for which the City may withhold payment hereunder, Interest shall not accrue until ten days after the grounds for withholding payment have been resolved. B. if partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as staled above, provided that the invoice matches the shipment or delivery. C. 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. 1. delivery of detective or non - conforming doliverables by the Contractor; 37 EXHIBIT 1 EXHIBIT A it. 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; fv, damage to the property of the City or the City's agents, employees or conlractors, which Is not covered by Insurance required to be provided by Ilia Contractor; V. reasonable evidence that Ute Contractor's obligations will not be completed wllhtn the Ume specified In the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anUcipatad delay; vi. failure of the Contractor to submit proper invoices with all required attachments and supporiing documentation; or vil. failure of the Contractor to comply with any material provision of the Contract Documents. D. The CiVs payment obligations are payable only and solely from funds Appropriated and available for the purpose of this purchase. 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 dolfvered but unpaid shall be returned to Ilia Contractor. The City shall provide the Coniractor 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. WARRANTY - PRICE. A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractors Current prices on orders by others for like dolfvorobfas under similar terms of purchase. S. The Contractor certifies that the prices in the Offer have been arrived at Independently vrilhout consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fens with any other firm or with any compolitor. C. In addfllon to any other remedy available, the City may deduct from any amounts owed to the Contractor, or otherwise recover, any amounts paid for items in excess of the Contractors current prices on orders by others for like deliverables under similar terms of purchase. 9. WARRANTY - TITLE. The Contractor warrants that it has good and Indefeasible title to all deliverables turnished under the Contract, and that Ilia 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. 10. WARRANTY - SERVICES. The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and Ilmely performed in a good and workmanliko manner in accordance will) genoraliy accepted Industry standards and practices, Ilia forms, conditions, and covenants of the Contract, and all applicable Federal, State and Iecal 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. 13. Unless otherwise specified In the Contract, the warranty period shall be at least one year front acceptanco of the services. 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 Wth 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) 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 ft 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. 11. ACCEPTANCE F INCOMPLETE OR NONCONFORMING DELIVERABLES, If, instead of requiring immediate correction or removal and replacement of defective or non-conforming dallverables, the City prefers to accept it, Ilia City may do so. The Contractor shall pay all claims, costs, fosses and damages aitribulable to the City's evaluation of end dotermfnatfan 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 dallverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. RIGHT TO ASSURANCE Whenever one party to the Contract to good Will itas roo son to question the other party's Intent to perform, demand may be made to the other party for Milan assurance of the Intent to perform. lathe event that no essuranco Is givan wilhin the time specified after demand Is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. 13. STOP WORK NOTICE. 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, S1ato, or focal guidelines, or In a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will chase all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 19, DEFAULT. The Contractor shelf be In default under the Contract if the Contractor (a) falls to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 21, or (c) becomes Insolvent or seeks ratlef under the ba nkruptcy laws of the United States. 16. TFRMINATIQN FOR CAUSE. 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) days, unless otherwdso specified, after the date of such notice, unless Ilia Contractor, writhin such ton (10) day period, cures such default, or provides evidence sufficient to provo 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, tosses and expenses, Incurred by the City as a result of the Contractors default, including, without Ilmilation, 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 38 EXHIBIT 1 EXHI BIT A may remove the Contractor from the C!Vs vendor list for three (3) years and any o €for 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. 17 TERMINATION WTTHOUTCAUSE. The City shall have the right to terminate the Contract, to whole or In part, without cause any time upon thirty (30) days' prior wrltian 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 nolice 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. 18 FRAUD. Fraudulent statements by the Contractor on any offer shall be grounds for the termination of the Contract for cause by the City and may result in legal action. 19 DELAYS. The City may delay scheduled delivery or other due dates by wiRlon 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) days from the date of receipt of tha nolice 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. 20. CLAIMS. if any claim, demand, suit, or other action Is asserted against the Contractor which arises under or concems 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 days after receipt of notice try the Contractor. Such notice to the City shalt state the date of noGticatlon of any such claim, demand, suit, or other action; the names and addresses of the claimani(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 Grapevine City Attorney. 21. ON TICES. 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 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, fax, 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 601 Shady Brook, Grapevine, Taxes 76051 and marked to the attention of the Contract Administrator. 22. RIGHTS TO BID PROPOSAL AND CONTRACTUAL MATERIAL. All material submitted by the Contractor to (ho 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 Open Records Act, Chapter 552, Texas Government Code. 23. NO WARRANTY BY CITY AGAINST iNFRINGEME14 , The Contractor represents end warrants to the City that: (i) the Contractor shall provide the City good and indefeasible Title to the dellverables and (Il) the doliverables supplied by the Contractor in accordance with the specifications In the Contract will riot infringe, dlrectty or In any contributory manner, any patent, trademark, copyright, trade secret, or any other intellectual prop arty 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 delivarables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at Its solo expense, defend, Indemnify, and hold the City harmless from and against all liabllity, damages, and costs (Including court costs and reasonable fees of allorneys and other professionals) arising out of or resulting from: (1) any claim that the City's exercise anywhere In the world of the rights associated with the City's` ownership, and If applicable, license rfghls, and Its use of the deliverables infringes the intellectual property rights of any third party, or (11) the Contractors breach of any of Contractor's representations or warranties stated In thls 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 Citys behalf. Further, Contractor agrees that the Clly's specifications regarding the deliverables shall In no way dlmintsh Contractors warranties or obligations under thts paragraph and the City makes no warranty that the production, development, or delivery of sucb dellverables 101 not impact such warranties of Contractor. 24. CONFIDENTIALITY, in order to provide the deliverables to the City, Contractor may require access to certain of the CIT7r'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, disseminallon, 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, dlvulgo, 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 bylaw or an order of any court or other governmental aulhorily with proper Jurisdiction, provided the Contractor promptly notifies the City before dlsciosing such Information sous. 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 prolecttva measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 25: i(0 CONTINGENT FEES. The Contractor warrants that no person or selling agency has been employed or retained to sol €cit 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. 39 EXHIBIT 1 EXHIBIT A 26. GRATUITIES. The City may, by wrillon notice to the Contractor, cancel the Contract wilhoul liability if it is determined by the City that gratuilias ware offered or given by the Contractor or any agent or representative of the Coniractor to any officer or employee of the City of Grapevine with a vlow toward securing the Contract or securing favorable treatment wilh respect to the awarding or amonding or the making of any determfnallons with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provlslon, the City shall be entitled, in addition to any other rights and remedies, to recover or withheld the amount of the cost incurred by the Contractor In providing such gratuities. 27. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS. No otficor, employee, Independent consultant, or elected official of the City who is Involved in the development, evaluation, or decision-making process of the purformance of any solicitation shall have a financial Interest, direct or Indirect, In the Contract resulting from that solicitatlon. Any willful violation of this section shall constitute Impropriety In office, and any officer or employee guilty thereof shall he subject to disciplinary action up to and including dismissal. Any violation of this provlslon, with the knowledge, expressed or implied, of the Contractor shall render the Contract void by the City. 28. INDEPENDENT CONTRACTOR. The Contract shall not be construed as creating an employarlemployee relationship, a partnership, or a Joint venture. The Contractor's services shall be those of on independent contractor. The Contractor agrees and understands that [lie Contract dons not grant any rights or privileges established for employees of the City. 29. ASSIGNMENT•PELEGATION. The Contract shall be binding upon and endure 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 1s 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 be no third party beneftclades to the Contract. 30. WAIVER. No clalm or right arising out of a breach of ilia Contract can be discharged In whole or in part by a waiver or renunciation of the Claim or fight 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 anyone 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. 31. MODIFICATIONS. The Contract can be modified or amended only by a writing signed by both parties, No pre•pr €nted or similar terms on any the Contractor Invoice, order or other document shall have any force or effect to Change the farms, covenants, and conditions of the contract. 32. INTERPRETATIOTI, 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 olhenriso defined In the Contract. 33. DISPUTE RESOLUTION. A. If a dispute arises out of or relates to the Contract, or the breach thereof, the patties agroo 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 such later period as agreed by the parties. Each party shall Include, at a minimum, one (i) senior level individual %viii) decislon•making authority regarding ilia dispute. The purpose of this and any subsequent meeting Is to attempt In good faith to negotiate a resolution of the dispute. If, within thlity (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. Nogoliatfon 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 ilia dispute through negotiation fall, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist wilh resolution of the dispute. Should they choose this oplion, the City and the Contractor agree to act In good faith In the selection of the mediator and to give consideration to quallffed Individuals nominated to act as mediator. Nothing to the Contract prevents the parties ffom relying on the skills of a person who Is trained in the subject matter of Ilia dispute or a contract tntefprota[Ion expert. If the parties fait to agree on a mecilatorwithIn thirty (30) calendar days of Initiation of the mediation process, the mediator shall be selected by the Tarrant County Dispute Resolution Center (DRC). The parties agrea 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 ilia Contractor will share the costs of mediation equally. 34. JURISDICTION AND VENUE. 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, exctuding any rule or principle that would refer to and apply the substantive taw of another state or jurisdiction. All Issues arising from this Contract shall be resolved in the courts of Tarrant 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. 35. INVALIDITY. The invalidity, Illegality, or unenforceabllity of any provision of the Contract shall In no way affect the validity or enforceab!My of any other portion or provision of the Contract. Any void provision shall be deemed severed fronm the Contract and the balance of the Contract shall be construed and enforced es if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform ilia Contract to replace any stricken provision with a valid provision that comes as close as possible to the Intent of ilia stricken provision. 40 EXHIBIT 1 EXHIBIT A The provisions of this section shall not prevent Ibis entire: Contract from being Vold should a provision which Is the essence of the Contract be determined to be void. 41 EXHIBIT 1 Attachment F OPTIONAL, PRICING WORKSHEET FOR NON- CONTRACT SERVICES This worksheet 1s at) optional submittal. It will NOT be used in the evaluation of the bid and will NOT be part of the contract. The City may use this pricing as a reference for additional services needed beyond the scope of services required in the Best Value Bid. a. Per acre pricing for additional mowing, locations to be named by owner. The work is to be similar In nature to the scope named in the aforementioned specifications. Roads & Riphts -of -Wa < .05 Acres in size; $ 2 8 • 0 Ominimum charge 0 -5 Acres In size: $79.40 6 -10 Acres In size: $67,00 10+ Acres In size: $56.00 Facilities <.05 Acres In size: $ 2 8 - 0 0 minimum charge 0.5 Acres In size; $124,00 6 -10 Acres in size: $105.00 10+ Acres In size: $07.00 Parks < .05 Acres in size: $ 2 8. 4 0minimum charge 0.5 Acres In size: $117.00 6 -10 Acres In size: $99.00 10+ Acres In size, $82.00 Contract Report by Name EXHIBIT 1 Contract Name Grounds Management Services Status: Active Contract is with; VMC Landscape Services Effective Date: 2/1/2011 Last Revised: 2/1/2012 Expiration Date: 1/3112013 Review By: 110/31/2012 Category Key Element Date Report Date Wednesday, May 30, 2012 Retention Date Alarm is: On Lead Days: 0 Alarm Lead Short Text Parks and Recreation Contract/Bid Off 0 350 -2011 Estimated Budget Off 0 $1,295,000 Insurance Expiration 1/1/2013 Off 0 Number of Renewals Off 0 3 Purchase Order Off 0 19340 Page 1 of 1 EXHIBIT 1 I*A' IS1113110 ACORQu CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDJYYYY) 12/28/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED PRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER, ..- . ?ORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Scarbrough Medlin & Associates, Inc. 5700 Granite Pkwy, #500 Plano, TX 75024 UUNIAUI NAME: Ella Harris PHONE 214.423.3333 x114 214.423,3350 AIC No Ext : (AfC, No]: ADDRESS: : el l alascarbrough -medl i n , com INSURERS) AFFORDING COVERAGE NAIC d INSURERA: America First Lloyds Ins Co 01101/2012 INSURED VMC Landscape Services, L.P. 2433 Merrell Road Dallas, TX 75229 INSURER B: The Netherlands Insurance Co $ 1,000,000 1NSURERC: America First Insurance Co. PREMISES (Ea occurrence ) INSURER D: INSURER E : INSURER F: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYPE OF INSURANCE INSR wVD POLICY NUMBER (MMIOWYYY MMIDDIYYYY) LIMITS GENERAL LIABILITY CBP8742242 01101/2012 0110112013 EACH OCCURRENCE $ 1,000,000 X PREMISES (Ea occurrence ) $ 300,000 COMMERGIAL GENERAL LIABILITY CLAIMS-MADE "OCCUR MED EXP (Any one person) $ 1S,000 PERSONAL &ADV INJURY $ 1,000,000 A GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPIOP AGG $ 2,000,000 POLICY X JECOT LOG $ 1UTOMOBILELIAS)LMY BA8735463 01101/2012 0110112013 COMBIdent $ 1,000,000 X ANY AUTO 80DILY INJURY (Per person) $ B ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ X HIRED AUTOS X NON -OWNED AUTOS PROPER A E (Per accident) $ 5 UMBRELLA LIAR OCCUR CU 8735563 01104/2012 01/0112013 EACHOCCURRENCE s 51000,000 AGGREGATE $ 5,000,000 C EXCESS LIAR CLAIMS -MADE DED X RETENTION$ 10,000 5 WORKERS COMPENSATION ANDEMPLOYERS'LIABILITY WC 8734663 01/0112012 0110112013 )( I WC STATU- 0TH - TORY LIMrT S ER B YIN ANY PRO PRIETORIPARTNE N OFFICERIMENISER EXCLUDED? RIEXECUTIV -, NIR E.L. EACH ACCIDENT $ 1 , 000, 000 (Mandatory b e under aih if yes, des E.L. DISEASE - EA EMPLOYE $ 11000,000 E.L. DISEASE . POLICY LIMIT $ 1-000,000 DESCRIPTION OF OPERATIONS below rime - Employee Dishonesty CBP8742242 0110112012 01/0112013 Limit: $500,000 A Deductible: $10,000 ` DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, It more space Is required) Blanket Additional Insured where required by written contract applicable to General Liability and Business Auto only. Blanket Waiver of Subrogation where required by written contract applicable to General Liability, Business Auto and Workers' Compensation. WC includes Other States Endt. General Liability includes Primary Non Contributory and Blanket Products Completed Ops Endorsement Bid #3978. Project: Mowing and Litter Removal " UAN"L.L.A I IL)N City of Denton its Officials, Agents, Employees and volunteers 901B Texas Street Denton, TX 76209 ACORD 25 (2010105) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATIVE Medl i ©1988 -2010 ACORD The ACORD name and logo are registered marks of ACORD ,f TION. All rights reserved. EXHIBIT 2 ors Renewal Notification VMC Landscape Services Attn: Bruce Verdick 2433 Merrell Rd. Dallas, Texas 75229 January 22, 2014 Re: CONTRACT RENEWAL LETTER City of Grapevine Contract with Renewals: #350 -2011 Contract Title: Grounds Maintenance Services Renewal Options: Three of four, one year optional renewals Renewal period: February 1, 2014 through January 31, 2015 Renewal Purchase Order: 19977 (All invoices must reference this P.O.) Dear Mr. Verdick, The City of Grapevine wishes to exercise the third renewal option for the contract with VMC Landscape Services for Grounds Maintenance Services based on your renewal conformation with no increase in pricing under the same Terms and Conditions for the renewal period. Please sign this Contract Renewal letter and return to Lance Wright at Iwright(a-�grapevinetexas.gov or fax 817 - 410 -3066 within five business days of notification. All invoices must reference the current Purchase Order number 19977 for Grounds Maintenance Services. Please return with this renewal letter a current Insurance Certificate if required in the contract. The City appreciates your excellent service and commitment to our needs on this contract and we look forward to continuing this successful business relationship. Please let me know if you have any questions. Sincerely, Lance Wright Purchasing Coordinator Purchasing (S 17) 410 -3336; Fax (817) 410 -3066 Office Address: 501 Shady Brook Drive, Room i<I08, Grapevine, Texas 76051 Page 1 of 2 EXHIBIT 2 ,._ Attachment: Renewal Purchase Order PUrchasing (8 17) 410- 3336; Fax (8 17) 410 -3066 Office Address: 501 Shady Brook Drive, Room --'108, Grapevine, Texas 76051 Page 2 of 2 Exhibit 3 THE STATE OF TEXAS § COUNTY OF DENTON § FIRST AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND VMC LANDSCAPE SERVICES FILE NO. 4964 THIS FIRST AMENDMENT TO CONTRACT (hereafter the "First Amendment ") to that certain Contract by and between the City of Denton, Texas and VMC Landscape Services (hereafter the "Agreement ") in the original not -to- exceed amount of $50,000, which was heretofore executed on May 1, 2012, and was approved within the delegated authority of the City of Denton Purchasing Agent; and said Agreement was heretofore entered into by and between the City of Denton, Texas, a Texas Municipal Corporation with its offices at 215 East McKinney Street, Denton, Texas 76201 (hereafter the "CITY "); and the firm of VMC Landscape Services. (hereafter "VMC ") with its offices at 2433 Merrell Road, Dallas, Texas 75229; and The original Agreement provided for VMC's services related to the Mowing Services, as is contained in Exhibits "A" of the original Agreement which is attached as Exhibit 1. VMC has substantially completed the initial work called for in the original Agreement; and the City deems it necessary to continue the services provided by VMC to the CITY, and to provide an additional not -to- exceed amount of $250,000, for an aggregate of $300,000. NOW THEREFORE, the CITY and VMC (hereafter collectively referred to as the "Parties "), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following First Amendment, which amends the following terms and conditions of the said Agreement, to wit: 1. The provisions of Section V. "Payment" in the Agreement shall instead read, in line 3 of the first paragraph thereof, "shall not exceed the sum of $300,000." The number $50,000 contained on the original Agreement at the same location is hereby removed. 2. The Parties hereto agree, that except as specifically provided for by this First Amendment, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties, set forth in both the Agreement and now the First Amendment shall be, and will remain in full force and effect. 1 IN WITNESS WHEREOF, the City of Denton, Texas and the VMC Landscape Services, have each executed this First Amendment in four (4) original counterparts, by and through their respective duly authorized representatives and officers on this the day of , 2014. "CITY" CITY OF DENTON, TEXAS A Texas Municipal Corporation I: GEORGE C. CAMPBELL, City Manager ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 0 "VMC" VMC Landscape Services A Texas Limited Liability Corporation By: ifvtXCUr�`� '`t AUTHORIZED SIGNATURE, TITLE EXHIBIT 1 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND FILE NO. 4964 THIS CONTRACT is made and entered into this Ist day of May A.D., 2012, by and between VMC Landscape Services a corporation, whose address is 2433 Merrell Road, Dallas, TX 75229, hereinafter referred to as "Contractor," and the CITY OF 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: I. SCOPE OF SERVICES Contractor shall provide all labor, supervision, materials and equipment necessary for FILE 4964 — Mowing Services. These products and services shall be provided in accordance with the Contractor's proposal in response thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit "A ". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Contractor's Proposal -- Pricing per Attachment F (Exhibit "A "); (b) Insurance Requirements. (Exhibit "B" }; (c) Form CIQ — Conflict of Interest Questionnaire (Exhibit "C"). 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." SWaterials ManagementlPRMContracts Qacumentst4000- 499914964 WC towing - Interlocal Contract with GrapevinelContract Agreement Services only Under $50K with CIQ & Ins 2 -1 t.doe EXHIBIT 1 11. TIME OF COMPLETION Contractor agrees and covenants that all work hereunder shall be complete within NIA days following notice to proceed from City. M III. TERM OF CONTRACT The initial contract term expires on January 31, 2013. At that time, if the City of Grapevine renews their contract for an additional one year period, the City of Denton may exercise its option to renew with all terms and conditions remaining the same. IV. WARRANTY Contractor warrants and covenants to City that all goods and services provided by Contractor, Contractor's subcontractors, and agents under the Agreement shall be free of defects and produced and performed in a skillful and workmanlike manner and shall comply with the specifications for said goods and services as set forth in this Agreement and the Contractor's proposal attached hereto and incorporated herein as Exhibit "A ". Contractor warrants that the goods and services provided to City under this Agreement shall be free from defects in material and workmanship, for a period of one (1) year commencing on the date that City issues final written acceptance of the project. V. PAYMENT Payments hereunder shall be made to Contractor following city's acceptance of the work and within thirty (30) days of receiving Contractor's invoice for the products and services delivered. Total compensation under this contract shall not exceed the sum of Fifty Thousand and no /100 dollars ($50,000.00). Contractor recognizes that this Contract shall commence upon the effective date herein and continue in full force and effect until termination in accordance with its provisions. Contractor and City herein recognize that the continuation of any contract after the close of any given fiscal year of the City of Denton, which fiscal year ends on September 30th of each year, shall be subject to Denton City Council approval. In the event that the Denton City Council does not approve the appropriation of funds for this contract, the Contract shall terminate at the end of the fiscal year for which funds were appropriated and the parties shall have no further obligations hereunder. SWaterials ManagementlPRCHIContracts ©ocuments14000- 4999t4964 VMC Mowing - Interlocal Contract with Grapevine%Contract Agreement Services Only Under WK with CIQ & Ins 2- 11.doc EXHIBIT 1 VI. PROTECTION AGAINST ACCIDENT TO EMPLOYEES AND THE PUBLIC Contractor shall at all times exercise reasonable precautions for the safety of employees and others on or near the work and shall comply with all applicable provisions of Federal, State, and Municipal safety laws. The safety precautions actually taken and the adequacy thereof shall be the sole responsibility of the Contractor. Contractor shall indemnify City for any and all losses arising out of or related to a breach of this duty by Contractor pursuant to paragraph VIII. INDEMNIFICATION and paragraph IX. COMPLIANCE WITH APPLICABLE LAWS set forth herein. VII. LOSSES FROM NATURAL CAUSES Unless otherwise specified, all loss or damage to Contractor arising out of the nature of the work to be done, or from the action of the elements, or from any unforeseen circumstances in the prosecution of the same, or from unusual obstructions or difficulties which may be encountered in the prosecution of the work, shall be sustained and borne by the Contractor at its own cost and expense. VIII. INDEMNIFICATION Contractor shall release, defend, indemnify and hold the City, its elected officials, officers and employees harmless from and against all claims, damages, injuries (including death), property damages (including loss of use), losses, demands, suits, judgments and costs, including attorney's fees and expenses, in any way arising out of, related to, or resulting from the services provided by Contractor under this Agreement or caused by the negligent act or omission or the intentional act or omission of Contractor, its officers, agents, employees, subcontractors, licensees, invitees or any other third parties for whom Contractor is legally responsible (hereinafter "Claims "). Contractor is expressly required to defend City against all such Claims. In the event the City is a named party to a suit arising out of the subject matter of this Contract, the City shall have reasonable input into the selection of defense counsel to be retained by Contractor in fulfilling its obligation hereunder to defend and indemnify City. City reserves the right to provide a portion or all of its own defense; however, City is under no obligation to do so. Any such action by City is not to be construed as a waiver of Contractor's obligation to defend City or as a waiver of Contractor's obligation to indemnify City pursuant to this Contract. Contractor shall retain defense counsel within seven (7) business days of City's written notice that City is invoking its right to indemnification under this Contract. If Contractor fails to retain counsel within such time period, City shall have the right to retain defense counsel on its own behalf, and Contractor shall be liable for all costs incurred by City. SW aterials ManagementTRCMContracts Documents14000- 499914964 VMC Mowing - Interlocal Contract with GrapevinelContract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 IX. COMPLIANCE WITH APPLICABLE LAWS Contractor shall at all times observe and comply with all Federal, State and local laws, ordinances and regulations including all amendments and revisions thereto, which in any manner affect Contractor or the work, and shall indemnify and save harmless City against any claim related to or arising from the violation of any such laws, ordinances and regulations whether by Contractor, its employees, officers, agents, subcontractors, or representatives. If Contractor observes that the work is at variance therewith, Contractor shall promptly notify City in writing. X. VENUE The laws of the State of Texas shall govern the interpretation, validity, performance and enforcement of this Contract. The parties agree that this Contract is performable in Denton County, Texas, and that exclusive venue shall lic in Denton County, Texas. XI. ASSIGNMENT AND SUBLETTING Contractor agrees to retain control and to give full attention to the fulfillment of this Contract, that this Contract shall not be assigned or sublet without the prior written consent of City, and that no pant or feature of the work will be sublet to anyone objectionable to City. Contractor further agrees that the subletting of any portion or feature of the work, or materials required in the performance of this Contract, shall not relieve Contractor from its full obligations to City as provided by this Contract. XII. INDEPENDENT CONTRACTOR Contractor covenants and agrees that Contractor is an independent contractor and not an officer, agent, servant or employee of City; that Contractor shall have exclusive control of and exclusive right to control the details of the work performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors and consultants; that the doctrine of respondent superior shall not apply as between City and Contractor, its officers, agents, employees, contractors, subcontractors and consultants, and nothing herein shall be construed as creating a partnership or joint enterprise between City and Contractor. S:1Materials Manage mentlPRCHIContracts Documentsl4000- 499914984 VMC Mowing - interlocal Contract with GrapevinelContract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 XIII. INSURANCE AND CERTIFICATES OF INSURANCE Contractor shall procure and maintain for the duration of the contract insurance coverage as set forth in the Insurance Requirements marked Exhibit "C" attached hereto and incorporated herein by reference. Contractor shall provide a signed insurance. certificate verifying that they have obtained the required insurance coverage prior to the effective date of this Contract. XIV. HINDRANCES AND DELAYS No claims shall be made by Contractor for damages resulting from hindrances or delays from any cause during the progress of any portion of the work embraced in this Contract. XV. AFFIDAVIT OF NO PROHIBITED INTEREST Contractor acknowledges and represents it is aware of all applicable laws, City Charter, and City Code of Conduct regarding prohibited interests and that the existence of a prohibited interest at any time will render the Contract voidable. Contractor has executed the Affidavit of No Prohibited Interest, attached and incorporated herein as Exhibit "C ". XVI. SEVERABILITY The provisions of this Contract are severable. If any paragraph, section, subdivision, sentence, clause, or phrase of this Contract is for any reason held to be contrary to the law or contrary to any rule or regulation having the force and effect of the law, such decisions shall not affect the remaining portions of the Contract. However, upon the occurrence of such event, either party may terminate this Contract by giving the other party thirty (30) days written notice. XVII. TERMINATION City nay, at its option, with or without cause, and without penalty or prejudice to any other remedy it may be entitled to at law, or in equity or otherwise under this Contract, terminate further .work under this contract, in whole or in part by giving at least thirty (30) days prior written notice thereof to Contractor with the understanding that all services being terminated shall cease upon the date such notice is received. S:ltvtaterials ManagementlPRCHIContracts Documents14000- 499914964 VMC Mowing - Intedocal Contract with GrapevinelContract Agreement Services Only Under $50K with CIO & Ins 2 -1 f.doc EXHIBIT 1 XVIII. ENTIRE AGREEMENT This Contract and its attachments embody the entire agreement between the parties and may only be modified in writing if executed by both parties. XIX. CONTRACT INTERPRETATION Although this Contract is drafted by City, should any part be in dispute, the parties agree that the Contract shall not be construed more favorably for either party, XX. SUCCESSORS AND ASSIGNS This Contract shall be binding upon the parties hereto, their successors, heirs, personal representatives and assigns. XXI. HEADINGS The headings of this Contract are for the convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. XXII. RIGHT TO AUDIT The CITY shall have the right to audit and make copies of the books, records and computations pertaining to this agreement, The CONTRACTOR shall retain such books, records, documents and other evidence pertaining to this agreement during 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 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 this agreement, 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 I% or greater. If an overpayment of I% 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 business days of receipt of an invoice. Failure to comply with the provisions of this section shall be a material breach of this 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. 5:1Materials ManagementTRCHIContracts Documenis14000- 499914984 VMC Mowing - lnterlocal Contract wilh GrapevinelContract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR VMC LANDSCAPE SERVICES, L.P. By: New Waterford L.L.C., General Partner BY: &V_ �w OWNER (SIGNATURE) Date: June 6, 2012 Name: Bruce Verdick Title; Executive Managing Director 2433 Merrell Road, Dallas, Texas 75229 MAILING ADDRESS 972 -445 -5654 PHONE NUMBER 972 - 331 -4497 FAX NUMBER Bruce Verdick PRINTED NAME CITY OF DENTON, TEXAS BY: Qncb kQ�L PURC ASIN DATE: 6 - L4 - / a SWaterials ManagemenWRCMContracts Documents14000- 499914964 VMC. Mowing - Interlocal Contract with GrapevinelConlract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 EXHIBIT B CITY OF DENTON INSURANCE REQUIREMENTS FOR CONTRACTORS Bidder's attention is directed to the insurance requirements below. It is highly recommended that bidders confer with their respective insurance carriers or brokers to determine in advance of Bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an apparent low bidder fails to comply strictly with the insurance requirements, that bidder may be disqualified from award of the contract. Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract, STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the rninirmrm insurance coverage as indicated hereinafter. As soon as practicable after notification of hid award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project. Contractor Wray, upon written request to the Purchasing Department, risk for clarification of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the insurance requirements may not be mortified or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A- VII or better. Any deductibles or self - insured retentions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self - insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. • Liability policies shall be endorsed to provide the following: • Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. 51Materials ManagementTRCHIContracts Documents14000. 499914964 VMC Mowing - Interlocal Contract with Grapevine\Conlract Agreement Services only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 WN11: i • That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is trade or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: The City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date, • Should any of the required insurance be provided under a claims -made forth, Contractor shall maintain such coverage continuously throughout the terra of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SWaterials ManagementTRCHICont €acts Documents14 0 00- 4 99 914 9 &4 VMC Mooring - Interiocal Contract with G €apevinelContract Agreement Services Only Under $50K with CIQ & ins 2- 11.doc EXHIBIT 1 EXHIBIT B SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted.' [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. Coverage B shall include personal injury. Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $1,000,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: any auto, or all owned, hired and non -owned autos. S:Wtaterials ManagementlPRCHIContracts Documents14000- 499914964 VMC Mowing - Interlocal Contract with GrapevinelContract Agreement Services Only finder $50K with CIO & Ins 2- 11.doc EXHIBIT 1 EXHIBIT B [X] Workers' Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment I in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. [ ] Professional Liability Insurance Professional liability insurance with limits not less than per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ j Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside /outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. [ j Additional Insurance Other insurance may be required on-an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. S:iMaterials ManagementlPRCHIContracts Documentsl4000- 4999145 64 VMC Mowing - Interior-al Contractwith GrapevinelContract Agreement Services only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 EXHIBIT B ATTACHMENT 1 [X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ( "certificate ") -A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC -81, TWCC -82, TWCC -83, or TWCC -84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's /person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ( "subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner - operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food /beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the govel mental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: S:1Materials Man agemenITRCH1Contracts IDocuments14000- 499914964 VMC Mowing - Interlocal Contract with Grapevine%Contract Agreement Services Only Under $50K with CIQ & Ins 2- 11.doc EXHIBIT 1 EXHIBIT B 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter, G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, infonning all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 1. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; SWaterials ManagementTRCMContracts Documentst4000- 499914964 VMC Mowing - Inlerlocal Contract with GrapevinelCont €act Agreement Services only Under $50K with CIQ & fns 2- 1I.doc EXHIBIT 1 EXHIBIT B S) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; b) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7) contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self - insured, with the commission's Division of Self-insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. S.Waterials Management) IRMContracts Documents14000- 499914964 VMC Mowing - Interlocal Contract with Grapevine%Cont €act Agreement Services Only Under $50Kwith CIQ & Ins 2- 11.doc EXHIBIT 1 EXHIBIT C CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.S. 1491, 80th Leg., Regular OFFICE USE ONLY Session. Date Received This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person doing business with the governmental entity. By law this questionnaire must be filed with the records administrator of the local government 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 violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. 1 1 game of person who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you rile an updated completed questionnaire with the appropriate filing authority not later than the 7" business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3 Dame of local government officer with whom filer has an employment or business relationship. N/A 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 Cade. 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? 0 Fl Yes No 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? 0 Yes E-1 No 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? E-1 Yes No D. Describe each affiliation or business relationship. 4 N/A June 6, 2012 Signature of person doing business with the governmental entity Date SWaterials ManagementTRCHtContracts Documents14000- 499914964 VMC Mowing - Interlocal Contract with G €apevine\Contract Agreement Services Only Under $50K with CIQ & Ins 2 -11 Am EXHIBIT 1 Adopted 0612912007 Adopted 06129/2007 Adopted 06129/2007 EXHIBIT 1 EXHIBIT A CU CITY OF GRAPEVINE, TEXAS Purchasing Division - 541 Shady Brook Dr., Grapevine, TX 76051 Telephone: 817 -410 -3338 Fax: 817 - 410.3085 Grounds Management Services Invitation to Bid Bid Number: 350 -2011 DUE PRIOR TO: 2:00 P.M. ON December 17 2010 (iHt1f'E`, '- RUJI -r Bids received later than the date and time above will not be considered for an award. BIDDERS NOTE! Carefully read all instructions, requirements and specifications. Fill out all forms properly and completely. Submit your bid with an ORIGINAL. and THREE (3) copies and include all appropriate supplements and /or samples. Please return your bid in a SEALED envelope and /or package. Be sure that the envelope indicates the Bid Number, Bid Description, and the Date and Time of the Bid Opening. Vendors return address must also be noted on the package. RETURN YOUR BID TO: City of Grapevine Purchasing Division 501 Shady Brook Dr. Room 108 Grapevine, Texas 76051 CITY CONTACTS: Gary Roscher, Purchasing Coordinator Telephone: 817-410-3335 Fax: 817 -110 -3066 Email: groscher @grapevinetexas.gov SCOPE AND INTENT OF BID: The City of Grapevine Is soliciting bids for mowing, litter control, weed abatement, fertilization, herbicideslpesticides {fungicide applications and landscape services to be performed at various parks, medians, right -of -ways, facilities, open spaces, and athletic .complexes within the City of Grapevine as described in the following bid specifications. The yearly estimated budget for these services is $1,065,000.00. The term of this contract will be one year with four optional one -year renewal periods. The contract will be awarded to the bid providing the BEST VALUE to the City of Grapevine as determined by the evaluation criteria as stated herein. EXHIBIT 1 EXHIBIT A NOTE: CD OF MAPS OF SERVICE LOCATIONS WILL BE AVAILABLE FOR PICK UP AT: City of Grapevine Purchasing Division 509 Shady Brook Dr. Room 908 Grapevine, Texas 76051 CONTACT: Gary Roscher or Bob Smeby PRE -BID MEETING: A pre -bid meeting will be held In association with this bid. Attendance at the pry; -bid conference Is mandatory. The pre -bid conference date is December 6, 2010 at 1:00 p.m. at the following location: City of Grapevine Municipal Service Center 509 Shady Brook Drive Grapevine, TX 76051 QUESTION DEADLINE INFORMATION Questions regarding the bid should be submitted in advance and in writing to: Mr. Gary Roscher, Purchasing Coordinator, at fax number 817- 490 -3066 or mailed to, or emailed to: City of Grapevine, Texas groscher0grapevinetexas.gov Purchasing Division 601 Shady Brook, Room 108 Grapevine, Texas 76059 It Is the bidder's responsibility to ensure that they have secured and thoroughly reviewed all aspects of the bidding documents Including all addendums (if issued) prior to the bid opening All questions regarding the terms, conditions or specifications of this bid must be submitted in writing no later than two (2) business days before the bid opening. All questions that will affect the bid specifications in a material way will be answered and submitted to all bidders via email. Addendums will be issued if required and will be emalled and posted on the Purchasing website. No questions will be accepted or answered after 5:00 p.m. on December 95 2010 EXHIBIT 1 EXHIBIT A TERMS AND CONDITIONS: The terms and conditions set forth in this Invitation to Bid shall be incorporated Into and be a part of any proposal submitted to the City of Grapevine for the goods and/or services specified. Refer to Appendix °A" General Terms and Conditions. No other terms and conditions shall apply unless approved in writing by the City of Grapevine, Texas 3I1►L7IM Funds for payment have been provided through the City of Grapevine, Texas budget approved by the City Council for this fiscal year only. State of Texas statutes prohibit the obligation and expenditure of public funds beyond the fiscal year for which a budget has been approved. Therefore, anticipated orders or other obligations that may arise past the end of the current fiscal year shall be subject to budget approval. CONFLICT OF INTEREST; No public official shall have interest in this Invitation to Bid or any resulting contract, in accordance with Vernon's Texas Codes Annotated, Local Government Code Title 5, Subtitle C, Chapter 171. TAXIDEBT ARREARAGE;: Pursuant to Section 11.26 of the City of Grapevine, Texas City Charter, no money shall be paid by the City upon any claim, debt, demand, or account whatsoever, to any person, firm or corporation, who is in arrears to the City of Grapevine, Texas for Taxes or otherwise; and, the City shall be entitled to a counter- claim and offset against any such debt, claim, demand, or account, In the amount of taxes or other debt in arrears, and no assignment or transfer of such debts are due, shall affect the right, authority, and power of the City to offset the said taxes or other debts against the same. BID AUTHORIZED SIGNATURE /S: All Invitation to Bid responses are required to have an original signature, signed In ink by an authorized agent of your company as shown on the certification page of this request. UNSIGNED, NON-ORIGINAL, OR SIGNATURES IN OTHER THAN INK, RESPONSES WILL NOT BE CONSIDERED FOR AN AWAIT. BID PROPOSAL SUBMISSION ADDRESS AND DEADLINE: Completed Invitation to Bids should be directed to the: City of Grapevine Purchasing Department 501 Shady Brook Dr., Room 105, Grapevine TX 78051 Prior To: 2 :00 P.M. on December 17, 2010 The Invitation to Bid will be accepted until the bid submission deadline (closing time and date) as stated on the cover page. Invitation to Bid responses received after the closing time and date will be returned to the sender unopened. FAXED or ELECTRONIC responses are not acceptable. All Invitation to Bids are required to be signed by an authorized representative of the entity submitting the Invitation to Bid. Invitation to Bids received unsigned will not be considered. EXHIBIT 1 EXHIBIT A ADDENDA; Any interpretations, corrections, changes to this Invitation to Bid and specifications will be made by addenda to the Bid. Sole issuing authority of addenda shall be vested in the City of Grapevine's Purchasing Agent. Addenda will be emalled to all who are known to have received a copy of the Invitation to Bid and posted on the Purchasing website. ALL VENDORS SHALL ACKNOWLEDGE RECEIPT OF ALL ADDENDA BY ATTACHING THE ADDENDA TO THEIR BID PROPOSAL UPON SUBMITTAL. GOVERNMENTAL COMPLIANCE; All proposals must comply with all Federal, Stale, County, and Local laws concerning this type of service. VENDOR QUALIFICATIONS; MINIMUM STANDARDS FOR RESPONSIBLE PROSPECTIVE BIDDERS: A PROSPECTIVE BIDDER MUST AFFIRMATIVELY DEMONSTRATE BIDDER'S RESPONSIBILITY. THE CITY OF GRAPEVINE MAY REQUEST REPRESENTATION AND OTHER INFORMATION SUFFICIENT TO DETERMINE BIDDER'S ABILITY TO ME=ET THESE MINIMUM STANDARDS INCLUDING BUT NOT LIMITED TO; A, HAVE ADEQUATE FINANCIAL RESOURCES, OR THE ABILITY TO OBTAIN SUCH RESOURCES AS REQUIRED; B. IS ABLE TO COMPLY WITH THE REQUIRED OR PROPOSED DELIVERY SCHEDULE; C. HAVE SATISFACTORY RECORD OF PERFORMANCE; D. HAVE A SATISFACTORY RECORD OF INTEGRITY AND ETHICS; E. BE OTHERWISE QUALIFIED AND ELIGIBLE TO RECEIVE AN AWARD. DOCUMENTATION; All vendors responding to this Invitation to Bid shall provide with their Bid proposals all required documentation. Failure to provide this information could result in a rejection of your Bid proposal. TAKES; The City Is exempt from Federal Excise and State Sales Tax; therefore tax must not be included in the Bid proposal price. ALTERING BID PROPOSALS' Bid proposals cannot be altered, amended or withdrawn (by the company submitting the bid proposal) after the opening deadline, The signer of the bid proposal, guaranteeing authenticity must initial any alteration or erasure made before this deadline. The City reserves the right to negotiate, in whole or in part, with one or more contractors all Items offered in proposals as is in the best Interest of the City of Grapevine, Texas. BID PROPOSAL WITHDRAWAL OR REJECTION, The City reserves the right to withdraw the request for bid proposal for any reason or to reject any or all Laid proposals or parts of all or any specific laid proposal or proposals. The City further reserves the right to accept part or all of any specific bid proposals or proposal, and to accept any bid proposal or proposals with or without trade -in. EXHIBIT 1 EXHIBIT A PUBLIC INSPECTION: Bid proposals are not available for public inspection unfit after the City Council of the City of Grapevine, Texas has made a contract award. If the bid proposal contains trade secrets and confidential information, then only the portion of the bid proposal that contains the trade secret or confidential information is not open to the public and the vendor must specifically list that portion as confidential. The company submitting the bid proposal is responsible for specifying what part of the bid proposal contains the trade secret or confidential information when the bid proposal is submitted. It is not the responsibility of the City of Grapevine, Texas to request this information. All other parts of the bid proposal are open for public viewing upon request and in the absence of notification to the City that information is confidential; the City shall make all Informatlon available upon request through the Public Information Act. BID PROPOSALS RECEIVED LATE: The City of Grapevine is not responsible for lateness or non - delivery of mail, carrier, etc. to the City and the time and date recorded in the Purchasing office shall be the official time of receipt. It is the vendors responsibility to insure that bids submitted by mail are received by the date and time requested in the bid. To insure accurate receipt and recording of bids (mail or physical delivery), the City requests that bids be delivered at least fifteen minutes before the bid opening date and time. In any case, BIDS DELIVERED AFTER THE BID OPENING DATE AND TIME WILL BE RETURNED UNOPENED AND WILL NOT BE CONSIDERED FOR AWARD. BIDS WILL NOT BE ACCEPTED BY ELECTRONIC OR FAX METHOD. PRICES HELD FIRM: All prices quoted in the bid proposals will remain firm for a minimum of 124 days from the date of the bid proposal unless it is otherwise specified by the City of Grapevine. If during the life of the contract, the successful vendor's net prices to other customers for the items awarded herein are reduced below the contracted price, it is understood and agreed that the benefits of such reduction shall be extended to the City of Grapevine, Texas. NEGOTIATIONS: The City reserves the right to negotiate all elements, which comprise the bid proposal, and to accept or reject part or all of any bid proposal. The negotiations may be with one or more companies who have submitted a bid proposal as is In the best interest of the City of Grapevine, Texas. ASSIGNMENT: The selected company's rights and duties awarded by the contract may not be assigned to another without written consent of the City and signed by an authorized agent. Such consent shall not relieve the assignor of liability in the event of default by the assignee. BID PROPOSALAM131GUITY: Any ambiguity in the bid proposal as a result of omission, error, lack of clarity or non- comptlance with specifications, instructions and all other conditions shall be construed in the favor of the City. CHANGE ORDERS; No oral statement of any person shall modify or otherwise change, or affect the terms, conditions or specifications stated in the resulting contract. All the change orders to the contract will be made in writing and shall not be effective unless signed by an authorized representative of the City. EXHIBIT 1 EXHIBIT A MODIFICATIONS AND AMENDME=NTS: The City shall have the right to modify this order subject to an adjustment in the price in accordance with the applicable provision of the Purchase Order, if any, or pursuant to mutual agreements. No agreement or understanding to modify this order shall be binding on the City unless it is in writing and signed by an authorized representative of the City. LIENS: The selected company, through award of contract, agrees to and shall indemnify and save harmless the City against any and all liens and encumbrances for all labor, goods, and services which may be provided under the City's request, by seller or seller's vendor(s) and if the City requests, a proper release of all liens or satisfactory evidence of freedom from all liens shall be delivered to the City. GRATUITIESIBRIBES: The City may, by written notice to the selected company, cancel this contract without liability to the selected company if it Is determined by the City that gratuities or bribes In the form of entertainment, gifts, or otherwise, were offered or given by the successful Bid proposer, or its agent or representative to any City officer, employee or elected representative with respect to the performance of the contract. RELEASE OF INFORMATION: Only the name of the Company responding to this bid proposal shall be released at the bid proposal opening. Other information submitted by the Company shall not be released by the City during the bid proposal evaluation process or prior to contract award. At no time will confidential information, as noted by the Company, be released. CONTRACT ENFORCEMENT: The City of Grapevine, Texas reserves the right to enforce the performance of any contract that results from an award of this Invitation to Bid. Enforcement shall be in any manner prescribed by law or deemed to be in the bast interest of the City of Grapevine, Texas in the event of breach or default of the contract. Breach of contract or default authorizes the City to make an award to another vendor, purchase the service elsewhere and to charge the full increase in cost and handling to the defaulting contractor. Additionally, the City will remove the defaulting contractor from the City's list of approved vendors for a period of two years. In the event the successful contractor shall fail to perform, keep or observe any of the terms and conditions of the contract, the City shall give the contractor written notice of such default; and in the event said default is not remedied to the satisfaction and approval of the City within a reasonable period of time from which the contractor received notice, default will be declared and all of the contractors rights shall terminate. Vendors who submit proposals for this service agree that the City of Grapevine, Texas shall not be liable to prosecution for damages in the event that the City declares the successful contractor in default. Any notice provided by this Invitation to Bid (or required by law) to be given to the successful contractor by the City of Grapevine, Texas shall be conclusively deemed to have been given and received on the next day after such written notice has been deposited in the mail at the City of Grapevine, Texas by Registered or Certified mail wilh sufficient postage affixed thereto, addressed to the successful contractor at the address so provided; this shall not prevent the giving of actual notice In any other manner. The successful contractor and the City of Grapevine, Texas agree that both parties have all rights, duties and remedies available as stated in the Uniform Commercial Code. EXHIBIT 1 EXHIBIT A The contract will be governed and construed according to the laws of the Stale of Texas. Performance of the agreement shall be in Tarrant, County, Texas. ADVERTISING: The successful contractor shall not advertise or publish, without the City of Grapevine, Texas` prior approval, the fact that the City has entered Into a contract, except to the extent necessary to comply with proper requests for information from an authorized representative of the Federal, State, or Local government. CONTRACT ADMINISTRATOR: Under the contract, the City of Grapevine, Texas may appoint a contract administrator with designated responsibility to ensure compliance with contract requirements, such as but not limited to, acceptance, inspection and delivery. If appointed, the administrator will serve as liaison between the City of Grapevine, Texas and the successful contractor. TERMINATION OF AGREEMENT: The City may terminate the contract by giving the awarded Company written notice. Upon delivery of such by the City to the Company, the Company shall discontinue all services in connection with the performance of this agreement. As soon as practicable after receipt of notice of terminat €on, the Company shall submit a statement, showing In detail the Pro -Rated Premium satisfactorily delivered and accepted by the City under this agreement to the dale of termination. The City shall then pay the Company that portion of the prescribed charges. INDEMNITY: The company matting this offer agrees to defend, indemnify, and hold the City of Grapevine, its employees, officers, and elected representatives, whole and harmless against any and all claims for damages costs and expenses of persons or property that may arise out of, or be occasioned by, or from any negligent act or omission of Prosper, or any agent or Its employees. BID QUANTITIES: Total quantities given In the bid proposal may not reflect actual quantities, but represent the best accuracy based on a reasonable effort of investigation; however, they are given for the purpose of bidding on and awarding the contract, RIGHT TO ABANDON: . The City reserves the right to abandon, without obligation to the Contractor, any part of the project, or the entire project, at any lime before the Contractor begins any work authorized by the City of Grapevine. BID SPECIFICATIONS The following specifications apply to this bid. Any changes made to these specifications as a result of vendor inquiries, corrections or pre bid meetings will be completed by issuing a letter of clarification or addenda to all known vendors to have received the original bid and will become a part of the bid specifications. All letters of clarification or addenda should be acknowledged in the spaces provided within the bid documents. Any reference to a brand or specifications listed from any manufacturer's literature is meant to be EXHIBIT 1 EXH1 BIT A descriptive and not restrictive of the type of commodity, item or service required by the Department. While it is acceptable for the City to reference brand names or literature it should be noted that the City would consider any brand or manufacturer that meets or exceeds all of the specifications listed in the bid documents. The City reserves the right to be the sole judge In determining if a bid meets or exceeds the required specifications. By submitting a bid each bidder acknowledges the City's right to make an award to the vendor that best meets or exceeds the bid specifications and to make an award based on the best interests of the City of Grapevine. CONTRACT PERIOD: The contract shall be for a period of one (1) year from the date approved by the City Council, If at the end of the initial contract period, the successful contractor has perform satisfactorily, the City may, at its option, offer the successful contractor an option to renew the contract. There shall be four (4) additional one (1) year renewal options. If required by City policy, each option to renew may require approval of the City Council and both the City and the successful contractor shall have the right to decline to renew the contract. CONTRACT PRICING: The contract type will be a fixed price contract. Prices quoted shall be firm for the initial contract term (one year). Thereafter, any extensions which may be approved by the City shall be subject to the following; Costs for any extension terms shall be subject to an adjustment only if Increases or decreases occur in the Industry. Such adjustment shall be based on the latest yearly percentage changes In the All urban Consumers Price Index (CPI - U) as published by the Bureau of Labor Statistics, U.S. Dept. Of Labor and any other manufacturer price change requests. The yearly increase or decrease In the CPI shall be that latest Index published and available prior to the end of the contract year then in effect, as compared to the index for the comparable month one year prior. Any requested adjustment shall be fully documented and submitted to the City at least ninety (90) days prior to the contract anniversary date. Any approved cost adjustments shall become effective on the beginning date of the approved contract extension. The City Wray, after examination, refuse to accept the adjusted costs if they are not properly documented, or considered to be excessive, or If decreases are considered to be insufficient. In the event the City does not wish to accept the adjusted costs and the matter cannot be resolved to the satisfaction of the City, the Contract will be considered cancelled on the scheduled expiration date. 8 EXHIBIT 1 EXHIBIT A BID SPECIFICATIONS I SCOPE OF WORK I. Introduction The City of Grapevine is soliciting bids for mowing, litter control, weed abatement, fertilization, herbicideslposticideslfungicide applications and landscape services to be performed at various parks, medians, right -of -ways, facilities, open spaces, and athletic complexes within the City of Grapevine as described in the following bid specifications. The term of this contract will be one year with four optional one -year renewal periods. The contract will be awarded to the bid providing the BEST VALUE to the City of Grapevine as determined by the evaluation criteria as stated herein. The cycle frequencies stated herein are an accurate reflection of the City's anticipated needs. However, due to budget contingencies and weather fluctuations, cycle frequencies may be adjusted at any time during the contract period. At no time will adjustments to the bid prices offered be imposed to the City. Bid prices will be held firm during the contract period. Each bid shall be accompanied by either a cashier's check, a cortif"ied check, and or an acceptable bid bond in an amount of not less than five percent (5 %) of the total amount of the bid, made payable without conditions to " The City of Grapevine ", and the amount of the said bid bond may be retained by and forfeited to the City as liquidated damages if the bid covered thereby is accepted and a contract based thereon Is awarded and the bid should fall to enter into a contract in the form prescribed, with legally responsible sureties, within fifteen (15) days after such award Is made by Grapevine. p. Pre -Btd /Proposal Conference a. Pre/Bid/Proposal Conference Attendance at the pre -bid conference is mandatory. The pre -bid conference date is December 8 2010 of 1 :00 at the following location: City of Grapevine Municipal Service Center 501 Shady Brook Drive Grapevine, TX 76051 b. Site Visit it is mandatory of each vendor to visit ALL locations sited in Attachment C Pricing Worksheet & Service Locations prior to submitting a bid, assessing each factor involved in the process of proper execution of this contract. A Site Visit Affidavit Attachment A is required with the bid. Prior to award of contract, a mandatory site visit will be conducted with the recommended vendor to ensure a clear understanding of the scope of services and service locations. EXHIBIT 1 EXHIBIT A 111. Requirements a. GLOSSARY OF TERMS I. Production schedule shall mean the time periods established by the City for the project year within which all prescribed maintenance activities for each area shall be completed. The vendor and area Inspector will agree on a regular day and time for maintenance at each location. If the vendor expects to vary from the schedule, he/she shall notify area inspector 24 hours in advance, so work completion can be Inspected in a timely manner. Note: Failure to provide contract administrator and accurate schedule in good faith may result In termination of contract. Il. Concurrent shall refer to all mowing, trimming, edging, and litter removal on any given item being completed on the same day. Should a given area be too large to complete in a single day, any areas that have been mowed must be trimmed, edged, and litter removed on the same day the mowing occurs. 111. Monthly billing cycle shall refer to each time period in the mowing schedule for the project year. Each time period Is defined by a beginning and ending date, in which all prescribed maintenance activities for each area shall be completed. IV. Incloment weather shall mean rainy weather or when the condition of the soil Is such that the rutting of property will not allow cutting of grass to be accomplished satisfactorily. V. Trash and litter shall mean any debris within the mowing project area such as paper, cans, bottles, llmbslbrush, rocks, etc., which is not intended to be present as part of the landscape. Inclusive of entire project area including streets, sidewalks, curbs, hillsides, ditches, etc.(where treelbrush /shrub lines or mowing edge determines the area, the successful bid will extract litter an additional three (3) feet, where tree /brush /shrub lines are in front of fence the fence will be the determining boundary). Removal of debris will require sweeping of hard surface areas such as sidewalks. VI. Chemical trimming shall refer to the use of a herbicide (such as Roundup and /or an approved equal) as an alternative to the physical removal or cutting of plant material from areas to be trimmed. NOTE: CHEMICAL TRIMMING WILL NOT BE ACCEPTED FOR THE EDGING OF SIDEWALKS AND /OR CURBS. VII. Clumped grass cuttings shall refer to any accumulation of cut grass that on the day the mowing occurs exceeds 10" in height. Clumps are typically found In areas where mowing equipment has completed one row and has reversed direction. Property is to be re -mowed to remove clumped grass prior to leaving property. VIII. Mowing project area shall refer to specific geographic area(s) of the Town designated to receive specified mowing and related services. IX. Trimming shall refer to the cutting or removal of all plant materials Immediately adjacent to or under Town structures, trees, poles, tables, signs, fences, shrub beds, or other structures. X. Edging shall refer to the vart €cal removal of any and all plant material which encroaches over or onto sidewalks, curbs, steps, driveways and pavements. Edges shall be vertical, minimum depth of 1 ", and minimum width of 1/4 ". This task must be done neatly to present a clean, crisp appearance, having a smooth line. Line trimmer accepted along fences and poles. XI. Scalping shall refer to any action which results In the mowing of any turf area below the 1" height down to and including the sell. 2" height down to and including the soil for project areas designated on a 14 -day mowing cycle. XII. Mono- filament trlmming shall refer to trimming grass around fences, building, tree wells and posts. Do not directly use around the trunks of trees. 10 EXHIBIT 1 EXHIBIT A b. GENERAL SPECIFICATIONS: 1. MAINTENANCE CYCLES 1, The areas and maintenance function cycles to be provided are fisted In Attachment C Pricing Worksheet & Service Locations. The quantities of cycles per site per year shall be estimates only and shall not constitute a guaranteed amount to be paid to the vendor. 2. Vendors are cautioned not to submit Their bid until specifications and sites have been carefully examined. field observations are required to determine exact locations and boundaries of areas maintained. Contract AdministratorlAlternate is available to assist as needed to identify areas. 11. ADDITIONS f DELETIONS 1 SUBSTITUTIONS, 1. Contract Administrator/Alternate is designated as the Ordering Officer and will have the authority to add or delete work, subject to the Purchasing Procedures of the City of Grapevine. 2. All Work added or deleted will be specified by location and approximate acreage. Jointly, the Contract Administrator/Alternate, and the vendor shall measure areas added or deleted to determine the exact coverage. Such measurements shaft be documented and signed by both representatives, and will be the basis for determining the final scope of work and payment due to the vendor under the contract price. 3. All documentation pertaining to the additions or deletions to the work shall be maintained in a project file by the Contract AdministratorlAlternate. 4. The vendor shall advise the Contract Administrator/Alternate, In writin , of ANY changes that need to be made to the outlined maintenance program in this contract and shall not proceed with any work until such time as he has received written concurrence from the Contract Administrator/Alternate. III, CITY CONTACTS: 1. This contract will be monitored by the Park & Recreation Department Contract Administrator/Alternate listed below. Contract Administrator: Mr. Timothy Hamilton 817 - 410 -3348 (Office) 817 -994 -1386 (Cell) Assistant Parks Director: Mr. Kevin Mitchell 817 - 410 -3347 Purchasing Agent: Mr, Bob Smeby 817 - 410 -3335 IV, ACCOUNT MANAGER: 1. The Contractor must assign a designated Account Manager whose primary duties should Involve inspecting the work of subordinates In the field and ensuring contract compliance. He /she must also have effective written and oral communication skills. The Account Manager's duties, experience, and percentage of time the bid expects himlher to commit to this contract should be designated in writing by successful vendor and included with the final bid. The Account Manager cannot be involved in a substantial portion of the vendor's maintenance or administrative duties. i V. DAILY CONTACT: 1. The Contractor must make daily contact with the Contract Administrator or designee in writing, This daily contact is for the purpose of discussing areas to be maintained, Contractor's work schedule for the day, areas to be inspected for approval, and Notice - to- Proceeds that need to be signed. Failure to contact the Contract Administrator, or designee IN WRITING on a daily basis may constitute a breach of Contract. 191 EXHIBIT 1 EXHIBIT A VI, VENDOR PRODUCTION SCHEDULE: 1. Each vendor is required to submit a complete production schedule. This schedule shall meet or exceed the City's expectations as defined in Attachment C Pricing Worksheet & Service Locations. This schedule shall reflect the vendor's abilities to execute this contract in an efficient and timely manner, white maintaining the quality of work as required by the City. This schedule shall be a realistic projection by the vendor and will serve as the governing article during the performance of this contract. Any deviations from written schedule must be approved in writing (via email) by the Contract Administrator. The vendor production schedule must be submitted within the Operational Plan as Attachment B. It is imperative that the vendor understands that timely performance of this contract is critical. Completion days, or the lack of, as submitted and required by vendor to execute this scope of work as written, will be considered in the award process. Once this bid package is awarded, vendor will be expected to meet or exceed their submitted production schedule. If this production schedule cannot be met for any reason during the execution of this agreement, the City retains the right to secure an alternate vendor to proceed. 2. At the start of each workweek the vendor will identify the areas his employees will be working in that week and e-mail a list of the areas to the Contract Administrator /Alternate no later than 9:00 A.M. Monday morning. 3. The vendor will be required to e -mail daily a weekly work summary to the Contract Administrator /Alternate outlining the maintenance activities accompilshed that week concerning this contract. VII. COMPLETION TIME ALLOTMENTS: Upon receipt of a NOTICE TO PROCEED, the vendor will be allotted five (5) days to complete their entire maintenance cycle (Monday through Friday). The work completion time allotment should be considered a maximum, there Is no minimum. Weather and/or growth conditions may cause cancellation or delay of a mowing cycle which will be solely determined by Contract Administrator. The Contract Administrator also has sole discretion over whether soil /turg or weather conditions are appropriate for maintenance. Failure of the vendor to abide by the Contract Administrator's decision and direction may result in termination of contract. VIII. FAILURE TO MAINTAIN MAINTENANCE SCHEDULE: 1. Failure on the part of the Contractor to maintain the required production rate for a Project Area shall be sufficient reason for the Contract Administrator to have the work in question or portions thereof completed by others if the Contractor shall not cure the default within twenty -four (24) hours of written notice of the default. If others complete work, any additional cost caused by a higher priced vendor will be deducted from the original contractor's next payment, If any. Failure to sustain the maintenance schedule shall be determined in the following manner: All Project Areas shall be maintained according to the maintenance schedule assigned. Final assessment of each area may be made by the Inspector on the morning following the end of each maintenance cycle. If the Contractor fails to meet the Contract specifications within the time limits of the schedule, then that portion of the work may be removed from his responsibility and may be reassigned to another contractor. b. Contractor shall correct any deficiencies In work within 24 hours of written or verbal notification. In the event the Contractor fails to correct the default to the satisfaction of the City within the specified time, or such greater time as the City 12 EXHIBIT 1 EXHIBIT A may permit, the City shall exercise all rights, including the right to terminate the Contract In whole or part. The Contractor shall pay all costs and attorneys fees Incurred by the City in the enforcement of any provision herein or wlfhin this document. IX. REMEDIES FOR NON- COMPLIANCE: 1. Failure on the part of the Contractor during the term of this contract in one or more area(s) would be reasonable cause for the Contract Administrator or designee to issue a Notice -to -Cure (NTC) warning, In addition to liquidated damages as required. Area(s) can include, but are not limited to: a. Non - performance of service In accordance with the specifications herein b. Having more than two (2) failed inspections G. Failure to maintain work schedule d. Failure to install materials as specified e. Failure to show 2. Furthermore, the Contractor shall conduct operations in a manner that reflects favorably on the City. Calls from citizens concerning poor performance will be verified and If deemed correct, the Contractor shall be notified. Continued performance issues will result In cancellation of the contract. X. DAMAGES: 1. Any damage to public or private property shall be reported immediately to the Contract Administrator. 2. The City shall not be liable for any loss or damage sustained by the vendor. The vendor shall save the City whole and harmless from any and all claims for liability or damage of whatsoever nature and kind, including cost of court and attorney's fees, suffered or asserted to have been suffered by any person or to any property of any person whomsoever, growing out of or resulting from or In any way connected with the performance of work under this agreement. The vendor shall exercise every necessary precaution for the safely of work site and the protection of any and all persons and/or property located adjacent to or making passage through the work site. 3. The vendor shall be responsible for any property damage caused by the use of vehicles or other equipment while engagod In this contract. 4. The vendor will be responsible for any damages to the irrigation system due to negligence on the part of the vendor or the vendor's representative, XI. SUPERVISION: 1. The vendor shall personally supervise all work as specified in the contract. If the vendor cannot or will not personally supervise the work a competent account manager is to be assigned the responsibilities of supervision of all work in progress as specified in the contract. 4 2. The vendor will be required to designate, in writing, to the City, the name and cell phone of the account manager. The designated account manager may not commence work duties until approved by the City. 3. The designated account manager will be given full authority and power to act for the vendor on Items pertaining to overall work performance, management, coordination, and supervision, whenever work specified herein is being performed. 13 EXHIBIT 1 1W:12011: 11,1 4. The designated account manager may also serve as the Quality Control Inspector; provided that his/her job performance is maintained at an acceptable level to the City. 5. The account manager will be required to have a copy of the contract in their possession at all time work is in progress for referral concerning questions of contracting responsibility. 6. The vendor /account manager shall provide supervision of all work crows at all times while performing work under this contract. Personal supervision is not required provided that communication equipment or other means are provided that enable the work crew to communicate with the vendor at all times. Each work crew shall have a designated person on the work site that has the authority to respond to inquiries about work details or priorities. 7. The vendor shall provide the percent of time the vendor expects the field supervisor to commit to this contract should be designated in writing. XII. EMPLOYEES: 1. Vendor will require all employees to report to work In clean uniforms in good conditions including shirt, pants, and OSHA approved safety vest. Uniforms shall have the vendor's name in a manner clearly Identifiable to the public. Vendor must ensure that employees properly wear a shirt at all times. 2. Vendor's employees must be courteous to the public at all times while at the work site. 3. Vendor shall remove any personnel that is incompetent or endangers persons or property. 4. Vendor's employees will not consume /possess alcohol or use /possess any illegal drugs, or be under the influence of such while on City properly and /or carrying on the requirement of this contract. The vendor shall immediately remove any such employee from the worts site. 5. Conflicts, or potential conflicts due to required work and public use of a location, shall be reported to the Contract AdminisiratodAlternate. 8. Notification to vendor of complaints concerning the aforementioned shall be in writing if time and circumstance permits. Otherwise, notification shall be verbal or by telephone, and shall be confirmed In writing as soon as possible. Xlll, EQUIPMENT: 9. No tractor drawn mowers or brush hogs will be allowed except in select ROW and open field mowing. Brush hogs are only allowed @ Railroad ROW & Boyd Rd. unless approved by the Contract Administrator. 2. Properties that must be mowed with a 'walk - behind mower' (not to exceed 48 ") are: Botanical Gardens, Town Square, Liberty Park, Oak Grove Bailftelds (circle drive, plaza, and 2 small strips next to concession stand only), and William D. Tate, 3. Insufficient and /or Inadequate equipment as determined by the City of Grapevine is a cause for rejection of bid. 4. Contractor equipment must be maintained in good operating condition and In sufficient quantities to adequately perform all services. S. The contractor is responsible for performing scheduled maintenance on all equipment used on the contract. As part of this bid the contractor must submit proof of an active Preventative Maintenance Equipment Program. Proof of an active successful 14 EXHIBIT 1 EXHIBIT A Preventative Maintenance Program will be used in evaluation of this bid. Copy of program must be included in submittals. 6. Responses shall include a complete list of machinery & equipment available in Attachment D Equipment.Wehicle List Worksheet to determine whether or not the vendor can adequately perform the necessary work. All machinery & equipment the vendor anticipates committing to this contract if awarded should be included in the listing. 7. The City of Grapevine reserves the right to inspect the vendor's equipment prior to award of a contract. XIV. VEHICLES: 1. All vehicles utllixed under this contract will be clean, free of mud, dirt, and grime, without noticeable rust spots and faded paint serviceable, and shall comply with safety standards required by the State of Texas. 2. All vehicles used by the vendor will be identified with company name or logo, conspicuously displayed on door panels. Professionally done hand lettering, magnetic signs, or pressure sensitive decals may be used to comply with this specification. 3. All vehicles operating from a public road shall have a rotating -amber caution light mounted on the top of the vehicle. 4. insufficient and/or inadequate vehicles as determined by the City of Grapevine is a cause for rejection of bid. 5. Responses shall Include a complete list of vehicles available in Attachment D EquipmentiVehicle List Worksheet to determine whether or not the vendor can adequately perform the necessary work. All vehicles the vendor anticipates committing to this contract if awarded should be included in the listing. 6. The City of Grapevine reserves the right to inspect the vendor's vehicles prior to award of a contract. XV. INSPECTIONS: 1. The vendor Is responsible for establishing and maintaining an adequate quality control system to satisfactorily inspect and ensure that all work performed in each service is in full compliance with the contract. 2. The vendor shall designate in the Operational Plan as Attachment 13, a Quality Control Inspector, whose main duty shall be to verify contract conformity of all work performed. They are expected to inspect each property listed in this bid package upon completion of maintenance. This must be submitted to the Contract Administrator via email In a weekly inspection report each Friday by 2:00 P.M. detailing inspections, site visits, deficiencies sited and corrected, and any other Information that is pertinent to the contract. 3. The Contract Administrator /Alternate will make a quality inspection of completed areas within 24 hours, following receipt of daily form. 4. If completed areas do not meet contractual specifications: a. The Contract Administrator /Alternate will contact the vendor to rework areas. b. Contract Administrator /Alternate will then reinspect areas within 24 hrs. of notification of completion. c. Areas requiring re- inspection MAY NOT be considered for payment for (hat billing cycle. 5. The City may inspect required equipment, supplies and safety items at any time when in use on City property. Any Individual, crew or equipment found deficient shall be removed 15 EXHIBIT 1 EXHIBIT A from service immediately until faulty conditions have been corrected and passed by the City. No such removal will reduce the vendor's obligation to perform all work required under this contract and within the time schedule. XVI, PERFORMANCE EVALUATION MEETINGS: 1. A monthly "walk" of all properties will be conducted with the vendor and the Contract Administrator /Alternate. This will be documented in writing as to the status of the performance. If the Contract Administrator deems necessary the meeting may occur monthly, weekly, or as often as determined necessary to discuss performance. 2. A meeting shall be hold not later than one normal workday after a contract deficiency is noticed. Mutual effort will be made to resolve any and all problems identified. 3. The minutes of this meeting will be documented in writing for both parties. XVII. SAFETY- 1. A safely plan shall be included in the Operational Plan as Attachment D. It shall address the following requirements: a. All employees shall have proper safety devices and equipment including hearing and eye protection, and safety vests. All personal protective equipment shall meet OSHA and TXDOT safety standards. b. The vendor shall exercise extreme caution while working on medians, road sides and high traffic areas. TXDOT approved safety "men working" signage, barricades, cones, flashers /strobes /light bars, are renulred when craws are working in M traffic situations. c. Vendor will park vehicles and equipment off city streets where possible. Under no circumstances shall any vehicle or equipment be parked on the inside lane of any street. Any vehicle or equipment park in the far right lane of any street shall have safety flashers /directional light bars on and working properly. The area behind the parked unit must be coned off with safety cones spaced ten (10) feet apart and a minimum of one hundred (100) feet behind the unit. The vehicles shall be clearly identified with the vendor's company name and telephone number. d. Vendors discovered working without necessary safety devices or equipment in place will be required to stop all work In progress until adequate equipment has been obtained and approved by to the Contract Administrator /Alternate. e. All supervisors and employees who will be directly working on the maintenance of the Rail Road ROW must be certifled In the Roadway Workers Protection On Track Safety Program. This is training required by the Federal Department of Transportation and the Federal Railroad Administration, Contact Ron Price, Fort Worth & Western Rail Road at (817)- 222 -9798 (ext. 208) for training information. Provide documentation of certification with Operation Plan as Attachment B. L The vendor must be licensed by the Texas Structural Pest Control Board and /or Texas Department of Agriculture. A copy of the license and a listing of the license numbers shall be submitted with the Operational Plan as Attachment R. g. Any hazardous condition or any damage to City properly is to be immediately reported to the Contract AdministratorlAlternate. XVIII. MOWING DAMAGE/ SAFETY: 1. The vendor(s) shall be responsible for any damage to the property during the 16 EXHIBIT 1 EXHIBIT A maintenance operation. 2. The vendor shall be responsible for replacement of all trees, shrubs, ground covers, valve boxes, valve box lids, which are destroyed /damaged by the vendor, employees or agents of the vendor during the maintenance operation. They shall be replaced in 7 days, unless it Is a safety hazard. Safety hazards must be handled ASAP. 3. Trees and shrubs must not be bumped or marked by mowing or edging equipment. Damage to trees or tree collars will be assessed at $100.00 for each instance. If damage Is severe tree /shrubs will be replaced based on the sole discretion of the contract administrator. 4. Mulch rings shall be reshaped within twenty -four (24) hours when dislodged by mowing equipment. 5. Any hazardous conditions and/or damage to City property will be reported to the Contract Administrator /Alternate prior to leaving the work site. XIX. OZONE ALERT DAYS: 1. On ozone alert days, vendors are required to refrain from mowing until after 10 A.M., unless diesel powered equipment is used. The North Central Texas Council of Governments offers current daily ozone conditions @ htip: //www.nctcog.org /trans /air /ozone /current.asp. This wobpage can be checked daily for current ozone conditions. It is the responsibility of the vendor to be aware of ozone alert conditions. Failure to comply with those standards will be grounds for the following: a. a. First Offense: Verbal Warning. b. b. Second Offense: Written Warning c. c. Third Warning: Contract Termination c. SPECIFICATIONS FOR LANDSCAPE SERVICES Mowing: 1. All turf areas will be mowed weekly (unless otherwise indicated) at recommended heights during the growing season and noticeable clippings /grass clumps on turf areas removed. Any changes in the mowing height are to be approved by the Contract Administrator /Alternate. Variety Mowing Height Range Optimal Mowing Height Common Bermuda grass 0.75 -- 3.0 inches 1.5 inches Hybrid Bermuda grass 0.75 — 2.0 Inches 1.0 inch St. Augustine grass 1.5 — 3.0 inches 2.0 inches Zoysia E 0.75 — 2.0 inches 1.0 inch 2. Bruising or rough cutting of the grass is not permitted. Mowers will be adjusted and operated so that the grass is cut at a uniform holght. 3. Turf that Is asked to be cut at .75" or lower will be cut with a Reel type mower. 4. The turf will be cut indifferent directions to help prevent the grass from growing in one 17 EXHIBIT 1 EXHIBIT A direction and becoming rutted. 5. In an effort to not bag lawn clippings, mulching mowers are preferred to mowers that throw clippings into rows. 6. Areas serviced will have a finished appearance with walks and curbs appearing to have been swept. The successful vendor shall not blow litter, debris, leaves, clippings, etc. Into the streets, landscape beds, or other property. 7. Mowing will not be permitted within 18" of each tree in order to avoid damage to trees. 8. Roadsides and Rights of Ways (ROW's) will be mowed from back -of -curb 10ft or to any existing fencing or easement that is discernable such as tree lines, power poles etc. On some of these areas the mowing area will be less than the 1 ©ft and in some areas it will be more than 10ft. 9. Mowing will Include a 5 ft area behind all fire hunts in the Roadsides & ROW's and 15ft to each side where applicable. 10. Removal of all litter and fallen leaves from the entire properly, and hauling such debris away. 11. Litter must be removed from turf prior to mowing (1" X 1" and larger). This includes, but not limited to, bottles, cans, paper, brush, rocks, tree limbs, etc, which are not Intended to be part of the landscape. Shredded litter must be removed the day of the complaint or a $25 penalty per day for each area Identified per site will be deducted from the appropriate monthly billing. 12. All concrete, asphalt areas, brick pavers, paved ends on medians, and or right -of -ways shall be weed/grass free and blown clean of all debris after each cycle. 13. Weedslgrass growing in the expansion joints, within two (2) foot of the edge of the paved surface, must be removed or treated with an approved herbicide as needed. 14. Dovo Park and Pleasant Glade Pool Area Mowing cycle is to be done on Wednesday of each weak, completed by 8:30 A.M deadline. 15. Tennis courts are to be clean of all debris, leaves, grass clippings, and trash after each mowing cycle. 16. All swimming pools, Botanic Gardens and water features: Grass catching equipment MUST be used on mowers. Clippings and trash must be swept or picked up, taking care that none of the clippings gets into water features or swimming pools. 17. All mowing is to be accomplished Monday through Friday, weather permitting. It will be considered a breach of the contract if the schedule is repeatedly missed. 18. The Contract Administrator /Alternate reserves the right to cancel scheduled mowing cycles on a week -lo -week basis, based upon need, prevailing weather conditions, and available funding. 11. EdgIng i Trimming: Edging all turf along walks, curbs, plant beds, signs, poles, and other obstacles as follows: 1. All edging will be done with a fixed blade edger that leaves a sharp edge not a monofilament trimmer). 2. All turf will be edged and trimmed each time turf is mowed. 3. All sidewalks, curbs, and steps will be mechanically /vertically edged using a metal blade exposing concrete surface to be completed at the end of first cut. 18 EXHIBIT 1 EXHIBIT A 4. Sidewalks must be edged on both sides. 5. All material dislodged by edging must be removed from the site. 6. Monofilament trimming will be used for grass around fences, building, tree wells, posts, and other obstacles. 7. Monofilament trimming will not be used around tree trunks. 8. Trimming will include the removal of suckers (by hand, using hand pruners) from the trunk and /or base of all trees and ornamental trees. Ill, Bed Maintenance 1. All bed areas and tree rings will be policed for weeds, paper, and debris each maintenance cycle. 2. All planter beds, tree circles, sidewalk cracks, etc. are to be sprayed periodically to control unwanted grasses and broadleaf woods. 3. 3" of shredded hardwood mulch is required for weed control. q. Shrubs, groundcovers, espaliered shrubs and vines are pruned according to recommended horticultural practices to maintain a clean, attractive appearance. (Reference ANSI A 300 trimming specifications). 5. Shrubbery will be pruned as needed to insure the correct shape and natural growth habit for the area in which the shrubs are growing. 6. Tip prune selected branches of low growing shrubs or groundcover masses to maintain an even overall height to promote fullness. 7. Ground cover plantings will be pruned as required to restrain perimeter growth to within planting bed areas where adjacent to walks and curbs. 8. ALL dead plant material must be removed. 9. All tree rings and planting beds shall be maintained free of weeds /grass. Non- selective herbicide may be applied to some areas by a licensed applicator if approved by the Contract Admintstrator /Alternate. 10. Chemical practices shall not be a substitute for hand weeding where the latter Is required for complete removal. However it is recommended that herbicides be used to control weeds as needed. 11. Shrub /Ground Cover tied Weed Control (THIS DOES NOT APPLY TO COLOR BEDS)- January 16-30-Pendulum — 3 oz. of product per 1000 sq.ft. and Gallery al 0.5 oz. per 1000sq.ft. A second application of the same products needs to be applied September 1 -15. Weeds and grass control in beds will include hand pulling & spraying as needed. 12. April 1 -15 apply 13 -13 -10 granular fertilizer. with 30 -50% IBDU slow release @ 2 lbs. actual product per 1000 sq.ft. 13. August 15 -30 apply 13 -13 -10 granular fertilizer with 30 -50% IBDU slow release @ 2 lbs. actual product per 1000 sq.ft. IV. Herbicide 1. The vendor shall obtain a ninety percent (90 %) control of all noxious weeds, grasses, brush, (except Bermuda Grass) and maintain the control of the vegetation throughout the year. Weeds and grasses other than Johnson grass shall be less than 10° high, and Johnson grass shall be maintained at a height of less than 18° where herbicide spraying is used. 19 EXHIBIT 1 EXHIBIT A 2. Sot Treatment: As required by the City within Thirty (30) calendar days following completion of the first and second treatments reflecting above, when necessary to secure effective kill as required by these specifications. 3. Substitutions — Common named /Referenced herbicides are based on past use. Other approved equal /substitute herbicides may be used if approved by the Contract Ad min I stratorlAl tarn ate. 4. Any plant(s) that is killed or permanently damaged by the application of herbicides or fertilizers shall be replanted by the vendor, Permanent establishment of the new plant(s) is the sole responsibility of the vendor. Turf grass re- establishment shall be done at no additional cost to the City. 5. Care shall be taken to avoid herbicide drift and damage to adjacent trees, shrubs, and other plant material. 6. Vendor will be responsible for any damage done to plant material or other property during maintenance operations. Vendor will be responsible for replacement of all plant material damaged or destroyed by him/her or his /her employees. 7. The vendor must be licensed by the Texas Structural Post Control Board and /or Texas Department of Agriculture. A copy of the license and a listing of the license numbers shall be submitted with a bid response. 8. All herbicides shall be mixed and applied in strict accordance with the manufacturer's E.P.A. Registered Label. 9. The vendor shall comply with all pesticidelherbicide application requirements as set forth by the Texas Structural Pest Control Board, the Texas Department of Agriculture, the Federal Environmental Protection Agency and manufacturers' instructions provided with chemicals on labels and /or accompany brochures. If the chemical mix being used is suspect, the Texas Structural Pest Control Board will be requested to check and verify requirements 10. All equipment used by the vendor for herbicide application must be Inspected and licensed by the Texas Structural Pest Control board or Texas Department of Agriculture and must comply with all applicable State, federal and OSHA regulations. The vendor shall submit a listing of equipment in Attachment D Equipment/Vehicle List Worksheet to be used with the bid as a basis for the City to determine the vendor's ability to perform the work within the time frame specified. A permanent rotating amber caution light will be mounted on top of each piece of equipment that operates from public roads or Inside park boundaries along with TXDOT approved road signage. 11. Warning signage will be required and will be mounted on 12 " -24" stakes or holders. Signago is to be provided by the vendor with verbiage similar to the following: "WARNING: This Park /Facility is scheduled for a Herbicide Treatment in the next 48 hours. If turf appears wet, please stay off until dry." The signage is required to contain the vendor's name and telephone number. A photo sample of this sign shall be submitted within the Operational Plan Attachment S. The proper number and size of signs will be placed so as entrance into the Park from any direction will not be possible without at least one sign being seen. Signage to be removed by contractor within 48 hours after application completed by the vendor. 12. All areas in the parks, facilities, medianslroadsides, ROW's, drainage channels, and ditches within the City limits of Grapevine, Texas to receive herbicide treatments are: a. TURF AREAS —To Include Parks, Facilities, and Irrigated MedianslRoadsldes per specs below: t. Herbicide Treatments (growing season March - October) 20 EXHIBIT 1 EXHIBIT 1. Post emerge treatment for grassy & broadleaf weeds both perennials and annuals on an as needed bases. To be mutually determined by vendor and Contract AdministratorlAlternate. it. Herbicide Treatments (non growing season November- February) 1. Post emerge treatment for grassy & broadleaf weeds both perennials and annuals on an as needed bases. To be mutually determined by vendor and Contract Administrator /Alternate. b. NON TURF BERMUDA RELEASE AREAS -- To include the Baptist Church Parking Lot, Bushong, Capital, Dove Rd., Glade Rd., Grapevine Mills Blvd. NE, Hanover, Hughes, Kimball Rd. W, Metro Circle /Metro Place, Shadybrook Dr., Snakey Ln., Trinity Blvd. i. One (1) application mid season -applied May — August 1. MIX: Round -Up Pro(Monsanto) - 19 oz. /acre, Oust Extra(Dupont) - 3 -4 oz. /acre, Garlon 3A(Dow AgroScience 64) - 192oz, /acre, Red River 90110 Surfactant - 8 oz. /acre c. DRAINAGE CHANNELS AND DITCHES I. All channel areas with concrete surfacing shall receive spot treatment for any weeds and grass, as needed. ii. Areas of drainage, ditches and channels to receive herbicide treatment is further defined as being the bottom, sides, and banks to the limits of the "Right of way" or easement line, the top of the bank of the ditch or channel wall or grade shall prevail. In the event privately owned walls, fences, terraces, or other appurtenances border the ditches or channels, the treatment shall extend only to these appurtenances. Ill. The treatment of these specified areas may need to be accomplished by hand. Due to the locations, some applications cannot be accomplished by March iv, The herbicide to be used in treatment of vegetation shall consist of a combination of contact and systemic herbicide chemicals which will effectively kill all vegetation, (except Bermuda grass). Minimum of two (2) applications per Year. a. MIX. Rodeo - 1% solution & Valent X77 spreader - 2 pints /100 gallons 13, At the end of each monthly billing cycle, a copy of the pesticide log for all chemicals applied in the City of Grapevine must be included with the invoicing. If there were no chemicals applied, a letter stating so will be sufficient. 14. If tho specified chemical is no longer available, the price for the new chemical may be renegotiated. V. f=ertilizer I. Fertilizer Schedule for Turf Areas (non- overseed turf) a. April 7 -April 20 apply granular fort. 28 -3 -10 50 %SCU &3 %FE, tt?i 4.5 lbs. actual product per 9000 sq. ft. b. June 1 -June 20 apply granular fort. 28 -3 -10 50% SCU & 3% FE, @ 4.5 lbs. actual product per 1000 sq. ft. c. August 15- August 30 apply granular Pert. 28 -3 -10 50% SCU & 3% FE, @ 4.5 lbs. 21 EXHIBIT 1 EXHIBIT A actual product per 1000 sq. ft. 2. Fertilizer Schedule for Turf Areas ( overseed turf) a. Feb 1 -Feb 15 apply granular Pert. 15.6 -0 -0 Calcium Nitrate, Q 5 lbs. actual product per 1000 sq. ft. b, 10 -14 days after overseed: apply granular fert. 10- 20 -10, @ 5 lbs. actual product per 100 sq. ft. c. Nov. 1 -NovA5 apply granular fort. 21 -0 -0, Q 4 lbs, actual product per 1000 sq. ft. 3. Botanical Gardens I Mitchell House I Great Lawn Area I Hybrid Turf -- 28 -3 -10, 50% SCU, 3% Fe, @ 4.6 lbs. actual product per 1000 sq. ft. 4. All hard surfaces (sidewalks, parking, etc.) will be blown off immediately after fertilizer applications. 5. In lieu of detailed time /date schedules for treatment, the vendor shall in coordination with the Contract AdministratodAlternato, develop a schedule that is mutually agreeable to both. In the event of a disagreement, the schedule of the Contract Administrator /Alternate will prevail. VI. Trash ReceptacleslRecycling Receptaclesfl.itter 1. All trash receptacles located within the park, trail, and/or facility shall be inspected during each cycle. 2. The City will require additional trash services on weekends, holidays, and after hours. 3. All can liners are to be replaced when container is '/a full. If container liner Is holding water, the container is to be emptied of water each cycle. Liner requirements are as follows for trash receptacles: a. Minimum of ,90 mil., 40 °x46" with a capacity of 40 -45 gallons. b. All bags are to have a star bottom. c. All bags are to be black, brown, or nontransparent. 4. liner requirements are as follows for recycling receptacles: a. Minimum of .90 mil., 40 "x46" with a capacity of 40 -45 gallons. b. All bags are to have a star bottom. c. All bags are to be clear. 5. Litter Is defined as all trash, 1" X 1° and larger. This is to include trash, tires, brush (branches and small limbs), furniture and etc, Styrofoam peanuts (packing material) will be required to be picked up in (lie downtown area. Where applicable, litter pick up Includes all trash cans on serviced properties. 6. Where tree / brush / shrub lines or mowing edge determines the litter pick -up area, the vendor will extract litter an additional three (3) feet. 7. Where tree / brush / shrub lines are in front of fence the fence will be the determining boundary. & Picked -up litter will be legally disposed of in accordance with all City, State, and Federal environmental guidelines. 9. The City of Grapevine agrees to allow the vendor to dispose of litter, Including trash, brush, etc. at the City Maintenance Facility at 501 Shadybrook. NOTE Only trash picked up with the City of Grapevine is to be disposed of at the City Facility. 22 EXHIBIT 1 EXHIBIT A 10. Roadside litter pick -up and disposal is to be completed within the first 7 working days of every month during the contract period. No roadside litter pick -up will be allowed on Fridays, 11. The City reserves the right to Increase, decrease or cancel the frequency of Park/Facilily Roadside litter pick -up on a week -to -week or month -to -month basis without an adjustment in the pricing offered. Vil. Annual Color 1. Vendor will provide two (2) seasonal (Spring/Summer and FallitMnter) color plantings per year unless otherwise specified in Attachment C Pricing Worksheet & Service Locations. Plant material type, variety, and color will be selected by Contract Administrator /Alternate. 2. Remove old seasonal color, rake off existing mulch layer, clean weedsltrash from planting bed, Roto -tlll to turn and fluff bed to a min. depth of 4" max. 6 ", rake bed smooth and remove clods/rocks greater than 1". 3. Add Insecticide at time of planting (Merit) or approved equal. (Fall/Winter planting only) 4. Add fungicide at the time of planting, (Subdue) or approved equal. (FallAVInter planting only) 5. At each Color change apply 13 -13 -10 granular fertilizer with 30.50% IBDU slow release @ 2 lbs. actual product per 1000 sq.ft. Add granular fertilizer at time of planting. (Color Star,) or approved equal. (Spring /Summer and Fall/Winter planting) 6. 'fop dress all beds with fine shredded hardwood mulch to a depth of 2" 7, A representative sample of all plant material must be approved by Contract Administrator /Alternate prior to all plantings. ti. Plant spacing: a. Spring /Summer plantings. 4" pots planted at two (2) pots per Sq. Ft. b. FallMinter planting. 4" pots planted at three (3) pots per Sq. FL c. All one (1) gallon plants requested will be planted atone (1) per Sq. Ft. 9. At each planting all color must be hand - watered /drenched Immediately after planting. Soil must be moist to a depth of 6 ". Vill. Overseeding 1. A Threeway blend of turf type perennial rye grass applied at a rate of 10 LBS per 1000sq.ft. The contract administrator will approve the type. 2. Each seed variety should be approx. 33°% in the blend. 3. Less than 6% inert matter 4. Less than 2% other crop seed. 5. Less than 0.05% weed seed 6. Minimum 90% germination, 7. The following properties are the only ones to be overseeded: Liberty Park, Main St. N, & William D. Tate. IX. Additional Service Requirements 1, Trash Receptacles t Recycling Receptacles f Litter 23 EXHIBIT 1 EXHIBIT A a. All litter and/or hazardous materials wilt be picked up and removed as needed on an as needed basis. Determination will be made by the Contract Administrator during the non mowing weeks. b. All can liners are to be replaced when container Is'/ full. If container liner is holding water, the container is to be emptied of water each cycle. c. Liner requirements are as follows for trash receptacles: 1. Minimum of .90 mil., 40 "x46" with a capacity of 40 -45 gallons. ii. All bags are to have a star bottom. Ill, All bags are to be black, brown, or nonlranspa €ent. d. Liner requirements are as follows for recycling receptacles: 1. Minimum of .90 mil., 40 °x48" with a capacity of 40 -45 gallons. fl. All bags are to have a star bottom. Ill. All bags are to be clear. e. Litter is defined as all trash, 1" X V and larger. This is to include trash, tires, brush (branches and small limbs), furniture and etc. Styrofoam peanuts (packing material) will be required to be picked up in the downtown area. Where applicable, litter pick up Includes all trash cans on serviced properties. f. Where tree! brush f shrub lines or mowing edge determines the litter pick -up area, the vendor will extract litter an additional three (3) feet. g. Where tree / brush / shrub lines are in front of fence the fence will be the determining boundary. h. Picked -up litter will be legally disposed of in accordance with all City, State, and Federal environmental guidelines. I. The City of Grapevine agrees to allow the vendor to dispose of litter, Including trash, tires, etc. at the City Maintenance Facility at 501 Shadybrook. NOTE only trash picked up with the City of Grapevine is to be disposed of at the City Facility. J. Roadside litter pick -up and disposal is to be completed within the first 7 working days of every month during the contract period. No roadside litter pick -up will be allowed on Fridays. k. The City reserves the right to Increase, decrease or cancel the frequency of Park/Facility Roadside litter pick -up on a weak -to -week or month -to -month basis without an adjustment in the pricing offered. X. Ant Abatement Service Requirements 1. Applications times to be determined by the Contract Administrator in conjunction with daily weather conditions 2. Application to be done In a broadcast method with ground equipment calibrated to give correct dosage. (Documentation of proper calibration to be provided by successful vendor and included In Operational Plan as Attachment 8) Application to be made at 1.5 lbs. per acre. Active Ingredients to be: Hydramothyinon 0.365% and S- Methoprene 0.250% or approved equal. 3. Applications to include all landscaped beds, turf and non -turf areas (dirt/gravel) in all areas designated In Attachment C Pricing Worksheet & Service Locations. 4. ALL existing fire ant mounds to be individually treated at time of applications. 24 EXHIBIT 1 EXHIBIT A 5. Vendor is responsible for repairing any ruts in turf, replacement of valve boxes /covers, damage to irrigation controllerslhoads and valves, or any hardscape feature made during application. 6. Vendor to provide MSDS (Material Safety Data Sheet) on approved chemicals. 7. Turf tires required on all equipment used In making the application. 8. At all water features, extreme carelcaution must be taken to assure that the pesticide - does no get into water. Any damage to fish or aquatic life will be replaced at the vendor's cost. 9. The Contract Administrator and the pesticide applicator will hold a mandatory daily pre - application meeting to go over properties scheduled for that day. XI. Additional Irregular Projects 1. At irregular intervals, the Contract Administrator will request various landscape andlor Irrigation work to be done at various locations throughout the City of Grapevine. Examples are as follows: landscape bed replacemenUenhancemenl at various locations, irrigation Installationlreconfiguration as needed at various locations, etc. Pricing for those projects shall be obtained by using the Attachment C Pricing Workshsot & Service Locations. 2. The quantities of irregular work per year shall be estimates only and shall not constitute a guaranteed amount to be paid to the vendor. 3. Landscaping projects must be performed as follows: a. A representative sample of all plant material must be approved by Contract Administrator /Alternate prior to all plantings. b. At each planting, all plant material must be hand- watered/drenched immediately after planting. Soil must be moist to a depth of 6 ". c. At each planting apply 13 -13 -10 granular fertilizer with 30 -50% IBDtJ slow release @ 2 lbs. actual product per 4000 sq.ft. d. 3" of shredded hardwood mulch is required for weed control. 4. Irrigation projects must bo performed as follows: a. Ail new irrigation plans must conform to the City of Grapevine Chapter 7 Building and Construction, Article XII, Irrigation Code. b. A licensed irrigator must be on -site during the installation of any irrigation system. A final walk through must be conducted with the Contract Administrator. All concerns of the Contract Administrator must be addressed within 24 hrs. unless otherwise arranged by the Contract Administrator. G. All new and retrofitted projects must follow TCEQ guidelines and City of Grapevine Chapter 7 Building and Construction. Article XII, Irrigation Code. IV. Warranty The successful Vendor shall warrant that all itemslservices shall conform to the proposed specifications and /or all warranties as stated in the Uniform Commercial Code and be free from all defects In material, workmanship and title. All trees and shrubs planted under this contract will carry a one year replacement guarantee. 25 EXHIBIT 1 EXHIBIT A V, Operational Plan Any proposal without an operational plan will be considered nonresponsive. The written Operational Plan must be labeled as Attachment "B" Operational Plan. Evaluation of the operational plan shall be based on the following submitted information: • Equipment to perform Contract requirements (including year, make and model). • number, name, title, necessary licenses, etc. of employees to perform Contract requirements. • Proposed vendor production schedule (days, times, length at each location) • Safety program detailing procedures, topics, and frequency of training • Traffic control plan and defined equipment staging areas. • Inclement weather make -up procedures. • The bidder must provide a list of suppliers for green goods, hard goods, and chemicalffertilizers to be utilized in the performance of the bid. • The bidder must provide a list of products to be utilized in the performance of the bid. VI. Five(5) Year Work History Vendors participating in the bid process must complete and submit a five (5) year work history. The vendor's five (5) year work history must be written in resume form and must ba attached to their bid as a separate document. Photos may accompany package. Vendors must include the following in their resume: - Qualifications - Years in Business - Staff Profile - Experience In providing Iikelsimilar grounds maintenance services required by the City of Grapevine - The bidder shall Identify the business entity as Individual, assumed name, partnership (naming partners), or corporation and indicate the official capacity of the person(s) executing the bid. In addition bidder must include: - number of full -time hourly employees employed by the business currently - number of part -time hourly employees employed by the business currently. - number of salaried supervisory employees employed by the business currently. - A minimum of five (5) organizations where the contractor is currently providing like/similar grounds maintenance services. This list is to include the names and telephone numbers and contact personnel of each organization. - A list of three (3) organizations where the contractor is no longer providing likelsimilar grounds maintenance services. This list is to include the names and telephone numbers of contact personnel at each organization. - The number of acres and type of facilitieslparkslroadways presently being serviced and for how many years for each facilitylparklroadway. All locations to be serviced in this contract are high profile, highly visible properties. Work history should reflect properties consisting of a similar size and scope. This can be office buildings, public buildings, public roadways, or public parks. Histories must include up to dale contact information. Contact information must be verified by vendor prior to submitting work history. Contact information will be used by City of Grapevine Parks staff for verification and references. Work History should include the entities main office number In addition to office 26 EXHIBIT 1 EXHIBIT A numbers and email addresses for the person/persons responsible for administrating the contract or work provided. Work history should not contain work not diroctly performed by Vendors Company. The five Year Work History must be titled; Attachment "E" Five Year Work History Note: Vendors not following directions properly by not completing and including required submittals will be doomed nonresponsive and dlsquallfied from the bid process. Vil. Submittals The following submissions are required In order to research, evaluate and verify each bid to determine the `Best Value" bid for the City. Missing submittals may deem the bidder non - responsive and disqualified. ➢ Attachment "A" Site Visit Affidavit Attachment ¢B° Operational Plan as required in var €ous sections throughout the specifications ➢ Attachment "C' Pricing Worksheet and Service Locations ➢ Attachment "D" EquipmnenWehtcle List Worksheet as requires{ in various sections throughout the specifications Attachment "E" Five Year Work History as required in Section Vl Attachment "F" Optional Pricing Worksheet for Non - Contract Services This worksheet is an optional submittal. It will NOT be used in the evaluation of the bid and will not be part of the contract. The City may use this pricing as a reference for additional services needed beyond the scope of services required in this Best Value bid. ➢ Affidavit of No Prohibited Interest ➢ Conflict of Interest Questionnaire (C1Q) Y Vendor Acknowledgement Form ➢ W_g Form VIII, Evaluation Criteria A review committee will judge the merit of bids received in accordance with the requirements defined herein. Failure of vendor to provide In their bid any information requested In this bid may result in disqualification of the bid. The sole objective of the review committee will be to select the Best Value Bid for the City of Grapevine. The contract will be awarded based on the following evaluation criteria: ➢ 30% Cost as evidenced In Attachment "C Pricing Worksheet and Service Locations 30% Components of the Operational Plan as evidence in Attachment "B" Operalional Plan ➢ 30% Work History and References as evidenced in Attachment "E" Five Year Work History ➢ L01/16 Equipment and Vehicles as evidenced in Attachment `D" Equipment/Vehicle List Worksheet 27 EXHIBIT 1 EXHIBIT A SID SECURITY BANDING: Each Bid shall be accompanied by a Certified Check, or Cashier's Check, or a Bid Bond issued by a surety licensed to conduct business in the State of Texas In the amount of 5% of the greatest total amount of Bid. Bid security shall be made payable to, and shall revert to, the City of Grapevine In the event the successful Bidder shall fall to execute the Contract within ten (10) days after receipt of the Contract for execution. The City of Grapevine reserves the right to retain the Bid Security of the next two best value bidders until awarded bidder enters into Contract or until 90 days after bid opening, whichever Is shorter. All other bid security will be returned as soon as practicable. If a Bidder refuses to enter into a Contract, the City of Grapevine will retain the Rid Security as liquidated damages, but not as a penalty. 28 EXHIBIT 1 EXHIBIT A GENERAL REQUIREMENTS: Except as otherwise specified, the contractor and his subcontractors of any tier will be required at their own expense to maintain in effect at all times during the performance of the work, Insurance coverage with limits not less than those set forth below with insurers and under forms of policies satisfactory to the City of Grapevine. It shall be the responsibility of the contractor and any subcontractors to maintain adequate insurance coverage and to assure that all subcontractors are adequately insured at all times. Failure of the contractor and his subcontractors to maintain adequate coverage shall not relieve him of any contractual responsibility or obligation. CERTIFICATES OF INSURANCE: At the time of the execution of this contract and each subcontract, but in any event, prior to commencing work at the job site, the contractor and his subcontractors shall furnish the City with certificates of insurance as evidence that the policies providing the required coverage and limits of insurance are In full force and effect. The certificates of insurance shall state the City as an Additional Insured where applicable. The certificates shall provide that any company issuing an insurance policy for the work under this contract shall provide not less than 30 days advance notice In writing of cancellation, non - renewable, or material change in the policy of insurance. In addition, the contractor shall Immediately provide written notice to the City of Grapevine and Engineer upon receipt of notice of cancellation of an insurance policy or a decision to terminate or alter any insurance policy. All certificates of insurance shall clearly state that all applicable requirements have been satisfied Including certification that the policies are of the "occurrence type. Certificates of Insurance for contractor and subcontractors, terminations, or alterations of such policies shall be mailed to the Risk Manager, City of Grapevine, P. 0. Box 96104, Grapevine, TX 76099. COMPREHENSIVE GENERAL LIABILITY: This insurance shall be an occurrence type policy written in comprehensive form and shall protect the contractor and his subcontractors and the Additional Insured against all claims arising from bodily injury, sickness, disease, or death of any person other than the contractor's employees or damage to property of the City of Grapevine or others arising out of the act or omission of the contractor or his subcontractors or their agents, employees, or subcontractors. This policy shall also include protection against claims Insured by usual personal injury liability coverage, a (protective liability) endorsed to Insure the contractual liability assumed by the contractor and his subcontractors under the article entitled indemnification and completed operations, product liability, contractual liability, broad form property coverage, xcu, premises /operations, and Independent contractors. Bodily Injury .............. $1,000,000 Property Damage............ $2,000,000 COMPREHENSIVE AUTOMOBILE LIABILITY: This insurance shall be written in the comprehensive form and shall protect the contractor and his subcontractors and the Additional Insured against all claims for injuries to members of the public and damage to property of others arising from the use of motor vehicles, and shall cover operation on and off the site of all motor vehicles licensed for highway use, whether they are awned, non - owned, or hired, The liability shall not be less than: Bodily Injury and Property Damage ............... $1,000,000 Combined Single Limit 0S EXHIBIT 1 EXHIBIT A WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY: This insurance shall protect the contractor and his subcontractors and the Additional Insured against all claims under applicable stale worker's compensation laws. The insured shall also be protected against claims for injury, disease, or death of employees which, for any reason, may not fall within the provision of a workers' compensation law. This policy shall include an all- states' endorsement. The liability shall not be less than: Workers' Compensation ............. ............................... Statutory Employers' Ltablllty .... .. .................... I ......... ............ $500,000 each accident Disease policy li mit .................. ............................... $500,000 Disease - each employee Refer to Rule 28 TAC 110.110 relaling to REPORTING REQUIREMENTS FOR BUILDING OR CONSTRUCTION PROJECTS FOR GOVERNMENTAL ENTITIES found In Appendix D PROPERTY LIABILITY: Property insurance shall be for the entire work, including materials not In place at the site to the full insurable value thereof. All Builders Risk insurance shall include the interest of the City, the Contractor, subcontractor, and sub - subcontractors In the work and shall be written on an All Risk" basis. A copy of the Builder's Risk Policy shall be filed with the City at the Risk Management Department and shall include a thirty (30) day notice of cancellation of policy provision. CONTRACTOR'S LIABILITY INSURANCE: The contractor shall purchase and maintain in a company or compan €es licensed to do business in the State of Texas and to which the OWNER has no reasonable objection, such comprehensive general liability and other Insurance..." The commercial liability insurance form of policy may be used In lieu of comprehensive general liability form. The limits of liability for the insurance required by Paragraph 5.4 of the General Conditions shall provide coverage for not less than the following amounts of greater where required bylaws and regulators: Workers' Comnensation, etc: (1) State: Statutory (2) Applicable Federal (e.g., Longshoreman's): Statutory (3) Employer's Liability: $1,000,000 Comprehensive General Liability: (1) Bodily Injury (including Completed operations and products liability): $1,000,000 Each Occurrence $2,000,000 General Aggregate (2) Property Damage: $1.000,000 Each Occurrence $2,000,000 General Aggregate (3) Property Damage Liability Insurance will provide Explosion, Collapse and Underground coverage's where applicable. 30 EXHIBIT 1 EXHIBIT A (4) Personal injury, with employment exclusion deleted $1,000,000 Comprehensive Automobile Liabilit (1) Bodily Injury: $1,000,000 Each Occurrence Commercial Umbrella Liability: $5,000,000 Combined Limit, Bodily Damage, Property Damage Any questions relating to insurance are to be directed to Dan Hambrick, Risk Manager, at (metro) 817/410 -3114. INDEMNIFICATION: For the consideration included in the bid price, contractor and his subcontractors shall pay, indemnify, and save harmless, the City, its agents, guests, consultants, (including the Engineer), invitees, and employees, from all suits, actions, claims, demands, losses, expenses, including attorney's fees, costs, and judgments of every kind and description to which the City, its agents, guests, consultants (including the Engineer), Invitees, or employees may be subjected to by reason of injury to persons or death or property damage, resulting from or growing out of any act of commission, omission, negligence, or fault of the contractor and his CITY subcontractors, their agents or employees, committed In connection with this contract, contractor's performance hereof, or of any work performed hereunder. Contractor and his subcontractors shall Indemnify and save harmless the City, Its agents, or employees and consultants (including the Engineer), from and against all claims, demands, actions, suits, damages, losses, expenses, costs including attorney's fees, and judgments of every kind and description arising from, based upon, or growing out of the violation of any Federal, state, county, or city law, bylaw, ordinance or regulation by the contractor, its agents, trainees, invitees, servants, and employees. WAIVER OF SUBROGATION: The contractor and his subcontractors shall require their insurance carrier, with respect to all insurance policies, to waive all rights of subrogation against the City of Grapevine, its commissioners, partners, officials, directors, officers, agents, and employees and against all other contractors and subcontractors. CONTRACTOR SAFETY: GENERAL: The Contractor shall comply with all Occupational Safety and Health Act (OSHA) Standards and any other Federal, State, or Local rules and regulations applicable to construction and /or maintenance activities In the State of Texas. City Safety Personnel or any supervisor may, but are not required to, order that the work be stopped If a condition of Immediate ganger Is found to exist. Nothing contained herein shall be construed to shift responsibility or risk of loss for injuries or damage sustained as a result of a violation of this Article from the Contractor to the City of Grapevine. The contractor shall remain solely and exclusively responsible for compliance with all safety requirements and for the safety of all persons and property at the project site. The parties hereto expressly agree that the obligation to comply with applicable safety provisions is a material provision of this Contract and a duty of the Contractor. The City of Grapevine reserves the right to require demonstration of compliance upon reasonable request. In the event the Contractor is unable to demonstrate 31 EXHIBIT 1 EXHIBIT A compliance with the safety provisions of this Contract, the parties agree that such failure Is doomed to be a material breach of this Agreement; and the Contractor agrees that upon such breach, all work pursuant to the Contract shall terminate unlit demonstration to the City of Grapevine that the safety provisions of this Agreement have been complied with. In no event shall action or failure to act on the part of the City of Grapevine be construed as a duty to enforce the safety provisions of this Agreement nor shall it be construed to create tiabiilty for the City for any act or failure to act in respect to the safety provisions of this Agreement. SAFETY EQUIPMENT: The Contractor shall be responsible for (lie Safety Equipment to be used by Its employees and/or all of its sub- contractors working on the City of Grapevine. This equipment will include, but may not be limited to, hard hats, safety belts or harnesses, eye, face, hand, ear or hearing protection. Sport or athletic type shoes are not considered suitable work shoes on any construction site. 32 EXHIBIT 1 EXHIBIT A EQUAL OPPORTUNITY REQUIREMENTS 1. The contractor, subcontractor, vendor, supplier, or lessee will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, or age. The contractor, subcontractor, vendor, supplier, or lessee will take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, religion, color, sex, national origin, or age. Such action will include, but not be limited to, the following: employment; upgrading; domotlon or transfer; recruitment advertising; layoff or termination; rates of pay or other forms of compensatlon and selection for training including apprenticeship. 2. The contractor, subcontractor, vendor, supplier, or lessee states that all qualified applicants will receive consideration for employment without regard to race, religion, color, sex, national origin or age. 3. The contractor, subcontractor, vendor, supplier, or lessee will comply with all provisions of Executive Order No. 11246 and the rules, regulations, and relevant orders of the Secretary of Labor or other Federal Agency responsible for enforcement of the equal opportunity and affirmative action provisions applicable and will likewise furnish all information and reports required by the Mayor and /or Contractor Compliance Officer(s) for purposes of invosilgalion to ascertain and effect compliance with this program. 4. The contractor, subcontractor, vendor, supplier, or lessee will furnish all Information and reports required by Executive Order No. 11246, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to all books, records, and accounts by the appropriate City and Federal Officials for purposes of investigations to ascertain compliance with such rules, regulations, and orders, Compliance reports filed at such tunes as directed shall contain information as to the employment practice policies, program, and workforce statistics of the contractor, subcontractor, vendor, supplier, or lessee. 5. In the event of the contractor's, subcontractor's, vendor's, supplier's or lessee's non - compliance with the non discrimination clause of this contract or with any of such rules, regulations, or orders, this contract may be cancelled, terminated, or suspended in whole or In part, and the contractor, subcontractor, vendor, supplier, or lessee may be declared ineligible for further City contracts in accordance with procedures provided in Executive Order No. 11246, and such other sanctions may be imposed and remedies invoked as provided in the said Executive Order, or by rule, regulation, or order of the Secretary of Labor, or as may otherwise be provided by law. 6. The contractor shall Include the provisions of paragraphs 1 -6 of this Equal Employment Opportunity Clause in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of labor Issued pursuant to Section 204 of Executive Order No. 11246 of September 24, 1965 so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontractor or purchase order as the contracting agency may direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that in the event the contractor becomes involved In, or is threatened will) litigation with a subcontractor or vendor as a result of such direction by the contracting agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. 33 EXHIBIT 1 EXHIBIT A IMPORTANT DISCLOSURE NOTICE: Disclosure of Certain Effective January 1, 2006, H.B. No. 914 of the 79th Texas Legislature requires a vendor that wishes to conduct business or be considered for business with the City of Grapevine, Texas to file a conflict of interest guestionnalre. The Disclosure Act applies to all persons or businesses who conduct business with the City, including those who submit bids on City contracts, make purchases of surplus City property, or participate in any other purchase or sales transactions with a City. Pursuant to the requirements of Section 176,002(x) of the Texas Local Government Code, vendors or respondents who meet the following criteria must fill out a conflict of interest questionnaire no later than the 7th day after the person begins contract discussions or negotiations' with the City or submits to the City 'an application, response to a request for bids or bids, correspondence, or another writing related to a potential agreement with the City; A vendor or respondent that - (1) contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity; or (2) is an agent of a person described in Subdivision (1) in the person's business with a local governmental entity.' Any person who meets the criteria, as for enforcement to ensure the veracity of the vendors, the statute makes it a Class C Misdemeanor to violate the vendor disclosure provisions." The forms required to comply with the above Government Code are available on the Ethics Commission website at htt :I/www.ethics.state.tx.usiforms/CIS.pdf . City Employees are prohibited from bidding on this solicitation in accordance with City Policy. 34 EXHIBIT 1 EXHIBIT A OFFICIAL BID FORM and CERTIFICATION FOR FOR THE CITY OF GRAPEVINE, TEXAS This certification must be submitted with the bid. Honorable Mayor and City Council Members: The undersigned hereby proposes to furnish and deliver FOB destination point as listed on Individual Purchase Orders: The line items listed in accordance with the Net Prices and other conditions shown herein, and In accordance with the City's Specifications and General Terms and Condition Specifications. When issued, Letters of Clarification shall automatically become part of this bid document and shall supersede any previous specifications or provisions in conflict with the Letters of Clarification. It is the responsibility of the bidder to ensure that it has obtained such letters. By submitting a bid on this project, bidder shall be deemed to have received all Letters of Clarification and to have incorporated them into its bid. THE MANUFACTURER'S NAME, PRODUCT NAME AND PRODUCT NUMBER SHOULD BE DESIGNATED IN OFFERER'S NOTES, EVEN IF BIDDING AS SPECIFIED. The City may accept this bid offer by issuance of a Notice of Award Letter and/or a Purchase Order covering award of said bid to this Bidder at any time on or before the 120th day following the day this Official Bid Form is opened by the City. This offer shall be irrevocable for 120 days after bid opening or for 90 days after City Council awards the bid, whichever comes last, but this period may be extended by written agreement of the parties. THIS BIDDER IS AND REPRESENTS THAT IT IS AN EQUAL OPPORTUNITY EMPLOYED The undersigned hereby offers to furnish and deliver the goods and /or services as specified at the prices and terms herein stated and in accordance with the Invitation to Bid, Clarification Letters, and General Terms and Condition Specifications, all of which are made a part of this offer. All pages of the City of Grapevine's form, including but not limited to the General Terms and Conditions, Specifications and page one of this bid invitation are incorporated by reference into this bid for all purposes. NOTICE TO ALL NEW VENDORS WHO HAVE NOT CONDUCTED BUSINESS WITH THE CITY OF GRAPEVINE FEDERAL FORM W9_ REQUIREMENT: The "Request for Taxpayer Identification Number and Certification" f=ederal Form W_g should be filled out and returned with your bid. This form Is available from any Federal Office or from the City of Grapevine Finance Office and has not been included as part of this bid package. The form should be mailed to the City of Grapevine, Purchasing Division, 601 Shady Brook Dr., Grapevine, Texas 76051. This form is REQUIRED to be on file BEFORE we can conduct any business with any vendor. Submitting this form will assist us in setting your company up as a certified vendor of the City of Grapevine. BIDDERS CERTIFICATION: 35 EXHIBIT 1 EXHIBIT A I, the undersigned, by signing the following statement agree that I have read and understand all of the terms and conditions, specifications, and requirements contained on each page of this Invitation to Bid. I also understand that if this proposal Is accepted by The City of Grapevine that all of the terms and conditions, specifications, and requirements submitted in my proposal and any additions, chanties, or deletions made during negotiations will be made a part of this proposal under a binding contract between my company and the City of Grapevine, Texas, I also certify that this proposal is made without previous understanding, agreement, or connection with any person, firm, or corporation making a proposal for the same materials, and is in all fair and without collusion or fraud: OUR company is a (Check One): Corporation _(The bid MUST be signed by an Officer of the company) Partnership X (The bid MUST be signed by a General Partner) Joint Venture ,(The bid MUST be signed by an Officer of the company) Sole Proprietor _(Tho bid MUST be signed by the Owner) ADDENDUMS: The bidder acknowledges receipt of the following Addenda: (If you have not received any Addenda then write NONE across the blanks). If you have received Addenda then write beside the appropriate Addenda number the date received. ALL ADDENDA RECEIVED SHOULD BE ATTACHED TO THE SID. ADDENDUM # I ADDENDUM #f 2 ADDENDUM it 3 COMPANY NAME: COMPANY NAME: COMPANY ADDRESS: CITY /STATE /ZIP: 12/12/10 VMC Landscape Services 2433 Merrell Road Dallas, TX 75229 COMPANY REPRESENTATIVE NAME: Bruce Verdick TELEPHONE #: 972 - 567 -1616 FAX #: 972 - 481 -1235 EMAIL: bverdick@vmclandscape.com SIGNATURE:. DATE: 12/15/10 APPENDIX "A" 36 EXHIBIT 1 EXHIBIT A CITY OF GRAPEVINE, TEXAS GENERAL TERMS AND CONDITIONS The City of Grapevine, Texas is accepting quotations for the goods andtor services listed in the attached quotation document. The following terms and conditions will apply to this quotation. Please read the terms and conditions carefully. By submitting a quotation for the goods andlor services listed In the quotation document, you will agree to the following terms and conditions. 4. CONTRACTOR'S OBLIGATION §. 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. 2. EFFECTIVE DATEffERlh. Unless otherwise specified in the Solicitation, [his 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. 3. PLACE AND CONDITION OF WORK. The City shall provide the Contractor access to the sites where tho Contractor is to perform the services as required in order for the Contractor to perform the services in a timely and efficient manner. The Contractor acknowledges that it hss 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 servlcas, and any other condition or state of fact which could in any way affect performance of the Contractur's obligations under the contract. The Contractor hereby releases and holds the City harmless from and against any ilablllty or claim for damages of any kind or nature If the actual site or service conditions differ from expected conditions. 4. WORKFORCE. A. The Contractor 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 use or possess any firearms, alcohol'so or other intoxicating beverages, illegal drugs or controlled substances while on the Job or on the City's property, 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. S. COMPLIANCE WITH SAFETY REGULATIONS. The Contractor, [Is Subcontractors, and their respective employees, shall comply ful[ymlth all applicable federal, state, and local safely and health laws, ordinances, rules and regulations in the performance of the services, Including but not limited to those promulgated by the City 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 al[ claims, demands, suits, actions, Judgments, lines, pantiles and liability of every kind arising from the breach of the Contractors obligations under thls paragraph. INVOICES. A. The Contractor shalt submit separate involces in duplicate on each purchase order or purchase release after each delivery. ff partial shipments or deliveries are authorized by the City, a separate Invoice must be sent for each shipment or delivery made. 8. invoices shall indicate the purchase order or purchase release number and the supply agreement number if applicable. Invoices shalt 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. Unless olhervr4se 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 tlme - 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, Slate taxes, or City sates taxes must not be Included In the Invoiced amount. The City will furnish a lax exemption cortllicate upon request. PAYMENT. A. All proper Invoices received by the City will be paid within 30 days of the City's raceipl of the deliverables or of the Invoice, whichever Is later. If payment is not timely made, interest shall accrue on the unpaid balance at the lesser of one percent per month or the maximum lawful rate; except, If payment is not Smely made fora reason for which the City may withhold payment hereunder, Interest shall not accrue until ten days after the grounds for withholding payment have been resolved. B. if partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as staled above, provided that the invoice matches the shipment or delivery. C. 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. 1. delivery of detective or non - conforming doliverables by the Contractor; 37 EXHIBIT 1 EXHIBIT A it. 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; fv, damage to the property of the City or the City's agents, employees or conlractors, which Is not covered by Insurance required to be provided by Ilia Contractor; V. reasonable evidence that Ute Contractor's obligations will not be completed wllhtn the Ume specified In the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anUcipatad delay; vi. failure of the Contractor to submit proper invoices with all required attachments and supporiing documentation; or vil. failure of the Contractor to comply with any material provision of the Contract Documents. D. The CiVs payment obligations are payable only and solely from funds Appropriated and available for the purpose of this purchase. 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 dolfvered but unpaid shall be returned to Ilia Contractor. The City shall provide the Coniractor 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. WARRANTY - PRICE. A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractors Current prices on orders by others for like dolfvorobfas under similar terms of purchase. S. The Contractor certifies that the prices in the Offer have been arrived at Independently vrilhout consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fens with any other firm or with any compolitor. C. In addfllon to any other remedy available, the City may deduct from any amounts owed to the Contractor, or otherwise recover, any amounts paid for items in excess of the Contractors current prices on orders by others for like deliverables under similar terms of purchase. 9. WARRANTY - TITLE. The Contractor warrants that it has good and Indefeasible title to all deliverables turnished under the Contract, and that Ilia 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. 10. WARRANTY - SERVICES. The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and Ilmely performed in a good and workmanliko manner in accordance will) genoraliy accepted Industry standards and practices, Ilia forms, conditions, and covenants of the Contract, and all applicable Federal, State and Iecal 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. 13. Unless otherwise specified In the Contract, the warranty period shall be at least one year front acceptanco of the services. 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 Wth 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) 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 ft 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. 11. ACCEPTANCE F INCOMPLETE OR NONCONFORMING DELIVERABLES, If, instead of requiring immediate correction or removal and replacement of defective or non-conforming dallverables, the City prefers to accept it, Ilia City may do so. The Contractor shall pay all claims, costs, fosses and damages aitribulable to the City's evaluation of end dotermfnatfan 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 dallverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. RIGHT TO ASSURANCE Whenever one party to the Contract to good Will itas roo son to question the other party's Intent to perform, demand may be made to the other party for Milan assurance of the Intent to perform. lathe event that no essuranco Is givan wilhin the time specified after demand Is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. 13. STOP WORK NOTICE. 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, S1ato, or focal guidelines, or In a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will chase all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 19, DEFAULT. The Contractor shelf be In default under the Contract if the Contractor (a) falls to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 21, or (c) becomes Insolvent or seeks ratlef under the ba nkruptcy laws of the United States. 16. TFRMINATIQN FOR CAUSE. 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) days, unless otherwdso specified, after the date of such notice, unless Ilia Contractor, writhin such ton (10) day period, cures such default, or provides evidence sufficient to provo 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, tosses and expenses, Incurred by the City as a result of the Contractors default, including, without Ilmilation, 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 38 EXHIBIT 1 EXHI BIT A may remove the Contractor from the C!Vs vendor list for three (3) years and any o €for 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. 17 TERMINATION WTTHOUTCAUSE. The City shall have the right to terminate the Contract, to whole or In part, without cause any time upon thirty (30) days' prior wrltian 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 nolice 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. 18 FRAUD. Fraudulent statements by the Contractor on any offer shall be grounds for the termination of the Contract for cause by the City and may result in legal action. 19 DELAYS. The City may delay scheduled delivery or other due dates by wiRlon 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) days from the date of receipt of tha nolice 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. 20. CLAIMS. if any claim, demand, suit, or other action Is asserted against the Contractor which arises under or concems 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 days after receipt of notice try the Contractor. Such notice to the City shalt state the date of noGticatlon of any such claim, demand, suit, or other action; the names and addresses of the claimani(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 Grapevine City Attorney. 21. ON TICES. 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 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, fax, 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 601 Shady Brook, Grapevine, Taxes 76051 and marked to the attention of the Contract Administrator. 22. RIGHTS TO BID PROPOSAL AND CONTRACTUAL MATERIAL. All material submitted by the Contractor to (ho 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 Open Records Act, Chapter 552, Texas Government Code. 23. NO WARRANTY BY CITY AGAINST iNFRINGEME14 , The Contractor represents end warrants to the City that: (i) the Contractor shall provide the City good and indefeasible Title to the dellverables and (Il) the doliverables supplied by the Contractor in accordance with the specifications In the Contract will riot infringe, dlrectty or In any contributory manner, any patent, trademark, copyright, trade secret, or any other intellectual prop arty 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 delivarables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at Its solo expense, defend, Indemnify, and hold the City harmless from and against all liabllity, damages, and costs (Including court costs and reasonable fees of allorneys and other professionals) arising out of or resulting from: (1) any claim that the City's exercise anywhere In the world of the rights associated with the City's` ownership, and If applicable, license rfghls, and Its use of the deliverables infringes the intellectual property rights of any third party, or (11) the Contractors breach of any of Contractor's representations or warranties stated In thls 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 Citys behalf. Further, Contractor agrees that the Clly's specifications regarding the deliverables shall In no way dlmintsh Contractors warranties or obligations under thts paragraph and the City makes no warranty that the production, development, or delivery of sucb dellverables 101 not impact such warranties of Contractor. 24. CONFIDENTIALITY, in order to provide the deliverables to the City, Contractor may require access to certain of the CIT7r'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, disseminallon, 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, dlvulgo, 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 bylaw or an order of any court or other governmental aulhorily with proper Jurisdiction, provided the Contractor promptly notifies the City before dlsciosing such Information sous. 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 prolecttva measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 25: i(0 CONTINGENT FEES. The Contractor warrants that no person or selling agency has been employed or retained to sol €cit 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. 39 EXHIBIT 1 EXHIBIT A 26. GRATUITIES. The City may, by wrillon notice to the Contractor, cancel the Contract wilhoul liability if it is determined by the City that gratuilias ware offered or given by the Contractor or any agent or representative of the Coniractor to any officer or employee of the City of Grapevine with a vlow toward securing the Contract or securing favorable treatment wilh respect to the awarding or amonding or the making of any determfnallons with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provlslon, the City shall be entitled, in addition to any other rights and remedies, to recover or withheld the amount of the cost incurred by the Contractor In providing such gratuities. 27. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS. No otficor, employee, Independent consultant, or elected official of the City who is Involved in the development, evaluation, or decision-making process of the purformance of any solicitation shall have a financial Interest, direct or Indirect, In the Contract resulting from that solicitatlon. Any willful violation of this section shall constitute Impropriety In office, and any officer or employee guilty thereof shall he subject to disciplinary action up to and including dismissal. Any violation of this provlslon, with the knowledge, expressed or implied, of the Contractor shall render the Contract void by the City. 28. INDEPENDENT CONTRACTOR. The Contract shall not be construed as creating an employarlemployee relationship, a partnership, or a Joint venture. The Contractor's services shall be those of on independent contractor. The Contractor agrees and understands that [lie Contract dons not grant any rights or privileges established for employees of the City. 29. ASSIGNMENT•PELEGATION. The Contract shall be binding upon and endure 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 1s 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 be no third party beneftclades to the Contract. 30. WAIVER. No clalm or right arising out of a breach of ilia Contract can be discharged In whole or in part by a waiver or renunciation of the Claim or fight 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 anyone 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. 31. MODIFICATIONS. The Contract can be modified or amended only by a writing signed by both parties, No pre•pr €nted or similar terms on any the Contractor Invoice, order or other document shall have any force or effect to Change the farms, covenants, and conditions of the contract. 32. INTERPRETATIOTI, 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 olhenriso defined In the Contract. 33. DISPUTE RESOLUTION. A. If a dispute arises out of or relates to the Contract, or the breach thereof, the patties agroo 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 such later period as agreed by the parties. Each party shall Include, at a minimum, one (i) senior level individual %viii) decislon•making authority regarding ilia dispute. The purpose of this and any subsequent meeting Is to attempt In good faith to negotiate a resolution of the dispute. If, within thlity (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. Nogoliatfon 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 ilia dispute through negotiation fall, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist wilh resolution of the dispute. Should they choose this oplion, the City and the Contractor agree to act In good faith In the selection of the mediator and to give consideration to quallffed Individuals nominated to act as mediator. Nothing to the Contract prevents the parties ffom relying on the skills of a person who Is trained in the subject matter of Ilia dispute or a contract tntefprota[Ion expert. If the parties fait to agree on a mecilatorwithIn thirty (30) calendar days of Initiation of the mediation process, the mediator shall be selected by the Tarrant County Dispute Resolution Center (DRC). The parties agrea 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 ilia Contractor will share the costs of mediation equally. 34. JURISDICTION AND VENUE. 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, exctuding any rule or principle that would refer to and apply the substantive taw of another state or jurisdiction. All Issues arising from this Contract shall be resolved in the courts of Tarrant 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. 35. INVALIDITY. The invalidity, Illegality, or unenforceabllity of any provision of the Contract shall In no way affect the validity or enforceab!My of any other portion or provision of the Contract. Any void provision shall be deemed severed fronm the Contract and the balance of the Contract shall be construed and enforced es if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform ilia Contract to replace any stricken provision with a valid provision that comes as close as possible to the Intent of ilia stricken provision. 40 EXHIBIT 1 EXHIBIT A The provisions of this section shall not prevent Ibis entire: Contract from being Vold should a provision which Is the essence of the Contract be determined to be void. 41 EXHIBIT 1 EXHIBIT A Attachment F OPTIONAL, PRICING WORKSHEET FOR NON- CONTRACT SERVICES This worksheet 1s at) optional submittal. It will NOT be used in the evaluation of the bid and will NOT be part of the contract. The City may use this pricing as a reference for additional services needed beyond the scope of services required in the Best Value Bid. a. Per acre pricing for additional mowing, locations to be named by owner. The work is to be similar In nature to the scope named in the aforementioned specifications. Roads & Riphts -of -Wa < .05 Acres in size; $ 2 8 • 0 Ominimum charge 0 -5 Acres In size: $79.40 6 -10 Acres In size: $67,00 10+ Acres In size: $56.00 Facilities <.05 Acres In size: $ 2 8 - 0 0 minimum charge 0.5 Acres In size; $124,00 6 -10 Acres in size: $105.00 10+ Acres In size: $07.00 Parks < .05 Acres in size: $ 2 8. 4 0minimum charge 0.5 Acres In size: $117.00 6 -10 Acres In size: $99.00 10+ Acres In size, $82.00 Contract Report by Name EXHIBIT 1 Contract Name Grounds Management Services Status: Active Contract is with; VMC Landscape Services Effective Date: 2/1/2011 Last Revised: 2/1/2012 Expiration Date: 1/3112013 Review By: 110/31/2012 Category Key Element Date Report Date Wednesday, May 30, 2012 Retention Date Alarm is: On Lead Days: 0 Alarm Lead Short Text Parks and Recreation Contract/Bid Off 0 350 -2011 Estimated Budget Off 0 $1,295,000 Insurance Expiration 1/1/2013 Off 0 Number of Renewals Off 0 3 Purchase Order Off 0 19340 Page 1 of 1 ACORQu CERTIFICATE OF TAR L' ITY INSURANCE DATE(MMIDDJYYYY) 12/28/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED PRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER, ..- . ?ORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Scarbrough Medlin & Associates, Inc. 5700 Granite Pkwy, #500 Plano, TX 75024 UUNIAUI NAME: Ella Harris PHONE 214.423.3333 x114 214.423,3350 AIC No Ext : (AfC, No]: ADDRESS: : el l alascarbrough -medl i n , com INSURERS) AFFORDING COVERAGE NAIC d INSURERA: America First Lloyds Ins Co 01101/2012 INSURED VMC Landscape Services, L.P. 2433 Merrell Road Dallas, TX 75229 INSURER B: The Netherlands Insurance Co $ 1,000,000 1NSURERC: America First Insurance Co. PREMISES (Ea occurrence ) INSURER D: INSURER E : INSURER F: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYPE OF INSURANCE INSR wVD POLICY NUMBER (MMIOWYYY MMIDDIYYYY) LIMITS GENERAL LIABILITY CBP8742242 01101/2012 0110112013 EACH OCCURRENCE $ 1,000,000 X PREMISES (Ea occurrence ) $ 300,000 COMMERGIAL GENERAL LIABILITY CLAIMS-MADE "OCCUR MED EXP (Any one person) $ 1S,000 PERSONAL &ADV INJURY $ 1,000,000 A GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPIOP AGG $ 2,000,000 POLICY X JECOT LOG $ 1UTOMOBILELIAS)LMY BA8735463 01101/2012 0110112013 COMBIdent $ 1,000,000 X ANY AUTO 80DILY INJURY (Per person) $ B ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ X HIRED AUTOS X NON -OWNED AUTOS PROPER A E (Per accident) $ 5 UMBRELLA LIAR OCCUR CU 8735563 01104/2012 01/0112013 EACHOCCURRENCE s 51000,000 AGGREGATE $ 5,000,000 C EXCESS LIAR CLAIMS -MADE DED X RETENTION$ 10,000 5 WORKERS COMPENSATION ANDEMPLOYERS'LIABILITY WC 8734663 01/0112012 0110112013 )( I WC STATU- 0TH - TORY LIMrT S ER B YIN ANY PRO PRIETORIPARTNE N OFFICERIMENISER EXCLUDED? RIEXECUTIV -, NIR E.L. EACH ACCIDENT $ 1 , 000, 000 (Mandatory b e under aih if yes, des E.L. DISEASE - EA EMPLOYE $ 11000,000 E.L. DISEASE . POLICY LIMIT $ 1-000,000 DESCRIPTION OF OPERATIONS below rime - Employee Dishonesty CBP8742242 0110112012 01/0112013 Limit: $500,000 A Deductible: $10,000 ` DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, It more space Is required) Blanket Additional Insured where required by written contract applicable to General Liability and Business Auto only. Blanket Waiver of Subrogation where required by written contract applicable to General Liability, Business Auto and Workers' Compensation. WC includes Other States Endt. General Liability includes Primary Non Contributory and Blanket Products Completed Ops Endorsement Bid #3978. Project: Mowing and Litter Removal " UAN"L.L.A I IL)N City of Denton its Officials, Agents, Employees and volunteers 901B Texas Street Denton, TX 76209 ACORD 25 (2010105) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS, AUTHORIZED REPRESENTATIVE Medl i ©1988 -2010 ACORD The ACORD name and logo are registered marks of ACORD ,f TION. All rights reserved. Exhibit 4 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE APPROVAL OF A FIRST AMENDMENT TO A CONTRACT FOR MOWING SERVICES, BY AND BETWEEN VMC LANDSCAPE SERVICES AND THE CITY OF DENTON, TEXAS, PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 4964- PROVIDING FOR AN ADDITIONAL EXPENDITURE AMOUNT OF $250,000 WITH THE TOTAL CONTRACT AMOUNT NOT -TO- EXCEED $300,000). WHEREAS, on May 12, 2012, the City awarded a contract for mowing services to VMC Landscape Services, in the not -to- exceed amount of $50,000; and WHEREAS, the Staff having recommended, and the City Manager having recommended to the Council that this First Amendment be authorized to amend such contract agreement with respect to increasing the total contract amount to not -to- exceed $300,000; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The First Amendment increasing the amount of the parts contract between the City and VMC Landscape Services, which is on file in the office of the Purchasing Agent, in an amount not -to- exceed Two Hundred Fifty Thousand and 0 /100 ($250,000) Dollars, is hereby approved and the expenditure of funds therefor is hereby authorized in accordance with said amendment. The total contract amount increases to $300,000. SECTION 2. 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 4964 to the City Manager of the City of Denton, Texas, or his designee. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2014 MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Consent Agenda F AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: Finance ACM: Bryan Langley �_A SUBJECT Consider adoption of an ordinance of the City of Denton, Texas amending the Fiscal Year 2013- 2014 Budget and Annual Program of Services of the City of Denton to allow for adjustments to the Capital Improvement Program of six hundred thousand dollars ($600,000), the Technology Services Fund of one hundred forty-four thousand dollars ($144,000), the General Fund of two hundred forty thousand dollars ($240,000), and the Street Improvement Fund of one hundred seventy -five thousand dollars ($175,000), and establishing the Library Donation Fund to include revenues and expenditures of thirty thousand dollars ($30,000); declaring a municipal purpose; providing a severability clause; providing an open meetings clause; and providing for an effective date. Audit /Finance Committee recommends approval (2 -0). BACKGROUND City staff is proposing to amend the City's FY 2013 -14 Budget and Annual Program of Services as follows: • Increase Capital Improvement Program funding by $1,300,000 for Fire Station Improvements related to the latest construction estimate for Fire Station 42; • Decrease Capital Improvement Program funding by $700,000 for Civic Center Pool Improvements leaving $300,000 for design in the current fiscal year; • Increase the General Fund budget by $240,000 for the better block program and additional outside legal services; • Increase the Technology Services Fund budget by $144,000 for two additional staff to support DME's in -house energy management program; • Establish a Library Donations Fund with revenues and expenditures of $30,000; and • Increase the Street Improvement Fund budget by $175,000 for professional services to update the City's mobility plan in coordination with the roadway impact fee study. PRIOR ACTION /REVIEW (COUNCIL, BOARDS, COMMISIONS) On March 4, 2014, the Audit /Finance Committee unanimously recommended approval to forward a budget amendment to the City Council for consideration. The budget amendment discussed with the Committee did not include amending the Street Improvement Fund budget, which was not known at the time. Agenda Information Sheet April 1, 2014 Page 2 FISCAL INFORMATION This ordinance will amend the FY 2013 -14 Budget and Annual Program of Services to allow for an adjustment to the Capital Improvement Program of $600,000, increasing appropriations from $325,407,313 to $326,007,313; amend the Technology Service Fund by $144,000, increasing appropriations from $8,862,772 to $9,006,772; amend the General Fund by $240,000 for the better block program and additional outside legal services, increasing the appropriations from $99,035,260 to $99,275,260; establishing the Library Donation Fund, $30,000; and amend the Street Improvement Fund by $175,000, increasing the appropriation from $8,204,203 to $8,379,203. EXHIBITS 1. Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance WHEREAS, pursuant to Ordinance No. 2013-227, the City Council of Denton, Texas, approved the Fiscal Year 2013-2014 Budget and Annual Program of Services (the "Budget"), and WHEREAS, pursuant to Ordinance No. 2013-337, the City Council of Denton, Texas, approved a budget amendment to the Fiscal Year 2013-2014 Budget and Annual Program of Services, and WHEREAS, the City of Denton started the design to renovate Fire Station No. 2 and has realized increases in the construction costs ol'the renovation; and WHEREAS, The City of Denton will only require capital funding to design needed improvements for the Civic Center Pool in the current fiscal year; and WHEREAS, the Technology Services will hire two additional employees to support Denton Municipal Electric's in-house energy management program-, and WHEREAS, the City has need of additional outside legal services and funding for the Better Block program; and III • IT ! • I • WHEREAS, the City needs to update the Mobility Plan in coordination with the roadway impact fees study; and WHEREAS, the City Council finds that this Budget Amendment serves an important municipal purpose as eligible items for expenditure in the current Budget, consistent with Section 102.010 of the Texas Local Government Code and other applicable laws; NOW, THEREFORE, SECTION 1. The findings set forth in the above preamble to this Ordinance are true and correct and are hereby adopted, SECTION 3. This Ordinance shall be Filed with the City Secretary, who is directed to attach a copy of this Ordinance to the Fiscal Year 2013-2014 Budget and Annual Program of Services. SECTION 4, This Ordinance was approved by at least five members of the City Council as required by Section 8.08 ol'the City Charter. SECTION 5. If any section, subsection, paragraph, sentence, Clause, phrase, or word in this Ordinance, or the application thereof to any person or Linder 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 portions despite any such invalidity. SECTION 6. It is officially found and determined that the meeting at which this Ordinance was passed was open to the public as required by law, and the public notice of the time, place and purpose of this meeting was given as required by law. SECTION 7. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 2014, ATTEST: JENNIFER WALTERS, CITY SECRETARY M 0-M E ml Consent Agenda G AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: Parks and Recreation ACM: John Cabrales, Jr. SUBJECT Consider adoption of an ordinance of the City of Denton, Texas, granting the Denton Festival Foundation, pursuant to Section 17 -20 of the Code of Ordinances of the City of Denton, Texas, a three year exception, year 2014 through 2016 to the limitations imposed by that section with respect to hours of operation of an amplified loudspeaker system; and setting an effective date. Staff recommends approval of request. BACKGROUND The Denton Festival Foundation is requesting a renewal of the three -year exception to the noise ordinance for the Denton Arts & Jazz Festival, an annual outdoor music festival scheduled in Quakertown Park, on the last Friday and Saturday in April until 11 p.m., and on Sunday from 11 a.m. to 9 p.m. If the exception is granted, the Denton Festival Foundation would not have to request a noise exception for the purpose of the Denton Arts and Jazz Festival until the year 2016. This is the Denton Festival Foundation's fourth request for a three -year variance to the noise ordinance. PRIOR ACTION /REVIEW (Council, Boards, Commissions) The City Council approved Ordinance No. 2011 -045, granting a three -year variance to the noise ordinance for the Denton Arts & Jazz Festival that expired at the end of 2013. If approved, this would be the fourth approval for a three -year noise exception for this event FISCAL INFORMATION There is no fiscal impact to the City of Denton. FXHIRITC 1. Letter of Request from Denton Festival Foundation 2. Proposed Ordinance Agenda Information Sheet April 1, 2014 Page 2 Respectfully submitted: Emerson Vorel Director of Parks and Recreation Prepared by: Community Events Coordinator DENTO jazz 1� W`� Denton Festiva. Foundation, Inc. P10, 'Strx 2.104 C "sir ton, "?exas 76202 (91101) 565 -0932 rax (940) 566-7007 Exhibit 1 February 8, 2014 Mayor Mark Burroughs City Council Members City of Denton 215 E. McKinney Street Denton, TX 76201 Dear Mayor Burroughs and City Council Members: The Denton Festival Foundation, Inc. is requesting a three year exception to the Noise Ordinance for the Denton Arts and Jazz Festival. Dates for the current event are April 25, 26 and 27, 2014. We further ask that the exception cover the current year plus 2015 and 2016. We are requesting that the extension extend from 10:00 am to 12:00 midnight on Friday and Saturday evenings and on Sunday from 11:00 am until 10:00 pm. Thank you for your consideration. Your support for the annual Denton Arts and Jazz Festival is greatly appreciated. Please let us know if you have questions or require additional information. Sincerely, Carol Short Executive Director "Ir 'e poe, , . aaemq ` 11CODAD\DepartmentslLegahOur Documentsl0rdinances1141Arts Festival exemption from noise ordinance.doe ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, GRANTING THE DENTON FESTIVAL FOUNDATION, PURSUANT TO SECTION 17 -20 OF THE CODE OF ORDINANCES OF THE CITY OF DENTON, TEXAS, A THREE -YEAR EXCEPTION, YEAR 2014 THROUGH 2016, TO THE LIMITATIONS IMPOSED BY THAT SECTION WITH RESPECT TO HOURS OF OPERATION OF AN AMPLIFIED LOUDSPEAKER SYSTEM; AND SETTING AN EFFECTIVE DATE. WHEREAS, pursuant to § 17 -20 of the Code of Ordinances of the City of Denton, Texas, the Denton Festival Foundation has made application to the City Council for an exception to the provision of that same section restricting the operation of amplified loudspeakers from Monday through Saturday after 10:00 p.m. and at anytime on Sunday, in connection with the Denton Arts & Jazz Festival annual event held at the Quakertown Park, and in connection with said request, has requested the exception to be granted on an ongoing basis for said annual event at said location the last weekend in April, 2014 on Friday and Saturday until 12:00 midnight and on Sunday from 11:00 a.m. until 10:00 p.m., and the last weekend in April, 2015 and 2016 on Friday and Saturday until 12:00 midnight and on Sunday from 11:00 a.m. until 10:00 p.m.; and WHEREAS, upon prior application and approval by the City Council of the City of Denton, Texas, the Denton Festival Foundation has consistently demonstrated over the past 16 years an ability to responsibly operate amplified loudspeakers in connection with the Denton Arts & Jazz Festival annual event held at Quakertown Park, at times past the hours defined in §17-20 of the Code of Ordinances of the City of Denton, Texas, within the public interest and without materially disturbing persons of ordinary sensibilities in the immediate vicinity thereof, and WHEREAS, based upon this past history, the City Council of the City of Denton, Texas finds that granting an exception for this annual event on an ongoing basis, subject to the restrictions contained herein, would serve the public interest; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. Pursuant to § 17 -20 of the Code of Ordinances, the Denton Festival Foundation is hereby granted an exception from said section's 10:00 p.m limitation from Monday through Saturday and prohibition on Sunday, upon the operation of amplified loudspeakers, subject to the conditions listed below: This exception is granted only in connection with the operation of the Denton Arts & Jazz Festival annual event at the Quakertown Park, on the last weekend in April, 2014 on Friday and Saturday until 12:00 midnight and on Sunday from 11:00 a.m. until 10:00 p.m., and the last weekend in April, 2015 and 2016 on Friday and Saturday until 12:00 midnight and on Sunday from 11:00 a.m. until 10:00 p.m. _ } 3 ' IIC0DAD1Departments\Lega110ur Documents\OrdinancesN141kts Festival exemption from noise ordinance.doc 2. The Denton Festival Foundation agrees to take full responsibility for ensuring that the conditions of this exception are met, and to take all reasonable measures necessary to avoid disturbing persons of ordinary sensibilities in the immediate vicinity of the event. 3. The Denton Festival Foundation agrees to cease using amplified loudspeakers at 12:00 midnight on Friday and Saturday and 10:00 p.m. on Sunday. 4. Under no circumstances shall the annual event employ the use of amplified loudspeakers past 12:00 midnight on Friday or Saturday or before 11:00 a.m. or past 10:00 p.m. on Sunday. 5. Under no circumstances shall the annual event employ the use of amplified loudspeakers that exceed 70 dba when measured from the perimeter of the source as measured by an approved measuring instrument. 6. This ordinance confers no personal or property rights, and may be amended, modified, superseded or revoked in whole or in part at the will of the City Council of the City of Denton, Texas, without any advance warning, hearing or compensation, for any reason at all, or for no reason. 7. This ordinance shall be strictly construed as an exception granted pursuant to § 17 -20 of the Code of Ordinances of the City of Denton, Texas. The City of Denton, Texas expressly reserves unto itself and all other persons any and all legal remedies, civil or criminal, relating to excessive noise in connection with this annual event, and hereby disclaims any promissory or equitable estoppel which might in any way impede the pursuit of such remedies by any person. SECTION 2. This Ordinance shall become effective immediately upon its passage and approval, and expire three years hence, unless sooner repealed, modified or rescinded. PASSED AND APPROVED this the day of , 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY IM MARK A. BURROUGHS, MAYOR Page 2 of 3 ' 11C0DAD1DepartmentslLegall0ur Documents\Ordinances114lArts Festival exemption from noise ordinance.doc APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY Page 3 of 3 Consent Agenda H AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: Parks and Recreation Department ACM: John Cabrales, Jr. SUBJECT Consider approval of a resolution allowing Pro -Fest, Inc. to be the sole participant allowed to sell alcoholic beverages for three consecutive years at the Denton Arts and Jazz Festival beginning April 25 - 27, 2014; April 24 - 26, 2015; and April 29 - May 1, 2016 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 recommend approval with a vote of 6 -0. on March 19, 2014. Staff recommends approval of request.) BACKGROUND The Denton Festival Foundation, made up of community volunteers and professional staff, has requested that the sale of alcohol be permitted at the Denton Arts and Jazz Festival, allowing Pro -Fest, Inc. to be the sole proprietor of this product. Pro -Fest, Inc., will be responsible for rental of the booth space, obtaining the temporary license, and securing the temporary permit. The Festival Foundation has police security at the event. The 34th Annual Denton Arts and Jazz Festival event promotes cultural enhancement and is co- sponsored by the City of Denton Parks and Recreation Department. It is held in Quakertown Park and includes over 2,700 professional and amateur performers, local and statewide vendors, children's activities, art exhibits, and various entertainers. The three -day free event runs Friday, 5 p.m. to 11 p.m., Saturday, 10 a.m. to 11 p.m., and Sunday, 11 a.m. to 9:00 p.m. The event continues to experience growth each year through community participation and the use of national and local vendors and entertainment. This year's event is expected to host around 225,000 participants with 250 booths and seven entertainment stages. OPTIONS The City Council may approve the request from the Denton Festival Foundation as submitted, request changes to the resolution, or deny the request for the sale of alcohol. RECOMMENDATION Staff recommends approval of this request. Agenda Information Sheet April 1, 2014 Page 2 PRIOR ACTION /REVIEW On March 19, 2014, the Parks, Recreation and Beautification Board recommended approval of this item with a vote of 6 -0 . FISCAL INFORMATION There is no fiscal impact to the City of Denton. EXHIBITS 1. Letter of Request 2. Parks, Recreation and Beautification Board Meeting Minutes of March 19, 2014 3. Resolution Respectfully submitted: sk Emerson Vorel Director of Parks and Recreation Prepared By: M C-�LZIQ Janie McLeod Community Events Coordinator N '-.. P. N ,- jazz tovl--- torij azzfest.com Denton Festival Foundation, Inc, 1110. Box 2 "10 Denton,'Fexas 76202 Fax 5,65 -09 31, ax (940) 566-7007 February 8, 2014 TO: Denton Parks and Recreation Board Denton City Council RE: Denton Arts and Jazz Festival Sale of Beer and Wine in Quakertown Park Dear Members: The Denton Festival Foundation, Inc. is requesting permission and approval for Pro -Fest, Inc. to sell beer and wine during the annual Denton Arts and Jazz Festival. Dates for the event are April 25, 26 and 27, 2014. Thank you for your continued support. Please let us know if you have questions or require additional information. Sincerely, Carol Short Executive Director Exhibit 1 EXHIBIT 2 EXCERPT from DRAFT MINUTES PARKS, RECREATION AND BEAUTIFICAITON BOARD March 19, 2014 City Hall Conference Room After determining that a quorum of the City of Denton, Texas, Parks, Recreation and Beautification Board is present, the Chair of the Board thereafter convened into an open meeting on Wednesday, March 19, 2014, at 6:00 p.m. in the City Hall Conference Room, City of Denton, 215 E. McKinney Street, Denton, Texas. Members Present: Russ Stukel, Chair; Alex Lieban, David Rowley, Vicki Byrd, Maria Renner and Janet Shelton. Member Absent: Paul Leslie Staff present: Emerson Vorel, Director; John Schubert, Jim Mays, Kathy Schaeffer, Julie Leal, Janie McLeod. OPEN MEETING CONSENT AGENDA: Consider a request from ProFest, Inc. to sell alcoholic beverages at Denton Arts and Jazz Festival — Per McLeod, ProFest., Inc., historically makes requests to be the sole proprietor allowed to serve alcohol in the park at the Denton Arts and Jazz Festival for three -year periods of time; the current request is no exception. If recommended by Park Board and approved by City Council, this request would grant ProFest consent to serve alcohol in the park at the Denton Arts and Jazz Festival through April 2016. Rowley wonders how alcohol vendors are chosen and McLeod responds that ProFest, Inc., is founded by members of the Arts and Jazz Festival, who naturally seek consent to sell alcohol at their annual event. Vorel added that other events may request permission to sell alcohol but they assume a substantial risk and it's very costly to do so. Stukel inquires about statistics which represent issues resulting from alcohol use and McLeod noted that security is on site. MOTION: Shelton made a motion to recommend approval; Rowley seconds, and the motion is approved, 6 -0. Adjourned at 8:20 p.m. llcodadldepartmentsllega1\our documentsVesolutions1141arts & jazz festival res.docx EXHIBIT 3 RESOLUTION NO. A RESOLUTION ALLOWING PRO -FEST, INC. TO BE THE SOLE PARTICIPANT ALLOWED TO SELL ALCOHOLIC BEVERAGES FOR THREE CONSECUTIVE YEARS AT THE DENTON ARTS & JAZZ FESTIVAL BEGINNING APRIL 25 -27, 2014, APRIL 24- 26, 2015, AND APRIL 29 -MAY 1, 2016, UPON CERTAIN CONDITIONS; AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE AN AGREEMENT IN CONFORMITY WITH THIS RESOLUTION; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton ( "City ") is the owner of the Quakertown Park and through the City of Denton co- sponsors the Denton Arts & Jazz Festival at the Quakertown Park; WHEREAS, the consumption of alcoholic beverages is allowed in the Quakertown Park pursuant to City of Denton Code, §22 -32 (b); WHEREAS, the City Council finds that it is in the public interest to select only one vendor of alcoholic beverages at the Denton Arts & Jazz Festival; and WHEREAS, Pro -Fest, Inc. has requested that they be sole participant allowed to sell alcoholic beverages for three consecutive years at the Denton Arts & Jazz Festival; and WHEREAS, the Parks, Recreation and Beautification Board has recommended that Pro - Fest, Inc. be the sole participant allowed to sell alcoholic beverages at the Denton Arts & Jazz Festival; and WHEREAS, the City agrees with the recommendation of the Parks, Recreation and Beautification Board; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. Pro -Fest, Inc. shall be the sole participant allowed to sell alcoholic beverages at the Denton Arts & Jazz Festival for three consecutive years, the first being April 25 -27, 2014 at the Quakertown Park upon the following conditions: 1. They shall be responsible for rental of any booth space necessary; 2. They shall be responsible to obtain the temporary license and permit for selling alcoholic beverages approved by appropriate state agency; 3. They shall provide the security necessary for the sale of alcoholic beverages; 4. They shall provide general comprehensive liability insurance from a responsible carrier, with the City as an additional insured, in the amount of $500,000.00. 5. Agrees to indemnify the City of Denton against any liability incident to the selling of alcoholic beverages at the Denton Arts & Jazz Festival. SECTION 2. The City Manager or his designee is authorized to execute an agreement in conformity with this resolution, which shall be substantially in the form of the agreement attached hereto and made a part hereof by reference. EXHIBIT 3 SECTION 3. This resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12014. MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY I:' APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: �e .A \ toscme1082J4Tity coumM aAfts & razz Festm&Arts and Jazz FeMval canhu&doc EXHIBIT 3 QUAKERTOWN PARK AGREEMENT FOR THE DENTON ARTS & JAZZ FESTIVAL STATE OF TEXAS § COUNTY OF DENTON § tk This Agreement, made this day of 1404a 2014, by and between the City of Denton, a municipal corporation, hereinafter referred to the "CITY" and PRO FEST, INC. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE 1 GENERAL The City grants to PRO -PEST, INC. the exclusive privilege to sell alcoholic beverages, subject to the exceptions and conditions hereinafter set forth, for the Denton Arts and Jazz Festival celebration on April 25 -27, 2014, to be held at the Quakertown Park. Attached hereto and made a part hereof by is a copy of the resolution passed by the City Council of Denton, Texas authorizing this privilege. This privilege extends three years beyond the date of the Denton Arts and Jazz Festival celebration set for the year 2414. ARTICLE 2 SCOPE OF SERVICES PRO -FEST, INC. in order to exercise the privilege to sell alcoholic beverages must perform the following: A. PRO -FEST, INC. shall be solely responsible for the rental and payment for any booth space necessary for the sale of alcoholic beverages at the Denton Arts and Jazz Festival. B. PRO -FEST, INC. shall be solely responsible to obtain any temporary license and permit necessary for the selling of alcoholic beverages at the Denton Arts and Jazz Festival. C. PRO -FEST, INC. shall be solely responsible for the obtaining and paying for any security necessary for their sale of alcoholic beverages at the Denton: Arts and Jazz Festival. PRO -FEST, INC.'s failure to do any of the above and to show proper proof of compliance shall waive their right to exercise the privilege of selling alcoholic beverages at the Denton Arts and Jazz Festival. EXHIBIT 3 ARTICLE 3 LOCAL RULES AND REGULATION PRO -FEST, INC. agrees to abide by all municipal, county, state and federal laws, ordinances, rules and regulations and specifically, without limitation, the Denton Civic Center Rules and Regulations, to obtain all necessary and proper licenses, permits and authorizations, and to comply with the requirements of any duly authorized person acting in connection therewith. PRO -FEST, INC. shall pay all taxes, if any, of every nature and description arising out of or in any manner connected with the sale of alcoholic beverages. PRO -FEST, INC. will exercise reasonable care and due diligence in their sale of alcoholic beverages at the Denton Arts and Jazz Festival. ARTICLE 4 INDEMNITY AGREEMENT PRO -FEST, INC. shall indemnify and save and hold harmless the CITY and its officers, agents, and employees from and against any and all liability, claims, demands, losses, and expenses, including but not limited to, court costs and reasonable attorney fees incurred by the CITY, and including, without limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of FRO -FEST, INC. or it officers, shareholders, agents, or employees in the execution, operation, or performance of this Agreement. Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement, and nothing herein shall waive any of the parties' defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE S INSURANCE During the performance of the Agreement, PRO -FEST, INC. shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: A. Comprehensive General Liability Insurance with bodily injury limits of not less than $500,000 for each occurrence and not less than $500,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate. B. Liquor/Dram Shop Liability in the amount of $250,000 per occurrence for any event occurring on City -owned property where alcohol will be provided or served. Denton Arts and Jazz Festival Celebration Agreement — Page 2 EXHIBIT 3 C. PRO -FEST, INC. shall furnish insurance certificates or insurance policies at the CITY'S request to evidence such coverages. The insurance policies shall narne the CITY as an additional insured on all such policies, and shall contain a provision that such insurance shall not be canceled or modified without written notice to the CITY and PRO -FEST, INC. In such event, PRO -FEST, INC. shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage. ARTICLE 6 NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days' mailing: To PRO -FEST, INC.: PRO -FEST, INC. Carol Short . 319 Pennsylvania Ave. Denton, Texas 76205 To CITY: CITY OF DENTON: City Manager 215 E. McKinney Denton, Texas 7620t All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days' mailing. ARTICLE 7 ENTIRE AGREEMENT This Agreement, consisting of five (5) pages and one exhibit, constitutes the complete and final expression of the agreement of the parties, and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE S SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. Denton Arts and Jazz Festival Celebration Agreement — Page 3 EXHIBIT 3 ARTICLE 9 DISCRIMINATION PROHIBITED In performing the services required hereunder, PRO -FEST, INC. shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. ARTICLE 14 PERSONNEL PRO -FEST, INC. represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the CITY. ARTICLE 11 ASSIGNABILITY PRO -FEST, INC. shall not assign any interest in this Agreement, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the CITY. ARTICLE 12 MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed.; and the patties further agree that the provisions of this section will not be waived unless as set forth herein. ARTICLE 13 MISCELLANEOUS A. The following exhibits are attached to and made a part of this Agreement: Exhibit "A" Resolution No. B. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. C. The captions of this Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of this Agreement. Denton Arts and Jazz Festival Celebration Agreement — Page 4 EXHIBIT 3 IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager, and PRO -PEST, INC. has executed this Agreement through its duly authorized undersigned officer on this the day of .2014. CITY OF DENTON, TEXAS GEORGE C. CAMPBELL, CITY MANAGER ATTEST: .JENNIFER. WALTERS, CITY SECRETARY ;Y APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY f✓ / PRO -FEST, INC. BY:C�. CAROLSHORT WITNESS: Denton Arts and Jazz Festival Celebration Agreement -- Page 5 Consent Agenda I AGENDA INFORMATION SHEET DATE: April 1, 2014 DEPARTMENT: Parks and Recreation CM/ ACM: John Cabrales, Jr. SUBJECT Consider approval of a resolution allowing Mi Casita Mexican Food to be the sole participant allowed to sell alcoholic beverages at the Cinco de Mayo Celebration on May 3, 2014, 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. Parks, Recreation and Beautification Board recommend approval with a vote of 6 -0. Staff recommends approval of the request. BACKGROUND The Cinco de Mayo Committee, made up of community volunteers, voted to support the sale of alcohol at the event for sixteen consecutive years. Mi Casita Mexican Food was selected as the sole proprietor of this product for this year's event and will be responsible for rental of the booth space, obtaining the temporary license, providing insurance, and securing the temporary permit. There have not been security issues at previous events. The annual Cinco de Mayo Celebration event, held in Quakertown Park, is a Hispanic cultural festival co- sponsored by the City of Denton Parks and Recreation Department. The event runs from 10 a.m. to 6 p.m. in the park. Activities include a parade, local vendors, children's activities and entertainment. Last year's event hosted approximately 5,000 participants with 50 vendors and two entertainment stages. RECOMMENDATION Staff recommends approval of the resolution and agreement as submitted, which is consistent with agreements for similar co- sponsored events. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Parks, Recreation and Beautification Board recommended approval on March 19, 2014, with a vote of 6 -0. Agenda Information Sheet April 1, 2014 Page 2 FISCAL INFORMATION There is no fiscal impact to the City of Denton EXHIBITS 1. Letter of Request 2. Parks, Recreation and Beautification Board Minutes of March 19, 2014 3. Resolution and Quakertown Park Contract Respectfully submitted: M- Emerson Vorel Director of Parks and Recreation Prepared By: Janie McLeod Community Events Coordinator EXHIBIT 1 March 12, 2014 Mayor and Members of the City Council: On behalf of the Cinco de Mayo committee, I am requesting permission from the City of Denton to sell alcohol at our 2014 Festival which will be held on Saturday, May 3, 2014, in Quakertown Park. Mi Casita will provide the license to sell alcohol at our event. Please let me know if you have any questions or concerns. I can be reached by phone at (940) 594 -9146 or by email at bgovea@dentonisd.r . Thank you for your help in this matter. Sincerely, Blanca Govea 2014 Cinco de Mayo Chairperson EXHIBIT 2 EXCERPT from DRAFT MINUTES PARKS, RECREATION AND BEAUTIFICAITON BOARD March 19, 2014 City Hall Conference Room After determining that a quorum of the City of Denton, Texas, Parks, Recreation and Beautification Board is present, the Chair of the Board thereafter convened into an open meeting on Wednesday, March 19, 2014, at 6:00 p.m. in the City Hall Conference Room, City of Denton, 215 E. McKinney Street, Denton, Texas. Members Present: Russ Stukel, Chair; Alex Lieban, David Rowley, Vicki Byrd, Maria Renner and Janet Shelton. Member Absent: Paul Leslie Staff present: Emerson Vorel, Director; John Schubert, Jim Mays, Kathy Schaeffer, Julie Leal, Janie McLeod. OPEN MEETING CONSENT AGENDA: Consider a Request from Mi Casita Restaurant to sell alcoholic beverages at Cinco de Mayo — McLeod details request by Mi Casita to serve alcohol at Cinco de Mayo, a repeat request made for 16 consecutive years. Rowley raises concerns about the cost to the City to provide support for such events; McLeod replies the City is not compensated for City employees used to support the event. Art and Jazz hires police officers to provide security at the event. MOTION: Lieban makes a motion to in support; Rowley seconds, and the motion passes, 6 -0. Adjourned at 8:20 p.m. Exhibit 3 Ilcodadldepartmentsl1egallour documentsVesolutions1141cinco de mayo aleohol sell.doc RESOLUTION NO. A RESOLUTION ALLOWING MI CASITA RESTAURANT TO BE THE SOLE PARTICIPANT ALLOWED TO SELL ALCOHOLIC BEVERAGES AT THE CINCO DE MAYO CELEBRATION ON MAY 3, 2014, 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. WHEREAS, the City of Denton ( "City ") is the owner of the Quakertown Park and through the Park and Recreations Department co- sponsors a Cinco De Mayo Celebration at the Quakertown Park; and WHEREAS, the consumption of alcoholic beverages is allowed in the Quakertown Park pursuant to City of Denton Code, §22 -32 (b); and WHEREAS, the City Council finds that it is in the public interest to select only one vendor of alcoholic beverages at the Cinco De Mayo Celebration; and WHEREAS, Matt Kohandani, doing business as Mi Casita Restaurant (called "Mi Casita"), has requested that they be the sole participant allowed to sell alcoholic beverages at this year's Cinco De Mayo Celebration on-May 3, 2014; and WHEREAS, the Parks, Recreation, and Beautification Board has recommended that Mi Casita be the sole participant allowed to sell alcoholic beverages at the Cinco De Mayo Celebration; and WHEREAS, the City agrees with the recommendation of the Parks, Recreation, and Beautification Board; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. Mi Casita shall be the sole participant allowed to sell alcoholic beverages at the Cinco De Mayo Celebration on May 3, 2014 at the Quakertown Park upon the following conditions: 1. They shall be responsible to obtain the temporary license and permit for selling alcoholic beverages approved by appropriate state agency; 2. They shall provide the security necessary for the sale of alcoholic beverages; 3. They shall provide general comprehensive liability insurance from a responsible carrier, with the City as an additional insured, in the amount of $500,000.00; 4. Liquor/Dram Shop Liability in the amount of $250,000 per occurrence for any event occurring on City -owned property where alcohol will be provided or served; Page I of 2 llcodadldepartments\1cga1lour documentsVesolutions1141cinco de mayo alcohol sell. doe S. They agree to indemnify the City of Denton against any liability incident to the selling of alcoholic beverages at the Cinco De Mayo Celebration. SECTION 2. The City Manager or his designee is authorized to execute an agreement in conformity with this Resolution, which shall be substantially in the form of the agreement attached hereto and made a part hereof by reference. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Page 2 of 2 MARK A. BURROUGHS, MAYOR llcodadldepartmentsllegallour documentslcontracts1141cinco de mayo alcohol sale.doc QUAKERTOWN PARK AGREEMENT FOR THE CINCO DE MAYO CELEBRATION STATE OF TEXAS § COUNTY OF DENTON § This Agreement, made this day of , 2014, by and between the City of Denton, a municipal corporation, hereinafter referred to as the "CITY" and MI CASITA MEXICAN FOOD, (called "MI CASITA "). WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE 1 GENERAL The City grants to MI CASITA the exclusive privilege to sell alcoholic beverages, subject to the exceptions and conditions hereinafter set forth, for the CINCO DE MAYO CELEBRATION on May 3, 2014, to be held at the Quakertown Park. Attached hereto and made a part hereof by is a copy of the resolution passed by the City Council of Denton, Texas, authorizing this privilege. This privilege does not extend beyond the date of the CINCO DE MAYO CELEBRATION set for the year 2014. ARTICLE 2 SCOPE OF SERVICES MI CASITA in order to exercise the privilege to sell alcoholic beverages must perform the following: A. MI CASITA shall be solely responsible for the rental and payment for any booth space necessary for the sale of alcoholic beverages at the CINCO DE MAYO CELEBRATION. B. MI CASITA shall be solely responsible to obtain any temporary license and permit necessary for the selling of alcoholic beverages at the CINCO DE MAYO CELEBRATION. C. MI CASITA shall be solely responsible for the obtaining and paying for any security necessary for their sale of alcoholic beverages at the CINCO DE MAYO CELEBRATION. MI CASITA failure to do any of the above and to show proper proof of compliance shall waive their right to exercise the privilege of selling alcoholic beverages at the CINCO DE MAYO CELEBRATION. ARTICLE 3 LOCAL RULES AND REGULATION MI CASITA agrees to abide by all municipal, county, state and federal laws, ordinances, rules and regulations and specifically, without limitation, the Quakertown Park Rules and Regulations, to obtain all necessary and proper licenses, permits and authorizations, and to comply with the requirements of any duly authorized person acting in connection therewith. MI CASITA shall pay all taxes, if any, of every nature and description arising out of or in any manner connected with the sale of alcoholic beverages. MI CASITA will exercise reasonable care and due diligence in their sale of alcoholic beverages at the CINCO DE MAYO CELEBRATION. ARTICLE 4 INDEMNITY AGREEMENT MI CASITA shall indemnify and save and hold harmless the CITY and its officers, agents, and employees from and against any and all liability, claims, demands, losses, and expenses, including but not limited to, court costs and reasonable attorney fees incurred by the CITY, and including, without limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of MI CASITA or its officers, shareholders, agents, or employees in the execution, operation, or performance of this Agreement. Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement, and nothing herein shall waive any of the parties' defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a parry to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 5 INSURANCE During the performance of the Agreement, MI CASITA shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: A. Comprehensive General Liability Insurance with bodily injury limits of not less than $500,000 for each occurrence and not less than $5QQQ0JLin the aggregate, and with property damage limits of not less that $100000 for each occurrence and not less than $100,000 in the aggregate. B. Liquor/Dram Shop Liability in the amount of $250,000 per occurrence for any event occurring on City -owned property where alcohol will be provided or served. C. MI CASITA shall furnish insurance certificates or insurance policies at the CITY'S request to evidence such coverages. The insurance policies shall name the CITY as an additional insured on all such policies, and shall contain a provision that such insurance CINCO DE MAYO CELEBRATION Agreement — Page 2 shall not be canceled or modified without written notice to the CITY and MI CASITA. In such event, MI CASITA shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage. ARTICLE 6 NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days' mailing: To MI CASITA: Mi Casita Mexican Food Matt Kohandani 110 N. Carroll Blvd Denton, TX 76201 To CITY: City of Denton City Manager 215 E. McKinney Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days' mailing. ARTICLE 7 ENTIRE AGREEMENT This Agreement, consisting of five (5) pages and one exhibit, constitutes the complete and final expression of the agreement of the parties, and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE 8 SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. ARTICLE 9 DISCREVIINATION PROHIBITED In performing the services required hereunder, MI CASITA shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. CINCO DE MAYO CELEBRATION Agreement — Page 3 i ARTICLE 14 PERSONNEL MI CASITA represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the CITY. ARTICLE 11 ASSIGNABILITY MI CASITA shall not assign any interest in this Agreement, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the CITY. ARTICLE 12 MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the parry to be charged therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed; and the parties further agree that the provisions of this section will not be waived unless as set forth herein. ARTICLE 13 MISCELLANEOUS A. The following exhibits are attached to and made a part of this Agreement: (list exhibits) Exhibit "A" Resolution No. B. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. C. The captions of this Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of this Agreement. IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager, and MI CASITA has executed this Agreement through its duly authorized undersigned officer on this the day of , 2014. CINCO DE MAYO CELEBRATION Agreement — Page 4 4' CITY OF DENTON, TEXAS GEORGE C. CAMPBELL, CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA RTTRC:FCC (''TTV ATTf112NTFV WIT I CINCO DE MAYO CELEBRATTON Agreement — Page 5 Consent Agenda J AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: Parks and Recreation Department ACM: John Cabrales, Jr. �Vf SUBJECT Consider adoption of an ordinance approving a City sponsorship in an amount not to exceed $123,000 of in -kind services and resources for the Denton Arts and Jazz Festival to be held in Quakertown Park on April 25 - 27, 2014; and providing an effective date. BACKGROUND The Denton Festival Foundation requests the City's participation at the same sponsor level as previous years. Various City departments have provided in -kind services and resources including staff, equipment, supplies, and facilities. The City has provided 953 hours of security during the event at no charge. The Festival is organized by the Denton Festival Foundation and anticipates approximately 225,000 attendees and 250 vendor booths. PRIOR ACTION /REVIEW This is the 34t Arts and Jazz Festival and the City has provided support for each year of the event. In the 2014 Budget, City Council approved $82,820 in Hotel/Motel Occupancy Tax (HOT) funds for the Arts and Jazz Festival. FISCAL INFORMATION The Denton Festival Association receives $82,820 in Hotel /Motel Occupancy Tax (HOT) funds. An estimated cost to provide the requested in -kind services and facilities is $122,755. The total cost of in -kind services, facilities, and HOT Funds are $205,595 for which the City is recognized as a sponsor at a level equal to the in -kind value. EXHIBITS 1. In -Kind Services and Resources Provided by City of Denton to Arts & Jazz Festival 2013 and Proposed 2014 2. Ordinance Respectfully submittje�d: sk ' 061 Emerson Vorel, Director Prepared by: I�P� Y) Janie McLeod Community Events Coordinator Exhibit 1 In -Kind Services and Resources Provided by City of Denton to Arts & Jazz Festival 2013 and Proposed 2014 City In -Kind City City Equipment & Waived HOT Total Costs Contribution Personnel Personnel Supplies Fees Funds* Reg. Time Overtime $82,820 $82,820 Parks & 294 hours = 469 hours = Civic Recreation $7,432 $17,603 $5,900 Center - $11,500 Senior Center - $3,625 Park - $24,000 $70,060 Police 953 hours = $47,195 $47,195 EMS 0 0 0 0 0 Solid Waste/ Recycling $5,520 $5,520 1,422 hours = Total $7,432 $64,798 $5,900 $44,645 $82,820* $205,595 * HOT funds are approved in a separate budget. HOT Funds were included to show total of City's contribution to Arts and Jazz Festival. The proposed in -kind services for 2014 are estimated to be the same at 2013. Exhibit 2 S:ALegal \our Documents \Ordinances \14�Arts and Jazz Festival Sponsorship.docx ORDINANCE NO. AN ORDINANCE APPROVING A CITY SPONSORSHIP IN AN AMOUNT NOT TO EXCEED $123,000 OF IN -KIND SERVICES AND RESOURCES FOR THE DENTON ARTS AND JAZZ FESTIVAL TO BE HELD IN QUAKERTOWN PARK ON APRIL 25 -27, 2014; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Denton Arts and Jazz Festival is requesting the City of Denton to participate as a sponsor, at the same level as in previous years, for the event to be held in Quakertown Park on April 25 -27, 2014; and WHEREAS, the City of Denton has sponsored up to $123,000 of in -kind services and supplies for the 2013 event which included Police, park staff, equipment, supplies, and facilities; and WHEREAS, in exchange for the said support the City of Denton was considered to be an event sponsor of the said event at a sponsorship level equal to the value of the in -kind service tendered; and WHEREAS, the City Council finds that it is in the public interest and benefit to the citizens of the City of Denton to participate as a sponsor at a level not to exceed $123,000 of in- kind services for the event to be held in Quakertown Park on April 25 -27, 2014; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council finds that it is in the public interest and benefit to the citizens of the City of Denton to participate as a sponsor at a level not to exceed $123,000 of in- kind services and supplies, including but not limited to Police, park staff, equipment, supplies and facilities, and the said participation is hereby approved. SECTION 2. This ordinance shall be effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2014. MARK A. BURROUGHS, MAYOR S:\ Legal \Our Documents \Ordinances \14\Arts and Jazz Festival Sponsorship.doex ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: -, r� Consent Agenda K AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: Parks and Recreation ACM: John Cabrales, Jr. SUBJECT Consider a request for an exception to the Noise Ordinance for the purpose of performing music and announcements during the 2014 Relay for Life to be held at the Guyer High School Football Field located at 7501 Teasley Drive. The Relay will begin at noon and end at midnight on Saturday, April 12, 2014. The request is for a variance in decibels, from 70 to 75 decibels and for amplified sound to be extended from 10 p.m. to midnight. Staff recommends approving the request. BACKGROUND Relay for Life is sponsored by the American Cancer Society and gives everyone in the community a chance to celebrate the lives of people who have battled cancer, to remember lost loved ones, and to fight back against the disease. At the Relay, teams of people take turns walking or running around the track. Each team is asked to have a representative on the track at all times during the event. Because cancer never sleeps, this Relay is for 12 hours in length. This is the second year for this event to be held at Guyer High School. Prior to moving to Guyer High School, the events were held at the University of North Texas Fouts Field. The previous events were for 24 -hours and this event will be for 12 hours. PRIOR ACTION /REVIEW (Council, Boards or Commission) This is the fourth request from Relay for Life to host this event. City Council approved the requests for the 2010, 2011, 2012 and 2013 events. FISCAL INFORMATION There is no fiscal impact to the City of Denton. RECOMMENDATION Staff recommends approving the noise exception request. EXHIBITS Letter of Request Respectfully submitted: C. , M. 0'w"�**�6. Emerson Vorel, Director Parks and Recreation Department Prepared by: Community Events Coordinator 2014 Relay For Life Denton TX April 12, 2014 12:00 p.m. - Noon at Guyer High School in Denton City Council Members: The 2014 Relay for Life in Denton will be a daytime event this year. We will be at Guyer High School Football Field from 12:OOpm Saturday, April 12th until Midnight. Please consider this my request for an exception to the City of Denton noise ordinances for the event. While I don't anticipate any problems, I just want to make sure we're covered. Nothing is expected to be over 75 decibels. If you have questions or need additional information, please feel free to contact me at 940 - 565 -7052 or 940 - 206 -3831 (cell). Kendra Williams Logistics Chair, 2014 Denton Relay Denton Relay for Life Home Page rflofdnton.com Conseni Agenda L Agenda Information Sheet DEPARTMENT: Denton Municipal Electric CM/ ACM: Howard Martin, 349 -8232 h+,._ Date: April 1, 2014 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager or his designee to make an offer to purchase and execute a Contract of Sale, by and between John Powell Walker and Martin A. William (the "Owner ") and the City of Denton regarding the sale by Owner and purchase by the City of a fee interest in land consisting of 10.372 acres, being situated in the M. Forrest Survey, Abstract No. 417, in the City of Denton, Denton County, Texas, located generally north of Blagg Road and east of Geesling Road, for the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines, facilities, and structures, as well as substations for the purchase price as prescribed in the Contract of Sale; authorizing the City Manager, or his designee, to make an offer to purchase the property interest from Owner for such purchase price, and execute and deliver any and all other documents necessary to accomplish closing of the transaction contemplated by the Contract of Sale; authorizing the expenditure of funds, therefor. BACKGROUND The Denton Municipal Electric (DME) Capital Improvement Plan includes a project to reconstruct the Arco Substation. The Arco Substation must be reconstructed to allow additional transmission lines to be terminated in the station, to increase the bus and equipment ratings, and to provide a better layout and operational configuration for this station. This project has been handed over to DME from Texas Municipal Power Agency (TMPA) after being approved by both the TMPA P &O committee and the TMPA Board. TMPA had already identified a site for the project and had initiated discussions with the landowner. All open land in the immediate area of the existing station (northeast of the intersection of Blagg and Geesling) is owned by the same landowner who has indicated that they prefer the site that had been identified by TMPA. Reconstruction on the existing site is not possible because of its inadequate size. The proposed site is bordering and located north of the current site. DME held an open house to inform the community regarding the sitting of the planned Arco Substation and receive feedback. The meeting was held at the Civic Center in Denton on the evening of December 3, 2013. DME notified 12 residents and property owners (those within 500 feet of the proposed site). • 3 signed in at the open house • 0 filled out comment cards • 0 comments were received regarding site preference (DME's real estate representative met individually with the landowner of the identified site on the day of the open house. They did indicate a willingness to work with DME; however, they indicated that they would not agree to any other location than the one proposed.) A Public Hearing was held by the Public Utilities Board (PUB) on January 13, 2014. Notices of the Public Hearing were mailed out to property owners located within 500 feet of the proposed site. There were not any citizens that attended the PUB Public Hearing. After a presentation to the PUB, and after considering all known relevant factors, the PUB unanimously voted to recommend to the City Council by a vote of 6 -0 that the site recommended by DME staff be selected as the site for the reconstruction of Arco Substation. A Public Hearing was held by the City Council on February 4, 2014. Notices of the Public Hearing were mailed out to property owners located within 500 feet of the proposed site. There were not any citizens that attended the City Council Public Hearing. After a presentation to the City Council, and after considering all known relevant factors, the City Council unanimously voted 7 -0 that the site recommended by DME staff be selected as the site for the reconstruction of Arco Substation. An appraisal of the property was performed by Integra Realty Resources DFW, LLP for the amount of $338,853.00 on February 20, 2014, signed as reviewed and final on March 7, 2014. The appraisal includes compensation to the landowner for 10.372 acres, or 451,804 square feet in fee simple interest for the purpose of constructing an electric substation which will be the expansion of the existing Arco Substation adjacent to the subject property. No permanent damages to the remainder property are expected as a result of the acquisitions. OPTIONS 1. Approve adoption of the ordinance. 2. Do not approve adoption of the ordinance and provide staff with further direction. RECOMMENDATION DME staff recommends approving adoption of the ordinance. ESTIMATED SCHEDULE OF PROJECT Depending on other variables, such as permitting and weather, DME staff estimates work on the site to begin in late fall of 2014, with anticipated completion of the expansion of the substation by summer 2015. PRIOR ACTION /REVIEW (Council, Boards, Commissions) DME staff informed the Public Utilities Board (PUB) and City Council about the Open House held on December 3, 2013 at the Civic Center as part of DME's public involvement process via email on November 22, 2013. The PUB also held a Public Hearing on January 13, 2014 at the Service Center regarding this item. The City Council subsequently held a Public Hearing on February 4, 2014. FISCAL INFORMATION Integra Realty Resources DFW, LLP, performed an appraisal of the property and calculated the value of the property to be $338,853.00. BID INFORMATION N/A EXHIBITS 1. ARCO. CONTRACT OF SALE. 03132014 2. ARCO. ORDINANCE (FEE TAKE). 03122014 3. DME — ARCO Substation Expansion Appraisal - FINAL Respectfully submitted: rI a Phil Williams General Manager, Denton Municipal Electric Prepared by: Galen Gillum Executive Manager: Administrative Services STATE OF TEXAS § COUNTY OF DENTON § EXHIBIT 1 CONTRACT OF SALE 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 Contract of Sale (the "Contract ") is made this day of , 2014, effective as of the date of execution hereof by Seller, as defined herein (the "Effective Date "), by and between JOHN POWELL WALKER and WILLIAM A. MARTIN (referred to herein as "Seller ") and the City of Denton, Texas, a Home Rule Municipal Corporation of Denton County, Texas (referred to herein as "Buyer "). RECITALS WHEREAS, Seller owns that certain tract of land being more particularly described on Exhibit "A" and depicted on Exhibit `B" attached hereto and made a part hereof for all purposes, being located in Denton County, Texas (the "Land "); and WHEREAS, Seller desires to sell to Buyer, and Buyer desires to buy from Seller, the Land, together with any and all rights or interests of Seller in and to adjacent streets, alleys and rights of way and together with all and singular the improvements and fixtures thereon and all other rights and appurtenances to the Land (collectively, the "Property "). ARTICLE I SALE OF PROPERTY For the consideration hereinafter set forth, and upon the terms, conditions and provisions herein contained, and subject to the reservations herein, Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase from Seller, the Property. Seller, 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 Property. Seller, 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, tanks or tank 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, gas and all associated hydrocarbons) 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. ARTICLE II PURCHASE PRICE AND EARNEST MONEY 2.01 Purchase Price. The Purchase Price to be paid to Seller for the Property is the sum of Three Hundred Thirty -Eight Thousand, Eight Hundred Fifty -Three and No /100 Dollars ($338,853.00) (the "Purchase Price "). 2.02 Earnest Money. Buyer shall deposit the sum of One Thousand and No /100 Dollars ($1,000.00), as Earnest Money (herein so called) with Title Resources, LLC, 525 South Loop 288 , Suite 125, Denton, Texas, 76205, (the "Title Company "), as escrow agent, within fourteen (14) calendar days of the Effective Date hereof. All interest earned thereon shall become part of the Earnest Money and shall be applied or disposed of in the same manner as the original Earnest Money deposit, as provided in this Contract. If the purchase contemplated hereunder is consummated in accordance with the terms and the provisions hereof, the Earnest Money, together with all interest earned thereon, shall be applied to the Purchase Price at Closing. In all other events, the Earnest Money, and the interest accrued thereon, shall be disposed of by the Title Company as provided in this Contract. 2.03 Independent Contract Consideration. Within fourteen (14) calendar days after the Effective Date, Buyer shall deliver to the Title Company, payable to and for the benefit of Seller, a check in the amount of One Hundred and No /100 Dollars ($100.00) (the "Independent Contract Consideration "), which amount the parties hereby acknowledge and agree has been bargained for and agreed to as consideration for Seller's execution and delivery of the Contract. The Independent Contract Consideration is in Contract of Sale Page 2 of 22 addition to, and independent of any other consideration or payment provided in this Contract, is non - refundable, and shall be retained by Seller notwithstanding any other provision of this Contract. ARTICLE III TITLE AND SURVEY 3.01 Title Commitment. (a) Within twenty (20) calendar days after the Effective Date, Seller shall cause to be furnished to Buyer a current Commitment for Title Insurance (the "Title Commitment ") for the Property, issued by Title Company. The Title Commitment shall set forth the state of title to the Property, including a list of liens, mortgages, security interests, encumbrances, pledges, assignments, claims, charges, leases (surface, space, mineral, or otherwise), conditions, restrictions, options, severed mineral or royalty interests, conditional sales contracts, rights of first refusal, restrictive covenants, exceptions, easements (temporary or permanent), rights -of -way, encroachments, or any other outstanding claims, interests, estates or equities of any nature (each of which are referred to herein as an "Exception "). (b) Along with the Title Commitment, Seller shall also cause to be delivered to Buyer, at Buyer's sole cost and expense, true and correct copies of all instruments that create or evidence Exceptions (the "Exception Documents "), including those described in the Title Commitment as exceptions to which the conveyance will be subject and /or which are required to be released or cured at or prior to Closing. 3.02 Survey. Within thirty (30) calendar days after the Effective Date, Seller shall cause to be prepared at Buyer's expense, a current on the ground survey of the Property (the "Survey "). The contents of the Survey shall be prepared by a surveyor selected by Buyer and shall include the matters prescribed by Buyer, which may include but not be limited to, a depiction of the location of all roads, streets, easements and rights of way, both on and adjoining the Property, water courses, 100 year flood plain, fences and improvements and structures of any kind. The Survey shall describe the size of the Property, in acres, and contain a metes and bounds description thereof. Seller shall furnish or cause to be furnished any affidavits, certificates, assurances, and /or resolutions as required by the Title Company in order to amend the survey exception as required by Section 3.05 below. The description of the Property as set forth in the Survey, at the Buyer's election, shall be used to describe the Property in the deed to convey the Property to Buyer and shall be the description set forth in the Title Policy. 3.03 Review of Title Commitment, Survey and Exception Documents. Buyer shall have a period of fifteen (15) calendar days (the "Title Review Period ") commencing with the day Buyer receives the last of the Title Commitment, the Survey, and the Exception Documents, in which to give written notice to Seller, specifying Buyer's objections to one or more of the items ( "Objections "), if any. All items set forth in the Schedule C of Contract of Sale Page 3 of 22 the Title Commitment, and all other items set forth in the Title Commitment which are required to be released or otherwise satisfied at or prior to Closing, shall be deemed to be Objections without any action by Buyer. 3.04 Seller's Obligation to Cure; Buyer's Right to Terminate. The Seller shall, within twenty (20) calendar days after Seller is provided notice of Objections, either satisfy the Objections at Seller's sole cost and expense or promptly notify Buyer in writing of the Objections that Seller cannot or will not satisfy at Seller's expense. Notwithstanding the foregoing sentence, Seller shall, in any event, be obligated to cure those Objections or Exceptions that have been voluntarily placed on or against the Property by Seller after the Effective Date. If Seller fails or refuses to satisfy any Objections that Seller is not obligated to cure within the allowed twenty (20) calendar day period, and if Buyer does not agree in writing to an extension of that period, said extension to not exceed an additional thirty (30) calendar days, then Buyer has the option of either: (a) waiving the unsatisfied Objections by, and only by, notice in writing to Seller prior to Closing, in which event those Objections shall become Permitted Exceptions (herein so called), or (b) terminating this Contract by notice in writing prior to Closing and receiving back the Earnest Money, in which latter event Seller and Buyer shall have no further obligations, one to the other, with respect to the subject matter of this Contract. 3.04.A Additional Title Commitment. Due to the fact that the effective period of the Title Commitment shall expire prior to Closing, Seller shall cause to be furnished to Buyer, no earlier than ninety one (91) calendar days after the Effective Date and no later than one hundred ten (110) calendar days after the Effective Date, a Title Commitment ( "Updated Commitment "), in the form of the Title Commitment prescribed by Section 3.01, above. Buyer shall have fifteen (15) calendar days to review and provide Objections, if any, to the items in the Updated Commitment in the same manner as prescribed by Section 3.03 related to the Title Commitment. All time periods related to review and cure of the Objections, waiver of uncured Objections and termination of this Contract, as set forth in Article III, above, shall be applicable to the Objections by Buyer to the Updated Commitment, if any, and Closing shall be so extended to accommodate such review and cure period. 3.05 Title Policy. At Closing, Seller, at Buyer's sole cost and expense, shall cause a standard Texas Owner's Policy of Title Insurance ( "Title Policy ") to be furnished to Buyer. The Title Policy shall be issued by the Title Company, in the amount of the Purchase Price and insuring that Buyer has indefeasible fee simple title to the Property, subject only to the Permitted Exceptions. The Title Policy may contain only the Permitted Exceptions and shall contain no other exceptions to title, with the standard printed or common exceptions amended or deleted as follows: (a) survey exception must be amended if required by Buyer to read "shortages in Contract of Sale Page 4 of 22 area" only (although Schedule C of the Title Commitment may condition amendment on the presentation of an acceptable survey and payment, to be borne solely by Buyer, of any required additional premium); (b) no exception will be permitted for "visible and apparent easements" or words to that effect (although reference may be made to any specific easement or use shown on the Survey, if a Permitted Exception); (c) no exception will be permitted for "rights of parties in possession "; (d) no liens will be shown on the title commitment. Notwithstanding the enumeration of the following exceptions, amendments and/or deletions, Buyer may object to any Exception it deems material, in its sole discretion. ARTICLE IV FEASIBILITY REVIEW PERIOD 4.01 Review Period. Any term or provision of this Contract notwithstanding, the obligations of Buyer specified in this Contract are wholly conditioned on Buyer's having determined, in Buyer's sole and absolute discretion, during the period commencing with the Effective Date of this Contract and ending sixty (60) calendar days thereafter (the "Absolute Review Period "), based on such tests, examinations, studies, investigations and inspections of the Property the Buyer deems necessary or desirable, including but not limited to studies or inspections to determine the existence of any environmental hazards or conditions, performed at Buyer's sole cost, that Buyer finds the Property suitable for Buyer's purposes. Buyer is granted the right to conduct engineering studies of the Property, and to conduct a physical inspection of the Property, including inspections that invade the surface and subsurface of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable, for any reason, for Buyer's intended use or purpose, the Buyer may terminate this Contract by written notice to the Seller, as soon as reasonably practicable, but in any event prior to the expiration of the Absolute Review Period, in which case the Earnest Money will be returned to Buyer, and neither Buyer nor Seller shall have any further duties or obligations hereunder. In the event Buyer elects to terminate this Contract pursuant to the terms of this Article IV, Section 4.01, Buyer will provide to Seller copies of (i) any and all non - confidential and non - privileged reports and studies obtained by Buyer during the Absolute Review Period; and (ii) the Survey. ARTICLE V REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS 5.01 Representations and Warranties of Seller. To induce Buyer to enter into this Contract and consummate the sale and purchase of the Property in accordance with the terms and provisions herewith, Seller represents and warrants to Buyer as of the Effective Date and as of the Closing Date, except where specific reference is made to another date, Contract of Sale Page 5 of 22 that: (a) The descriptive information concerning the Property set forth in this Contract is complete, accurate, true and correct. (b) There are no adverse or other parties in possession of the Property or any part thereof, and no party has been granted any license, lease or other right related to the use or possession of the Property, or any part thereof, except those described in the Leases, as defined in Article V, Section 5.02(a). (c) The Seller has good and marketable fee simple title to the Property, subject only to the Permitted Exceptions. (d) The Seller has the full right, power, and authority to sell and convey the Property as provided in this Contract and to carry out Seller's obligations hereunder. (e) The Seller has not received notice of, and has no other knowledge or information of, any pending or threatened judicial or administrative action, or any action pending or threatened by adjacent landowners or other persons against or affecting the Property. (f) The Seller has disclosed to Buyer in writing of any and all facts and circumstances relating to the physical condition of the Property that may materially and adversely affect the Property and operation or intended operation thereof, or any portion thereof, of which Seller has knowledge. (g) The Seller has paid all real estate and personal property taxes, assessments, excises, and levies that are presently due, if any, which are against or are related to the Property, or will be due as of the Closing, and the Property will be subject to no such liens. (h) The Seller shall convey the Property free and clear of all debts, liens and encumbrances. (i) Seller has not contracted or entered into any agreement with any real estate broker, agent, finder, or any other party in connection with this transaction or taken any action which would result in any real estate broker commissions or finder's fee or other fees payable to any other party with respect to the transactions contemplated by this Contract. (j) To the best of Seller's knowledge, there has not occurred the disposal or release of any Hazardous Substance to, on or from the Property. As used in this Contract, "Hazardous Substance" means and includes all hazardous and toxic substances, waste or materials, chemicals, and any pollutant or contaminant, including without limitation, PCB's, asbestos, asbestos- Contract of Sale Page 6 of 22 containing material, petroleum products and raw materials, that are included under or regulated by any Environmental Law or that would or may pose a health, safety or environmental hazard. As used in this Contract, "Environmental Law" means and includes all federal, state, and local statutes, ordinances, regulations and rules presently in force or hereafter enacted relating to environmental quality, contamination, and clean-up of Hazardous Substances, including without limitation, the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. 9601, et seq.), as amended by the Superfund Amendments and Reauthorization Act of 1986, the Resource Conservation and Recovery Act (42 U.S.C. 6901, et seq.), as amended, Toxic Substance Control Act, 15 U.S.C. 2601, et seq., and state superlien and environmental clean-up statutes and all rules and regulations presently or hereafter promulgated under or related to said statutes, as amended. (k) All Leases, as defined in Article V, Section 5.02(a), shall have expired or otherwise terminated and any and all tenants or parties occupying the Property pursuant to the Leases shall have permanently abandoned and vacated the Property on or before the date of Closing. (1) The Seller is not a "foreign person" as defined in Section 1445 of the Internal Revenue Code of 1986, as amended. 5.02 Covenants and Agreements of Seller. Seller covenants and agrees with Buyer as follows: (a) Unless stated otherwise, within ten (10) calendar days after the Effective Date, Seller, at Seller's sole cost and expense, shall deliver to Buyer, with respect to the Property, true, correct, and complete copies of the following: (i) All lease agreements and /or occupancy agreements and /or licenses of any kind or nature (if oral, Seller shall provide to Buyer in writing all material terms thereof) relating to the possession of the Property, or any part thereof, including any and all modifications, supplements, and amendments thereto (the "Leases "). (ii) All environmental audits, soil tests and engineering and feasibility reports, including any and all modifications, supplements and amendments thereto, with respect to the Property that Seller possesses or has the right to receive. (b) From the Effective Date until the date of Closing or earlier termination of this Contract, Seller shall: (i) Not enter into any written or oral contract, lease, easement or right of way agreement, conveyance or any other agreement of any kind with respect Contract of Sale Page 7 of 22 to, or affecting, the Property that will not be fully performed on or before the Closing or would be binding on Buyer or the Property after the date of Closing. (ii) Advise the Buyer promptly of any litigation, arbitration, or administrative hearing concerning or affecting the Property. (iii) Not take, or omit to take, any action that would result in a violation of the representations, warranties, covenants, and agreements of Seller. (iv) Not sell, assign, lease or convey any right, title or interest whatsoever in or to the Property, or create, grant or permit to be attached or perfected, any lien, encumbrance, or charge thereon. (c) Seller shall indemnify and hold Buyer harmless, to the extent permitted by law, from all loss, liability, and expense, including, without limitation, reasonable attorneys' fees, arising or incurred as a result of any liens or claims resulting from labor or materials furnished to the Property under any written or oral contracts arising or entered into prior to Closing. 5.03 Survival Beyond Closing. Notwithstanding anything to the contrary contained in this Contract, the representations, warranties, covenants and agreements of Seller contained in this Contract shall survive the Closing, and shall not, in any circumstance, be merged with the Special Warranty Deed, as described in Article VII, Section 7.02(a). ARTICLE VI CONDITIONS PRECEDENT TO PERFORMANCE 6.01 Performance of Seller's Obligations. Buyer is not obligated to perform under this Contract unless, within the designated time periods, all of the following shall have occurred: (a) Seller has performed, furnished, or caused to be furnished to Buyer all items required to be so performed or furnished under other sections of this Contract; and (b) Seller cures or Buyer waives in writing, within the time periods specified in Article III, all of Buyer's objections made in accordance with Article III. 6.02 Breach of Seller's Representations, Warranties, Covenants and Agreements. Buyer is not obligated to perform under this Contract unless all representations, warranties, covenants and agreements of Seller contained in this Contract are true and correct or have been performed, as applicable, as of the Closing Date, except where specific reference is made to another date. 6.03 Adverse Change. Buyer is not obligated to perform under this Contract, if on the date of Closing, any portion of the Property has been condemned by an entity other than Buyer, or is the subject of condemnation, eminent domain, or other material proceeding Contract of Sale Page 8 of 22 initiated by an entity other than Buyer, or the Property, or any part thereof, has been materially or adversely impaired in any manner. 6.04 Review Period. Buyer is not obligated to perform under this Contract if Buyer delivers notice to Seller pursuant to Article IV, Section 4.01 that Buyer has determined that the Property is unsuitable to or for Buyer's purposes. 6.05 Buyer's Right to Waive Conditions Precedent. Notwithstanding anything contained in this Contract to the contrary, Buyer may, at Buyer's option, elect to waive any of the conditions precedent to the performance of Buyer's obligations under this Contract by giving to the Seller, at any time prior to Closing, a written waiver specifying the waived condition precedent. 6.06 Buyer's Termination if Conditions Precedent Not Satisfied or Waived. If any of the conditions precedent to the performance of Buyer's obligations under this Contract have not been satisfied by Seller or waived by the Buyer, the Buyer may, by giving written notice to Seller, terminate this Contract. On Buyer's termination, the Earnest Money shall be immediately returned to Buyer by the Title Company. The Seller shall, on written request from Buyer, promptly issue the instructions necessary to instruct the Title Company to return to Buyer the Earnest Money and, thereafter, except as otherwise provided in this Contract, Buyer and Seller shall have no further obligations under this Contract, one to the other. ARTICLE VII CLOSING 7.01 Date and Place of Closing. The Closing (herein so called) shall take place in the offices of the Title Company and shall be accomplished through an escrow to be established with the Title Company, as escrowee. The Closing Date (herein sometimes called), shall be one hundred and eighty (180) calendar days after the Effective Date, unless otherwise mutually agreed upon by Buyer and Seller. 7.02 Items to be Delivered at the Closing. (a) Seller. At the Closing, Seller shall deliver or cause to be delivered to Buyer or the Title Company, at the expense of the party designated herein, the following items: (i) The Title Policy, in the form specified in Article III, Section 3.05; (ii) The Special Warranty Deed, substantially in the form as attached hereto as Attachment 1, subject only to the Permitted Exceptions, if any, duly executed by Seller and acknowledged; (iii) Other items reasonably requested by the Title Company as administrative requirements for consummating the Closing. Contract of Sale Page 9 of 22 (b) Buyer. At the Closing, Buyer shall deliver to Seller or the Title Company, the following items: (i) The sum required by Article II, Section 2.01, less the Earnest Money and interest earned thereon, in the form of a check or cashier's check or other immediately available funds; (ii) Other items reasonably requested by the Title Company as administrative requirements for consummating the Closing. 7.03 Adjustments at Closing. Notwithstanding anything to the contrary contained in this Contract and without limiting the general application of the provisions of Section 5.03, above, the provisions of this Article VII, Section 7.03 shall survive the Closing. The following item shall be adjusted or prorated between Seller and Buyer with respect to the Property: (a) Ad valorem taxes relating to the Property for the calendar year in which the Closing shall occur shall be prorated between Seller and Buyer as of the Closing Date. If the actual amount of taxes for the calendar year in which the Closing shall occur is not known as of the Closing Date, the proration at Closing shall be based on the amount of taxes due and payable with respect to the Property for the preceding calendar year. As soon as the amount of taxes levied against the Property for the calendar year in which Closing shall occur is known, Seller and Buyer shall readjust in cash the amount of taxes to be paid by each party with the result that Seller 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 the date of Closing) and Buyer shall pay for those taxes attributable to the period of time commencing with the Closing Date. 7.04 Possession at Closing. Possession of the Property shall be delivered to Buyer at Closing. 7.05 Costs of Closing. Each party is responsible for paying the legal fees of its counsel, in negotiating, preparing, and closing the transaction contemplated by this Contract. Seller is responsible for paying fees, costs and expenses identified herein as being the responsibility of Seller. Buyer is responsible for paying fees, costs and expenses identified herein as being the responsibility of Buyer. If the responsibility for such costs or expenses associated with closing the transaction contemplated by this Contract are not identified herein, such costs or expenses shall be allocated between the parties in the customary manner for closings of real property similar to the Property in Denton County, Texas. Contract of Sale Page 10 of 22 ARTICLE VIII DEFAULTS AND REMEDIES 8.01 Seller's Defaults and Buyer's Remedies. (a) Seller's Defaults. Seller is in default under this Contract on the occurrence of any one or more of the following events: (i) Any of Seller's warranties or representations contained in this Contract are untrue on the Closing Date; or (ii) Seller fails to meet, comply with or perform any covenant, agreement, condition precedent or obligation on Seller's part required within the time limits and in the manner required in this Contract; or (iii) Seller fails to deliver at Closing, the items specified in Article VII, Section 7.02(a) of this Contract for any reason other than a default by Buyer or termination of this Contract by Buyer pursuant to the terms hereof prior to Closing. (b) Buyer's Remedies. If Seller is in default under this Contract, Buyer as Buyer's sole and exclusive remedies for the default, may, at Buyer's sole option, do any of the following: (i) Terminate this Contract by written notice delivered to Seller in which event the Buyer shall be entitled to a return of the Earnest Money, and Seller shall, promptly on written request from Buyer, execute and deliver any documents necessary to cause the Title Company to return to Buyer the Earnest Money; (ii) Enforce specific performance of this Contract against Seller, requiring Seller to convey the Property to Buyer subject to no liens, encumbrances, exceptions, and conditions other than those shown on the Title Commitment, whereupon Buyer shall waive title objections, if any, and accept such title without reduction in Purchase Price on account of title defects and shall be entitled to assert any rights for damages based on Seller's representations, warranties and obligations that are not waived by Buyer by its acceptance of Seller's title; and (iii) Seek other recourse or relief as may be available to Buyer at or by law, equity, contract or otherwise. 8.02 Buyer's Default and Seller's Remedies. (a) Buyer's Default. Buyer is in default under this Contract if Buyer fails to deliver at Closing, the items specified in Article VII, Section 7.02(b) of this Contract for Contract of Sale Page 11 of 22 any reason other than a default by Seller under this Contract or termination of this Contract by Buyer pursuant to the terms hereof prior to Closing. (b) Seller's Remedy. If Buyer is in default under this Contract, Seller, as Seller's sole and exclusive remedies for the default, may, at Seller's sole option, do either one of the following: (i) Terminate this Contract by written notice delivered to Buyer in which event the Seller shall be entitled to a return of the Earnest Money, and Buyer shall, promptly on written request from Seller, execute and deliver any documents necessary to cause the Title Company to return to Seller the Earnest Money; or (ii) Enforce specific performance of this Contract against Buyer. ARTICLE IX MISCELLANEOUS 9.01 Notice. All notices, demands, requests, and other communications required hereunder shall be in writing, delivered, unless expressly provided otherwise in this Contract, by telephonic facsimile, by hand delivery or by United States Mail, and shall be deemed to be delivered, upon the earlier to occur of (a) the date provided if provided by telephonic facsimile or hand delivery, and (b) the date of the deposit of, in a regularly maintained receptacle for the United States Mail, registered or certified, return receipt requested, postage prepaid, addressed as follows: SELLER: JOHN POWELL WALKER and WILLIAM A. MARTIN Telecopy Copies to: For Seller: Telecopy: BUYER: City of Denton Paul Williamson Real Estate and Capital Support 901 -A Texas Street Denton, Texas 76209 Telecopy: (940) 349 -8951 For Buyer: Scott W. Hickey Kelsey, Kelsey & Hickey, PLLC P.O. Box 918 Denton, Texas 76202 Telecopy: (940) 387 -9553 Contract of Sale Page 12 of 22 9.02 Governing Law and Venue. This Contract is being executed and delivered and is intended to be performed in the State of Texas, the laws of Texas governing the validity, construction, enforcement and interpretation of this Contract. THIS CONTRACT IS PERFORMABLE IN, AND THE EXCLUSIVE VENUE FOR ANY ACTION BROUGHT WITH RESPECT HERETO, SHALL LIE IN DENTON COUNTY, TEXAS. 9.03 Entirety and Amendments. This Contract embodies the entire agreement between the parties and supersedes all prior agreements and understandings, if any, related to the Property, and may be amended or supplemented only in writing executed by the party against whom enforcement is sought. 9.04 Parties Bound. This Contract is binding upon and inures to the benefit of Seller and Buyer, and their respective successors and assigns. If requested by Buyer, Seller agrees to execute, acknowledge and record a memorandum of this Contract in the Real Property Records of Denton County, Texas, imparting notice of this Contract to the public. 9.05 Risk of Loss. If any damage or destruction to the Property shall occur prior to Closing, or if any condemnation or any eminent domain proceedings are threatened or initiated by an entity or party other than Buyer that might result in the taking of any portion of the Property, Buyer may, at Buyer's option, do any of the following: (a) Terminate this Contract and withdraw from this transaction without cost, obligation or liability, in which case the Earnest Money shall be immediately returned to Buyer; or (b) Consummate this Contract, in which case Buyer, with respect to the Property, shall be entitled to receive any (i) in the case of damage or destruction, all insurance proceeds; and (ii) in the case of eminent domain, proceeds paid for the Property related to the eminent domain proceedings. Buyer shall have a period of up to ten (10) calendar days after receipt of written notification from Seller on the final settlement of all condemnation proceedings or insurance claims related to damage or destruction of any improvement located on the Property, in which to make Buyer's election. In the event Buyer elects to close prior to such final settlement, then the Closing shall take place as provided in Article VII, above, and there shall be assigned by Seller to Buyer at Closing all interests of Seller in and to any and all insurance proceeds or condemnation awards which may be payable to Seller on account of such event. In the event Buyer elects to close upon this Contract after final settlement, as described above, Closing shall be held five (5) business days after such final settlement. 9.06 Further Assurances. In addition to the acts and deeds recited in this Contract and contemplated to be performed, executed and /or delivered by Seller and Buyer, Seller Contract of Sale Page 13 of 22 and Buyer agree to perform, execute and/or deliver, or cause to be performed, executed and /or delivered at the Closing or after the Closing, any further deeds, acts, and assurances as are reasonably necessary to consummate the transactions contemplated hereby. Notwithstanding anything to the contrary contained in this Contract and without limiting the general application of the provisions of Section 5.03, above, the provisions of this Article IX, Section 9.06 shall survive Closing. 9.07 Time is of the Essence. It is expressly agreed between Buyer and Seller that time is of the essence with respect to this Contract. 9.08 Exhibits. The Exhibits which are referenced in, and attached to this Contract, are incorporated in and made a part of, this Contract for all purposes. 9.09 Delegation of Authority. Authority to take any actions that are to be, or may be, taken by Buyer under this Contract, including without limitation, adjustment of the Closing Date, are hereby delegated by Buyer, pursuant to action by the City Council of Denton, Texas, to Frank Payne, P.E., City Engineer of Buyer, or his designee. 9.10 Contract Execution. This Contract of Sale may be executed in any number of counterparts, all of which taken together shall constitute one and the same agreement, and any of the parties hereto may execute this Agreement by signing any such counterpart. 9.11 Business Days. If the Closing Date or the day of performance required or permitted under this Contract falls on a Saturday, Sunday or Denton County holiday, then the Closing Date or the date of such performance, as the case may be, shall be the next following regular business day. 9.12 Relocation. Relocation advisory services and relocation financial assistance, if applicable pursuant to Ordinance No. 2012 -073 (the "Relocation Ordinance "), shall be administered as provided by the Relocation Ordinance, aside and apart from the transaction contemplated by this Contract. SELLER: JOHN POWELL WALKER WILLIAM A. MARTIN Executed by Seller on the day of , 2014. Contract of Sale Page 14 of 22 BUYER: Lm GEORGE C. CAMPBELL, CITY MANAGER Executed by Buyer on the day of , 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: SCOTT W. HICKEY, KELSEY, KELSEY & HICKEY, PLLC BY: Contract of Sale Page 15 of 22 RECEIPT OF AGREEMENT BY TITLE COMPANY By its execution below, Title Company acknowledges receipt of an executed copy of this Contract. Title Company agrees to comply with, and be bound by, the terms and provisions of this Contract and to perform its duties pursuant to the provisions of this Contract 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: Title Resources, LLC 525 South Loop 288, Suite 125 Denton, Texas 76205 Telephone: (940) 381-1006 Telecopy: (940) 898 -0121 Printed Name: Title: Contract receipt date: , 2014 Contract of Sale Page 16 of 22 LEGEND PROPERTY LINE —� -- ADJACENT PROPERTY LINE — — — — — — — — — — EASEMENT LINE eooeo ...................a ee.e a o 4418 �o `•9°oFE S S o0 y0 �0 CHAIN LINK FENCE OHE ELECTRIC LINE C.M. CONTROL MONUMENT IpF IRON PIPE FOUND IRF IRON ROD FOUND CIRF CAPPED IRON ROD FOUND O IRON ROD FOUND (AS NOTED) 0 CAPPED IRON ROD SET (TNP) UNLESS NOTED o FENCE CORNER POST [ ] RECORD DEED OR PLAT CALL R.P.R. REAL PROPERTY RECORDS 4 SIGN ❑T TELEPHONE UTILITY POWER POLE E GUY WIRE ELECTRIC TOWER STRUCTURE EDGE OF ASPHALT SCHEDULE 6 COMMENTS: TITLE RESOUROES GUARANTY COMPANY GF NO. - 131001 EFFECTNE DATE: DECEMBER 18. 2012 COMMITMENT DATE JAJ ih' 03. 2013 THE FOLLOWING ITEMS ARE BLANKET EASEMENTS AND MAY ORMAY NOT EFFECT THE SUBJECT PROPERTY. 10f. Easement executed by SIM GEESUNG and wife, MARY GEESUNG to LANE STAR GAS COMPANY filed May 10 1916, recorded in Volume 146, Page 269. Deed Records of Denton County, Texas. 10p. Easement executed by E.E. GEESUNG and wife. MYRTLE GEESUNG stoi to LONE STAR GAS COMPANY filed May 9, 1957, recorded in Volume 429, Page 289. Deed Records of Denton County, Texas. THE FOLLOWING ITEMS LISTED BELOW DO NOT EFFECT THE SUBJECT PROPERTY AS SHOWN ON MAP: 10e. Easement executed by SIM GEESUNG and MARY CEESUNG to LONE STAR GAS COMPANY filed June 21, 1915, recorded in Volume 141, Page 365, Deed Records of Denton County, Texas. 10i. Eosement executed by SIM GEESUNG to TEXAS POWER & LIGHT COMPANY filed December 1, 1924, recorded in Volume 196, Page 75, Deed Records of Denton County, Texan 10o. Easement executed by MARY GEESUNG atol to TEXAS POWER & LIGHT COMPANY filed June 22, 1956, recorded. in Volume 422, Page 419, Deed Records of Denton County, Texas. THE FOLLOWING M34S LISTED BELOW DO NOT EFFECT THE SUBJECT PROPERTY TO THE BEST OF MY KNOWLEDGE M. Easement executed by MRS. J7. BOTTORF etoi to LONE STAR GAS COMPANY filed Way 27, 1916, recorded In Volume 146, Page 412, Deed Records of Denton County, Texas. for. Easement executed by SIM GEESUNG to LONE STAR GAS COMPANY riled June 6, 1923, recorded in Volume 187, Pogo 626, Deed Records of Denton County, Tex- 10i. Easement executed by CHARLES HOFFMAN to TEXAS POWER & LIGHT COMPANY filed December 23, 1924, recorded in Volume 196. Page 80, Deed RecoMs of Denton County, Texas. 10kt Easement executed by E.E. GEESUNG to LONE STAR GAS COMPANY filed June 12,. 1926, recorded in Volume 205, Page 447, Deed Records of Denton County, Tsxos. 101. Easement executed by MAY GEESUNG to TEXAS POWER & LIGHT COMPANY filed April. 17, 1937, recorded le Volume 264, Pogo 296, Deed Records of Denton County, Texas. 110 - Easement executed by ON. RUSSELL etal to TEXAS POWER & LIGHT COMPANY filed April 17. 1937, recorded in Volume 265, Page 215. Deed Records of Denton Courdy.Texas. ton. Easement executed by C.M. WEST and wits, MRS. MIL.DRED WEST to TEXAS POWER & LIGHT COMPANY tiled March 23, 1950, recorded in Volume 355, Page 598, Deed Records of Denton County, Texas 10q. Eosement executed by E.E. GEESLING and wife. MYRTLE GEESUNG to TEXAS POWER & UGHT COMPANY filed September 18, 1964, recorded in Volume 513, Page 526, Deed Records of Denton County. Texas. IOr. Easement executed by JAMES H. RUSSELL, JR.. TRUSTEE to TEXAS POWER & uGNr COMPANY filed Hord+ 21, 1980, recorded in Volume 1007. Pogo 989, Deed Records of Denton County, Texas. League nail &. perkins t:np-I 7 GMton,Toxi,7605 310 Denier. Texas .303. 940.383.4177 ph 440.383.8026 & 3F www.,.P,, tom Q 2013 COPYRIGHT BY TEAGUE NALL AND PERKINS, INC. ALL RIGHTS RESERVED. STATE OF TEXAS COUNTY OF DENTON LEGAL DESCRIPTION — 10.372 ACRES ALL OF THAT CERTAIN LOT, TRACT OR PARCEL OF LAND SITUATED IN THE MOREAU FORREST SURVEY, ABSTRACT NUMBER 417, DENTON COUNTY, TEXAS, BEING A PORTION OF THAT CERTAIN 97,277 ACRE TRACT CONVEYED TO JOHN POWELL WALKER, etol AS RECORDED IN DOCUMENT NUMBER 93-- 0034125 OF THE REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNINGot a 1/2 inch iron pipe found lying in the east line of Geesling Road at a westerly exterior comer of the said Walker tract, some being the southwest corner of a certain 1.043 acre tract of land as described in deed to Lynell Cawood as recorded in Document Number 95- 0034882 of the said Real Property Records for the northwest comer of the herein described tract, from which a 1/2 inch copped iron rod found bears North 02'41'52" East, [Record — N 03'10'00" E], a distance of 135.91 feet [Record — 135.65 feet] being the northwest corner of said 1.043 acre tract THENCE South 8753'22" East, [Record — S 89'54'18" E] with the common line of said Walker tract and said Cawood tract, passing a 3/8 inch iron rod found being the southeast comer of said Cawood tract at a distance of 336.47 feet [Record — 337.00 feet], continuing in all a distance of 715.70 feet to a 5/8 inch capped iron rod set and stomped "TNP" for the northeast corner hereof; THENCESouth 01'56'26" West, a distance of 552.34 feet, to a 5/8 inch capped iron rod set and stomped TNP, for the southeast corner hereof, some being the northeast comer of a certain 3.02 acre tract of land as described in deed to Texas Municipal Power Agency as recorded in Volume 1149, Page 494 of the Deed Records of Denton County, Texas, from which a 1/2 iron rod found bears South 4605'31" West, [Record — S 46'13`51" W], a distance of 45.07 feet [Record — 45.10 feet] being the most easterly southeast corner to said 3.02 core tract; THENCE North 88'07'46" West, [Record — N 8959'49" W] with the common line of said Walker tract and said 3.02 acre tract a distance of 549.48 feet [Record — 549.5 feet], to a 5/8 inch copped iron rod set and stamped TNP, at on angle paint of said Walker tract; THENCE North 38'36'05" West, [Record — N 40'27'41" W] continuing with said common line, o distance of 255.79 feet [Record — 255.0 feet], to a 5/8 inch capped iron rod set and stamped TNP, being the northwest corner of the said 3.02 acre tract, some being the westerly southwest corner of the Walker tract and lying in the east line of Geesling Road; THENCE North 01'56'46" East, [Record — N 00700'11" W] along the common line of the Walker tract and the east line of said Geesling Road, a distance of 460.75 feet [Record — 459.04 feet], to the POINT OF BEGINNING and containing 10.372 acres of land more or less. Bearings of lines shown hereon refer to Grid North of the Texas coordinate System of 1983 th Central Zone; NA083(COR696) Epoch 2002.00) as derived locally from Western Data Systems inuously Operating Reference Stations (CORS) via Real Time Kinematic (RTK) methods. An average ination Factor of 0.999853386 was used to scale surface distances to grid. All coordinates and antes shown are grid. The utilities shown on this survey are based upon the available information and "field ates" of visible above ground markings provided by TNP SUE. We relied solely on the cooperation the various utility companies and any information they made available. Underground facilities a not been field verified. There may be additional utilities that TNP has not been advised of. SURVEYOR'S CERTIFICATE To: John Powell Walker etal and Title Resources Guaranty Company The undersigned does hereby certify that a Survey on February 19, 2013 was made on the ground of the property legally described hereon prepared by the undersigned and is correct: the survey correctly shows the location of all buildings, structures and other improvements situated on the property; that there ore no visible discrepancies, conflicts, shortages in area, boundary line conflicts, encroachments, overlapping of improvements, easements, or rights— of —woy except as shown on the plot herein; that subject property has access to and from public roadway; and that the plot herein is true, correct and accurate representation of the property described herein above. Futhermore, the undersigned hereby certifies that he has calculated the quantity of land or acreage contained within the tract shown on this plat of survey and described hereon and certifies that the quantity of land shown hereon is correct. This survey meets the requirements for Category 1A, Condition II survey as defined by the 'Texas Society of Professional Surveyors Manuel of Proctice for Texas." *t S T E eSTZ* rF RF0 9 Michael B. Szurgot, RPLS Texas Registered Professional Land Surveyor Oe .......................... Texas Registration Number 4418 MICHAEL B. SZURGOT Z... -'2,'7 t? Certification Date: February 27, 2013 eooeo ...................a ee.e a o 4418 �o `•9°oFE S S o0 y0 �0 = : S U P, F TITLE SURVEY OF 10. 372 ACRES Situated in the M. Forrest Survey, Abst No. 417 SHEET 1 Q� 2 Located within the City of Denton, n-- i...., LYNNEtl CAWOOD 87.277 ACRE TRACT t� pOC. N0. 95- 0034882 JOHN POwELL WALKER etd tt+ ! R.P.R.D.C.7 DOFN0.. 83- 0034125 j w CALLED 1.043 ACRE I RP.R D.C.T. p pp OD I z o y1b� BE6IWtING x^63 [S 8754'18' E - 337.01 NOT AL : AV 11r R 38' S 87 °53'22' E - 715.70' (ORIGINAL SCALE: 1' BG'j *+� � (ORIGINAL 8TZE: 24' X X 3B') It THE 9EESl1NG t I yde PM NRG71GAS.S�AWAY 1 P.•° �; tr /.._�" nn COURM 1NC. t DOC. NO. 2-5048 CALLED 4,3.049 AC 10.372 ACRES `$ a 0o . U , # w JOHN POWELL WALKER Stet 2003 -,84 1 I -p Doc No. 93- 0034125 R.P.R ac T. ff� g R.P.R.D.C.T. 97 477 ACRE TRACT exim MOO AC 1 $., ti DODO POWELL WALKER 5 dW Lo DOC. R. 93-T. 2s z rn R.P.R.D.C.T. Ih a A 1i � LO'.E ST,tR GAS GR ! I .� &AfMeF EASWFNr (� J{AM1t GlS WNXOI a >> EYMOCE OF .. 1"r \ \•epa'A \\ [N 8759'48' W - 544.57 LvotNCt OT o "es' , I cT � N 88 °07'46' W - 549.46' �Aa�cRpOxo cA5 v7' \\ 6 \ cvt w6r? (�p7 ATIAS °(5 \ G LY-• -- C.- ..s. -� �' _ C G G 1ro5 Ctt 4' CtwN l .M 9d6.4 aiE�- - - - - -� S 48 °05'31' W - 45.07' �4J' (S 4B, sr w - 45.17 CD l \ DPD. L1J' aum \��n RY OF DEMON TEXAS POWER do LK4(T S VOL Y 3278. PG. 878. COMPANY DOC NO. m �\ \\ cw. RP.R.O.C.T. VOL 1027, PG. 163 I 2003 - 184878 Lw W \ \ \ AaFw \ I CAUED 040 AC R.P.R.D.C.T. R.RR.D.C.T. CD \ \ \ \ CA1.1E0 2.430 AC CALLED 2800 AC I � �\ \ \\ \\ \ \TEXAS mumcIPAL POWER AGEN � d4 2 I Y04 1027. PG. 185 I I \ R.P.R.D.C.7.t \ 1.424 AC TEXAS MUN'1GE)NPPA POWER VOL. 1149. PC. 494 l R.P.R.D.0 T. \ 1 aA>4L\ CALLED 3.02 AC <'\ \ f t ( \ 1 1 . � aNe '-- ----- -••'per c+A; u1(ara ROAD'�g -- - TITLE SURVEY OF teague nail & perkins —10. 372 ACC ,S` 4 'a17 CD,,t.., —.76 O5 ago Situated in the D�n1on, h %O-6203 94p,33SR177 PN 940.383.9026 fx ,,,,�,,,,,�,,,,�,,, M. Forrest Survey, Abst. No. 417 Located within the City of Denton, SHEET 2 OF 2 Denton County, Texas. © 2013 COPYRIGHT BY TEAGUE HALL AND PERKLN3> ING. All RION78 RESERVED. WA, '� ;� r ATTACHMENT 1 to Contract of Sale 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 WARRANTY DEED STATE OF TEXAS § COUNTY OF DENTON § KNOW ALL MEN BY THESE PRESENTS That JOHN POWELL WALKER and WILLIAM A. MARTIN ( herein 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 acknowledged and confessed, subject to the reservations set forth below, 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 on Exhibit "A ", attached hereto and made a part hereof for all purposes, and being located in Denton County, Texas, together with any and all rights or interests of Grantor in and to adjacent streets, alleys and rights of way 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, Contract of Sale Page 19 of 22 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, tanks or tank 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, gas and all associated hydrocarbons) 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. This conveyance is subject to the following: (All of those Exceptions from Coverage found on Schedule B of the Owners Title Policy to which referenced is hereby made for all purposes and incorporated by reference as is fully set forth herein.) 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 person whomsoever lawfully Contract of Sale Page 20 of 22 claiming or to claim the same or any part thereof when the claim is by, through, or under Grantor but not otherwise. EXECUTED the day of , 2014 JOHN POWELL WALKER WILLIAM A. MARTIN ACKNOWLEDGMENTS THE STATE OF § COUNTY OF § This instrument was acknowledged before me on this day of , 2014, by JOHN POWELL WALKER. Notary Public, State of Texas My commission expires: THE STATE OF § COUNTY OF § This instrument was acknowledged before me on this day of 2014, by WILLIAM A. MARTIN. Notary Public, State of Texas My commission expires: Upon Filing Return To: Send Tax Billing Statements To: The City of Denton - Engineering The City of Denton Attn: Paul Williamson Attn: Finance Department 901 -A Texas Street 215 East McKinney Street Denton, TX 76209 Denton, Texas 76201 Contract of Sale Page 21 of 22 STATE OF TEXAS COUNTY OF DENTON LEGAL DESCRIPTION - 10.372 ACRES ALL OF THAT CERTAIN LOT, TRACT OR PARCEL OF LAND SITUATED IN THE MOREAU FORREST SURVEY, ABSTRACT NUMBER 417, DENTON COUNTY, TEXAS, BEING A PORTION OF THAT CERTAIN 97.277 ACRE TRACT CONVEYED TO JOHN POWELL WALKER, etal AS RECORDED IN DOCUMENT NUMBER 93- 0034125 OF THE REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING at a 112 inch iron pipe found lying in the east line of Geesling Road at a westerly exterior corner of the said Walker tract, same being the southwest corner of a certain 1.043 acre tract of land as described in deed to Lynell Cawood as recorded in Document Number 95- 0034882 of the said Real Property Records for the northwest corner of the herein described tract, from which a 1/2 inch capped iron rod found bears North 02 041'52" East, [Record - N 03 010'00" E], a distance of 135.91 feet [Record - 135.65 feet] being the northwest corner of said 1.043 acre tract; THENCE South 87 °53'22" East, [Record - S 89 054'18" E] with the common line of said Walker tract and said Cawood tract, passing a 3/8 inch iron rod found being the southeast corner of said Cawood tract at a distance of 336.47 feet [Record - 337.00 feet], continuing in all a distance of 715.70 feet to a 5/8 inch capped iron rod set and stamped "TNP" for the northeast corner hereof; THENCE South 01'56'26" West, a distance of 652.34 feet, to a 5/8 inch capped iron rod set and stamped TNP, for the southeast corner hereof, same being the northeast corner of a certain 3.02 acre tract of land as described in deed to Texas Municipal Power Agency as recorded in Volume 1149, Page 494 of the Deed Records of Denton County, Texas, from which a 1/2 iron rod found bears South 48 °05'31" West, [Record - S 46 °13'51" W], a distance of 45.07 feet [Record - 45.10 feet] being the most easterly southeast corner to said 3.02 acre tract; THENCE North 88 007'46" West, [Record - N 89 °59'49" W] with the common line of said Walker tract and said 3.02 acre tract a distance of 549.48 feet [Record - 549.5 feet], to a 5/8 inch capped iron rod set and stamped TNP, at an angle point of said Walker tract; THENCE North 38 °36'05" West, [Record - N 40 °27'41 "W] continuing with said common line, a distance of 255.79 feet [Record - 255.0 feet], to a 5/8 inch capped iron rod set and stamped TNP, being the northwest corner of the said 3.02 acre tract, same being the westerly southwest corner of the Walker tract and lying in the east line of Geesling Road; THENCE North 01'56'46" East, [Record - N 00 000'11" W] along the common line of the Walker tract and the east line of said Geesling Road, a distance of 460.75 feet [Record - 459.04 feet], to the POINT OF BEGINNING and containing 10.372 acres of land more or less. EXHIBIT 2 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO MAKE AN OFFER TO PURCHASE AND EXECUTE A CONTRACT OF SALE (HEREIN SO CALLED), AS ATTACHED HERETO AND MADE A PART HEREOF AS EXHIBIT "B ", BY AND BETWEEN JOHN POWELL WALKER AND MARTIN A. WILLIAM (THE "OWNER "), AND THE CITY OF DENTON (THE "CITY "), REGARDING THE SALE BY OWNER AND PURCHASE BY THE CITY OF A FEE INTEREST IN LAND CONSISTING OF 10.372 ACRES (BEING DESCRIBED AND DEPICTED ON EXHIBIT "A ") BEING SITUATED IN THE M. FORREST SURVEY, ABSTRACT NO. 417, IN THE CITY OF DENTON, DENTON COUNTY, TEXAS, LOCATED GENERALLY NORTH OF BLAGG ROAD AND EAST OF GEESLING ROAD (THE "PROPERTY INTEREST "), FOR THE PUBLIC USE OF EXPANSION, CONSTRUCTION, MAINTENANCE, OPERATION, AND IMPROVEMENT OF ELECTRIC TRANSMISSION AND DISTRIBUTION LINES, FACILITIES, AND STRUCTURES, AS WELL AS SUBSTATIONS, (THE "PROJECT "), FOR THE PURCHASE PRICE OF THREE HUNDRED THIRTY -EIGHT THOUSAND, EIGHT HUNDRED FIFTY -THREE AND NO /100 DOLLARS ($338,853.00) (THE "PURCHASE PRICE "), AS PRESCRIBED IN THE CONTRACT OF SALE; AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO MAKE AN OFFER TO PURCHASE THE PROPERTY INTEREST FROM OWNER FOR SUCH PURCHASE PRICE, AND EXECUTE AND DELIVER ANY AND ALL OTHER DOCUMENTS NECESSARY TO ACCOMPLISH CLOSING OF THE TRANSACTION CONTEMPLATED BY THE CONTRACT OF SALE; AUTHORIZING THE EXPENDITURE OF FUNDS, THEREFORE, AND PROVIDING AN EFFECTIVE DATE. WHEREAS, after due consideration of the public interest and necessity and the public use and benefit to accrue to the City of Denton, Texas: THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council finds that a public use and necessity exists, and that the public welfare and convenience require the acquisition of the Property Interest by the City of Denton, Texas (the "City "). The City Council hereby finds and determines that the acquisition of the Property Interest is necessary for public use to expand and improve the Denton Municipal Electric Distribution and Transmission System to serve the public and the citizens of the City of Denton, Texas. SECTION 2. The City Manager, or his designee, is hereby authorized to make a formal offer to purchase the Property Interest to (i) the Owner; (ii) any and all of Owner's successors in interest to the Property Interest; or (iii) any other parties who may own any interest in the Property Interest, as may be applicable. SECTION 3. The City Manager, or his designee, is hereby authorized to (a) execute for and on behalf of the City (i) the Contract of Sale, by and between the City and Owner, or other owners of the Property Interest, as applicable, in the form attached hereto and made a part hereof as Exhibit `B" with a purchase price of THREE HUNDRED THIRTY -EIGHT THOUSAND, EIGHT HUNDRED FIFTY -THREE AND NO /100 DOLLARS ($338,853.00) and other consideration, plus costs and expenses, all as prescribed in the Contract of Sale; and (ii) any other documents necessary for closing the transaction contemplated by the Contract of Sale; and (b) make expenditures in accordance with the terms of the Contract of Sale. SECTION 4. The City Manager, or his designee, is directed, by certified mail, return receipt requested, to disclose to Owner, or other owners of the Property Interest, as applicable, any and all appraisal reports produced or acquired by the City relating specifically to the Owner's property and prepared in the 10 years preceding the date of the offer made by the Contract of Sale. SECTION 5. The offer to Owner, or other owners of the Property Interest, as applicable, shall be made in accordance with all applicable law. 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 holdings 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 , 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: JOHH E. KELSEY /SCOTT W. HICKEY KELSEY, KELSEY & HIC Y, P.L_L.C. By: Z_17'_ MARK A. BURROUGHS, MAYOR LEGEND _ PROPERTY LINE - - - -- -- ADJACENT PROPERTY LINE - - - - - - - - - - EASEMENT LINE - �--'- �^-e --•� CHAIN LINK FENCE OHE ELECTRIC LINE C.M. CONTROL MONUMENT IPF IRON PIPE FOUND W - IRON ROD FOUND CIRF CAPPED IRON ROD FOUND O IRON ROD FOUND (AS NOTED) ® 1 CAPPED IRON ROD SET (TNP) UNLESS NOTED o FENCE CORNER POST j ] RECORD DEED OR PLAT CALL R.P.R. REAL PROPERTY RECORDS 4 SIGN ® TELEPHONE UTILITY POWER POLE E GUY WIRE ELECTRIC TOWER STRUCTURE EDGE OF ASPHALT T: friNr� — 3-a0 TIRE RESOURCES GUARANTY COMPANY GF NO. 1=01 EFFEMVE DATE DECEMBER 18. 2D12 COMMITMENT DATE JANUARY 03, 2013 THE FOLLOWING ITEMS ARE BLANKET EASEMENTS AND MkY OR ANY NOT EFFECT THE SUBJECT PROPERTY: 10f. Easement executed by SW GEIESLING and Wife, MARY GEESUNG to LANE STAR GAS COMPANY filed May Yo. 1916, recorded in Volume 146. Fags 269. Deed Records of Denton County, Texas. top. Easement executed by E.E. GEESLING and wife. MYRTLE GEESUNG stoi to LONE STAR GAS COMPMtY filed May 9, 1957, recorded in Volume 429. Pogo 269. Deed Recrords of Denton County. Texas. THE FOLLOWING 006 LISTED BELOW Do NOT EFFECT THE SUBJECT PROPERTY AS SHOWN ON .IMP. toe. Easement executed by SIM GEESUNG and MARY CEESUNG to LANE STAR GAS COMPANY filed June 21, 1915, recorded in volume 141, Pogo 365. Deed Records of Denton County. Texas. 10L Easement executed by SIM GEESUNG to TD = POWER & UGHT COMPANY Sod December 1, 1924,. recorded in Volume 196. Page 75. Deed Records: of Denton County. Texas. Inc. Easement executed by MARY GEESUNG etas to TEXAS POWER & LIGHT COMPANY filed June 22, 1956, recorded In VOW= .422. Page 419, Deed Records of Denton County, Texas. 114E FOLLOWING ITEMS BUSTED BMW DO NOT EFFECT THE SUR1ECr PROPERTY TO THE BEST OF MY KNOWLEDGE: 1G9. Easement executed py MRS J.T. BOTTORF etol to LONE -STAR GAS COMPANY filed May 27, 1916, recorded in Volume 146. Pogo 412, Deed Records of Denton: County. Texas. LOA. Easement executed by SIM GEESUNG to LONE STAR GAS COMPANY filed June 6, 1923, recorded ar Volume 187, Pugs 626, Deed Records of Denton County. Texas. Easement sxecuted by MURLES HOFFMAN to TEXAS POWER & LIGHT COMPANY filed December 23. 1924, recorded in Volume 196, Pogo 80, Deed Records of Denton County, Texas. IM Easement executed by E.E. GEESUNG to LANE STAR GAS COMPANY filed June 12. 1926, recorded in Volume 205, Page 447, Deed Records of Denton County. Texas. 101. S -ement executed by MAY GEESUNG to TEXAS POWER. & LIGHT COMPANY bbd April t7. 1937, recorded an Volume 264, Page 296. Deed Records of Denton County. Texas. 10m.Easemerrt executed by O.V. RUSSELL staff to TEXAS POWER k LIGHT COMPANY filed April 17, 1937. recorded in Volume 265, Page 215. Deed Records of Denton County, Texas. ton. Easement executed by C.M. WEST and We, MRS. MILDRED WEST to TO= POWER &LIGHT COMPANY filed March 23, t950.:recorded in Volume 355. Pogo 596, Deed Records of Denton County, Texoa 1 & UGFRt WIAPANt` t9ad September 76. 19 recorded MU GEESUNG Page 526, Deed Records of Denton County. Texts. 10r. Easement executed by JAMES H. RUSSELL, JR.. TRUSTEE to TEXAS POWER & LJGNi' COMPANY filed Moreh 21. 1986. recorded in Volume 1007. Page M. Deed Records of Denton County. Texas. teague nail & perkins tnp- I7C.Do.odfta"P k" Di6's.:S5 320 3AI77 h 9406105 940.3a3.4/77ph 'p40.3e3.e026 fit www -ptnr cam 2013 COPYRIGHT BY TEAGUE NALL AND PEHKIN3. INC. ALL RIGHTS RESERVED. STATE OF TEXAS COUNTY OF DENTON LEGAL DESCRIPTION - 10.372 ACRES ALL OF THAT CERTAIN LOT, TRACT OR PARCEL OF LAND SITUATED IN THE MOREAU FORREST SURVEY, ABSTRACT NUMBER 417, DENTON COUNTY, 'TEXAS, BEING A PORTION OF THAT CERTAIN 97.277 ACRE TRACT CONVEYED TO JOHN POWELLL WALKER, etol AS RECORDED IN DOCUMENT NUMBER 93- 0034125 OF THE REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING at a 1/2 inch iron pipe found lying in the east line of Geesling Road at a westerly exterior corner of the said Walker tract, same being the southwest comer of a certain 1.043 acre tract of land as described in deed to Lynell Cawood as recorded in Document Number 95- 0034882 of the said Real Property Records for the northwest comer of the herein described tract, from which a 1/2 inch capped iron rod found bears North 02'41'52 East, [Record - N 03'10'00" E], a distance of 135.91 feet [Record - 135.65 feet] being the northwest comer of said 1.043 acre tract; THENCE South 8753'22" East, [Record - S 8754'18' E] with the common line of said Walker tract end said Cawood tract, passing a 3/8 inch iron rod found being the southeast comer of said Cawood tract at o distance of 336.47 feet [Record - 337.00 feet], continuing in all a distance of 715.70 feet to a 5/8 inch capped iron rod set and stomped "TNP" for the northeast comer hereof; THENCESouth 01'56'26" West, a distance of 552.34 feet to a 5/8 inch capped iron rod set and stomped TNP, for the southeast comer 'hereof, some being the northeast comer of a certain 3.02 acre tract of land as described in deed to Texas Municipal Power Agency as recorded in Volume 1149. Pogo 494 of the Deed Records of Denton County, Texas, from which a 1/2 iron rod found bears South 48'05'31' West. [Record - S 4613`51" W], a distance of 45.07 feet [Record - 45.10 feet] being the most easterly southeast comer to said 3.02 acre tract; THENCE North 88'07'46" West, [Record N 89'59'49' W] with the common line of said Walker tract and said 3.02 acre tract a distance of 549.48 feet [Record 549.5 feet], to a 5/8 inch capped iron rod set and stamped TNP, at an angle point of said Walker tract; THENCE North 38'36'05' West, [Record - N 40'2741' W] continuing with said common line, a distance of 255.79 feet [Record - 255.0 feet], to 0 5/8 inch capped iron rod set and stamped TNP, being the northwest corner of the sold 3.02 acre tract, some being the westerly southwest corner of the Walker tract and lying in the east line of Geesling Road; THENCENorth 01'56'46" East, [Record - N 00'00'11" W] along the common line of the Walker tract and the east line of said Geesling Road, a distance of 460.75 feet [Record - 459.04 feet], to the POINT OF BEGINNING and containing 10.372 acres of land more or less. Bearings of lines shown hereon refer to Grid .North of the Texas Coordinate System of 1983 th Central. Zone; NAD83(CORS98) Epoch 2002.00) as derived locally from Western Data Systems inuously Operating Reference Stations (ODHS) via Real Time Kinematic (RTK) methods. An average ination Factor of 0.999853386 was used to scale surface distances to :grid. All coordinates and antes shown are grid. The utilities shown on this survey are based upon the available information and "field ates" of visible above ground markings provided by TNP SUE. We relied solely on the cooperation the various utility companies and any information they made available. Underground facilities snot been field verified. There may be additional utilities that TNP has not been advised of. SURVEYOR'S CERTIFICATE To: John Powell Walker etal and Title Resources Guaranty Company The undersigned does hereby certify that a Survey on February 19. 2013 was mode on the ground of the property legally described hereon prepared by the undersigned and is correct: the survey correctly shows the location of all buildings, structures and other improvements situated on the property; that there ore no visible discrepancies, conflicts, shortages in area, boundary line conflicts, encroachments, overlapping of improvements, easements, or rights -of -way except as shown on the plot herein; that subject property has access to end from public roodwoy; and that the plot herein is true, correct and accurate representation of the property described herein above. Futhermore, the undersigned hereby certifies that he has calculated the quontity of land or acreage contained within the tract shown on this plot of survey and described hereon and certifies that the quantity of lend shown hereon is correct. This survey meets the requirements for Category 1A, Condition 11 survey as defined by the 'Texas Society of Professional Surveyors Manuel of Proatice for Texas." J15-0; __ -� . S F __ . j �Q- � S T F'R�O Michael B. Szurgot, RPLS :tf1 Texas Registered Professional Land Surveyor Texas Registration Number 4418 • ............................. �IGHAEL . SZURGOT OT 2? t ..................... 4418 v Q' Certification Date: February 27, 2013' �t °A °4°�cESStO'°•O� � • i S TITLE SURVEY OF 10.372 ACRE'S Situated in the M Forrest Survey, Abst. No. 417 Located within the City of Denton, Denton County, Texas. 11 9-5,600 b"FOPMEST SURWEY EYW of �' W AMD 4 uoDCRaiAO eAs &AVsruAR r = ca 1 M_ 144 r1. xv EVOCCE UNDOMDUH I P4 \ \,roJ �' \\ "' \\ (N 89'39'49' W \ r N 6e•07 'W W . $49.48' OF9 A5 ut °ay On. LLP \ \ \ TOKAS POWER -B - —. — DOC NO. \ \ \ ° CRY OF OEXTON LIGHT. 2003- 19487$ ux `"'_ VOL. 3276, PC. 878 COMPANY g` RP.RD.C.T. w \ 1 \ \ RPJtD.C.T. VOL 1027, i'G. 763 CALLED 20.00 AC o ` ; \ \\ \ \i CAELED 0.40 AC CALLED 2430 AC \ \ \ \ \ \ �TE%AS MUNIC1FAL P0WE72 ,y VOL 1OZ7. PG. t C.T.. 165 t� C" \ \f\At1EO 1.42A AC 4 TEXAS MUNICIPAL POWER VOL 11 R.P.RO.0.T CALf:ED 3.02 np o so eo tza NDT� TO SCALE (ORIGINAL SCALE. - SO') (ORIGINAL. SM 211 X 381) y 97.277 ACRE. TRACT c JOHN POWELL WALKER etol. DDC. NO. 93- 0034125 oz RP.R.D.C.T. a Al W JtA1W6 GKYMISIt e Q / 3 49.05'31• W -. 45.07' ES 461311' W 45.11 I IIt t I 1 I I 1 'r-- ? LYNNELL CAWOOD DOC. N0. 95- OD34982 97.277 ACRE TRACE $ R.P.RD,C.T. JOHN. POWELL WALKER atol ae6 — ti. t m w CALLED 1.043 ACRE DOC. NO. 93- 0034125 £ teague nail & perkins 1 •g a ( R.P.R.D.C.T. 15170 i-Platy DAV.,Sub*M Jj /} 0. A ACRES t Twta4751O5 4e. t z"Q °V t x 1 S1"4 .POINT OF BEGINNING 63 [S 89'34'18' E - 337.0'] SHEET 2 OF 2 Located within the City of Denton, Q 2013 COPYRI9RT BY TEAOUE NALL AND PMWINS, ING. ALL RIONTS RESERVED. M. 15 Is. 6 87•$3 '22• E - 715.70' THE GEESUNG i 2 •2.7 -0A PROPERTY 1RUST, sa+ XE"G GiSSAWAY COWrIY, INC. j/ Are DOC. NO. (40 55 !f( R2005- D0�14T ) xm CALLED 43.049 AC I - - 10.372 ACRES o .o 3t DOC NO. t, JOHN POWELL WALKER etat 20003-194a:76 I 0R.P.R.D.C.T. a Doc N0. 93. 0034125 CALLED 20.00 AC (� 11 9-5,600 b"FOPMEST SURWEY EYW of �' W AMD 4 uoDCRaiAO eAs &AVsruAR r = ca 1 M_ 144 r1. xv EVOCCE UNDOMDUH I P4 \ \,roJ �' \\ "' \\ (N 89'39'49' W \ r N 6e•07 'W W . $49.48' OF9 A5 ut °ay On. LLP \ \ \ TOKAS POWER -B - —. — DOC NO. \ \ \ ° CRY OF OEXTON LIGHT. 2003- 19487$ ux `"'_ VOL. 3276, PC. 878 COMPANY g` RP.RD.C.T. w \ 1 \ \ RPJtD.C.T. VOL 1027, i'G. 763 CALLED 20.00 AC o ` ; \ \\ \ \i CAELED 0.40 AC CALLED 2430 AC \ \ \ \ \ \ �TE%AS MUNIC1FAL P0WE72 ,y VOL 1OZ7. PG. t C.T.. 165 t� C" \ \f\At1EO 1.42A AC 4 TEXAS MUNICIPAL POWER VOL 11 R.P.RO.0.T CALf:ED 3.02 np o so eo tza NDT� TO SCALE (ORIGINAL SCALE. - SO') (ORIGINAL. SM 211 X 381) y 97.277 ACRE. TRACT c JOHN POWELL WALKER etol. DDC. NO. 93- 0034125 oz RP.R.D.C.T. a Al W JtA1W6 GKYMISIt e Q / 3 49.05'31• W -. 45.07' ES 461311' W 45.11 I IIt t I 1 I I 1 'r-- 01AE ,w $ CaG ROAD ae6 — ow £ teague nail & perkins TITLE SURVEY " 'y 15170 i-Platy DAV.,Sub*M Jj /} 0. A ACRES t Twta4751O5 t V ! h✓ V l N..IJ A✓ s4oaa3.417z•pi, 94o•3saeo2se,< U)77 Situated in the .,n M. Forrest Survey, Abst. No. 417 SHEET 2 OF 2 Located within the City of Denton, Q 2013 COPYRI9RT BY TEAOUE NALL AND PMWINS, ING. ALL RIONTS RESERVED. M. 15 Is. Denton County Texas. 2 •2.7 -0A STATE OF TEXAS § COUNTY OF DENTON § CONTRACT OF SALE 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 Contract of Sale (the "Contract ") is made this day of _ , 2014, effective as of the date of execution hereof by Seller, as defined herein (the "Effective Date "), by and between JOHN POWELL WALKER and WILLIAM A. MARTIN (referred to herein as "Seller ") and the City of Denton, Texas, a Home Rule Municipal Corporation, of Denton County, Texas (referred to herein as "Buyer "). RECITALS WHEREAS, Seller owns that certain tract of land being more particularly described on Exhibit "A" and depicted on Exhibit "B" attached hereto and made a part hereof for all purposes, being located in Denton County, Texas (the "Land "); and WHEREAS, Seller desires to sell to Buyer, and Buyer desires to buy from Seller, the Land, together with any and all rights or interests of Seller in and to adjacent streets, alleys and rights of way and together with all and singular the improvements and fixtures thereon and all other rights and appurtenances to the Land (collectively, the "Property'). ARTICLE I SALE OF PROPERTY For the consideration hereinafter set forth, and upon the terms, conditions and provisions herein contained, and subject to the reservations herein, Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase from Seller, the Property. Seller, 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 Property. Seller, 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, tanks or tank 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, gas and all associated hydrocarbons) 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. ARTICLE II PURCHASE PRICE AND EARNEST MONEY 2.01 Purchase Price. The Purchase Price to be paid to Seller for the Property is the sum of Three Hundred Thirty -Eight Thousand, Eight Hundred Fifty -Three and No /100 Dollars ($338,853.00) (the "Purchase Price "). 2.02 Earnest Money. Buyer shall deposit the sum of One Thousand and No /100 Dollars ($1,000.00), as Earnest Money (herein so called) with Title Resources, LLC, 525 South Loop 288 , Suite 125, Denton, Texas, 76205, (the "Title Company "), as escrow agent, within fourteen (14) calendar days of the Effective Date hereof. All interest earned thereon shall become part of the Earnest Money and shall be applied or disposed of in the same manner as the original Earnest Money deposit, as provided in this Contract. If the purchase contemplated hereunder is consummated in accordance with the terms and the provisions hereof, the Earnest Money, together with all interest earned thereon, shall be applied to the Purchase Price at Closing. In all other events, the Earnest Money, and the interest accrued thereon, shall be disposed of by the Title Company as provided in this Contract. 2.03 Independent Contract Consideration. Within fourteen (14) calendar days after the Effective Date, Buyer shall deliver to the Title Company, payable to and for the benefit of Seller, a check in the amount of One Hundred and No /100 Dollars ($100.00) (the "Independent Contract Consideration "), which amount the parties hereby acknowledge and agree has been bargained for and agreed to as consideration for Seller's execution and delivery of the Contract. The Independent Contract Consideration is in Contract of Sale Page 2 of 22 addition to, and independent of any other consideration or payment provided in this Contract, is non - refundable, and shall be retained by Seller notwithstanding any other provision of this Contract. ARTICLE III TITLE AND SURVEY 3.01 Title Commitment. (a) Within twenty (20) calendar days after the Effective Date, Seller shall cause to be furnished to Buyer a current Commitment for Title Insurance (the "Title Commitment ") for the Property, issued by Title Company. The Title Commitment shall set forth the state of title to the Property, including a list of liens, mortgages, security interests, encumbrances, pledges, assignments, claims, charges, leases (surface, space, mineral, or otherwise), conditions, restrictions, options, severed mineral or royalty interests, conditional sales contracts, rights of first refusal, restrictive covenants, exceptions, easements (temporary or permanent), rights -of -way, encroachments, or any other outstanding claims, interests, estates or equities of any nature (each of which are referred to herein as an "Exception "). (b) Along with the Title Commitment, Seller shall also cause to be delivered to Buyer, at Buyer's sole cost and expense, true and correct copies of all instruments that create or evidence Exceptions (the "Exception Documents "), including those described in the Title Commitment as exceptions to which the conveyance will be subject and /or which are required to be released or cured at or prior to Closing. 3.02 Survey. Within thirty (30) calendar days after the Effective Date, Seller shall cause to be prepared at Buyer's expense, a current on the ground survey of the Property (the "Survey "). The contents of the Survey shall be prepared by a surveyor selected by Buyer and shall include the matters prescribed by Buyer, which may include but not be limited to, a depiction of the location of all roads, streets, easements and rights of way, both on and adjoining the Property, water courses, 100 year flood plain, fences and improvements and structures of any kind. The Survey shall describe the size of the Property, in acres, and contain a metes and bounds description thereof. Seller shall furnish or cause to be furnished any affidavits, certificates, assurances, and /or resolutions as required by the Title Company in order to amend the survey exception as required by Section 3.05 below. The description of the Property as set forth in the Survey, at the Buyer's election, shall be used to describe the Property in the deed to convey the Property to Buyer and shall be the description set forth in the Title Policy. 3.03 Review of Title Commitment, Survey and Exception Documents. Buyer shall have a period of fifteen (15) calendar days (the "Title Review Period ") commencing with the day Buyer receives the last of the Title Commitment, the Survey, and the Exception Documents, in which to give written notice to Seller, specifying Buyer's objections to one or more of the items ( "Objections "), if any. All items set forth in the Schedule C of Contract of Sale Page 3 of 22 the Title Commitment, and all other items set forth in the Title Commitment which are required to be released or otherwise satisfied at or prior to Closing, shall be deemed to be Objections without any action by Buyer. 3.04 Seller's Obligation to Cure; Buyer's Right to Terminate. The Seller shall, within twenty (20) calendar days after Seller is provided notice of Objections, either satisfy the Objections at Seller's sole cost and expense or promptly notify Buyer in writing of the Objections that Seller cannot or will not satisfy at Seller's expense. Notwithstanding the foregoing sentence, Seller shall, in any event, be obligated to cure those Objections or Exceptions that have been voluntarily placed on or against the Property by Seller after the Effective Date. If Seller fails or refuses to satisfy any Objections that Seller is not obligated to cure within the allowed twenty (20) calendar day period, and if Buyer does not agree in writing to an extension of that period, said extension to not exceed an additional thirty (30) calendar days, then Buyer has the option of either: (a) waiving the unsatisfied Objections by, and only by, notice in writing to Seller prior to Closing, in which event those Objections shall become Permitted Exceptions (herein so called), or (b) terminating this Contract by notice in writing prior to Closing and receiving back the Earnest Money, in which latter event Seller and Buyer shall have no further obligations, one to the other, with respect to the subject matter of this Contract. 3.04.A Additional Title Commitment. Due to the fact that the effective period of the Title Commitment shall expire prior to Closing, Seller shall cause to be furnished to Buyer, no earlier than ninety one (91) calendar days after the Effective Date and no later than one hundred ten (110) calendar days after the Effective Date, a Title Commitment ( "Updated Commitment "), in the form of the Title Commitment prescribed by Section 3.01, above. Buyer shall have fifteen (15) calendar days to review and provide Objections, if any, to the items in the Updated Commitment in the same manner as prescribed by Section 3.03 related to the Title Commitment. All time periods related to review and cure of the Objections, waiver of uncured Objections and termination of this Contract, as set forth in Article III, above, shall be applicable to the Objections by Buyer to the Updated Commitment, if any, and Closing shall be so extended to accommodate such review and cure period. 3.05 Title Policy. At Closing, Seller, at Buyer's sole cost and expense, shall cause a standard Texas Owner's Policy of Title Insurance ( "Title Policy ") to be furnished to Buyer. The Title Policy shall be issued by the Title Company, in the amount of the Purchase Price and insuring that Buyer has indefeasible fee simple title to the Property, subject only to the Permitted Exceptions. The Title Policy may contain only the Permitted Exceptions and shall contain no other exceptions to title, with the standard printed or common exceptions amended or deleted as follows: (a) survey exception must be amended if required by Buyer to read "shortages in Contract of Sale Page 4 of 22 area" only (although Schedule C of the Title Commitment may condition amendment on the presentation of an acceptable survey and payment, to be borne solely by Buyer, of any required additional premium); (b) no exception will be permitted for "visible and apparent easements" or words to that effect (although reference may be made to any specific easement or use shown on the Survey, if a Permitted Exception); (c) no exception will be permitted for "rights of parties in possession "; (d) no liens will be shown on the title commitment. Notwithstanding the enumeration of the following exceptions, amendments and/or deletions, Buyer may object to any Exception it deems material, in its sole discretion. ARTICLE IV FEASIBILITY REVIEW PERIOD 4.01 Review Period. Any term or provision of this Contract notwithstanding, the obligations of Buyer specified in this Contract are wholly conditioned on Buyer's having determined, in Buyer's sole and absolute discretion, during the period commencing with the Effective Date of this Contract and ending sixty (60) calendar days thereafter (the "Absolute Review Period "), based on such tests, examinations, studies, investigations and inspections of the Property the Buyer deems necessary or desirable, including but not limited to studies or inspections to determine the existence of any environmental hazards or conditions, performed at Buyer's sole cost, that Buyer finds the Property suitable for Buyer's purposes. Buyer is granted the right to conduct engineering studies of the Property, and to conduct a physical inspection of the Property, including inspections that invade the surface and subsurface of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable, for any reason, for Buyer's intended use or purpose, the Buyer may terminate this Contract by written notice to the Seller, as soon as reasonably practicable, but in any event prior to the expiration of the Absolute Review Period, in which case the Earnest Money will be returned to Buyer, and neither Buyer nor Seller shall have any further duties or obligations hereunder. In the event Buyer elects to terminate this Contract pursuant to the terms of this Article IV, Section 4.01, Buyer will provide to Seller copies of (i) any and all non - confidential and non - privileged reports and studies obtained by Buyer during the Absolute Review Period; and (ii) the Survey. ARTICLE V REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS 5.01 Representations and Warranties of Seller. To induce Buyer to enter into this Contract and consummate the sale and purchase of the Property in accordance with the terms and provisions herewith, Seller represents and warrants to Buyer as of the Effective Date and as of the Closing Date, except where specific reference is made to another date, Contract of Sale Page 5 of 22 that: (a) The descriptive information concerning the Property set forth in this Contract is complete, accurate, true and correct. (b) There are no adverse or other parties in possession of the Property or any part thereof, and no party has been granted any license, lease or other right related to the use or possession of the Property, or any part thereof, except those described in the Leases, as defined in Article V, Section 5.02(a). (c) The Seller has good and marketable fee simple title to the Property, subject only to the Permitted Exceptions. (d) The Seller has the full right, power, and authority to sell and convey the Property as provided in this Contract and to carry out Seller's obligations hereunder. (e) The Seller has not received notice of, and has no other knowledge or information of, any pending or threatened judicial or administrative action, or any action pending or threatened by adjacent landowners or other persons against or affecting the Property. (f) The Seller has disclosed to Buyer in writing of any and all facts and circumstances relating to the physical condition of the Property that may materially and adversely affect the Property and operation or intended operation thereof, or any portion thereof, of which Seller has knowledge. (g) The Seller has paid all real estate and personal property taxes, assessments, excises, and levies that are presently due, if any, which are against or are related to the Property, or will be due as of the Closing, and the Property will be subject to no such liens. (h) The Seller shall convey the Property free and clear of all debts, liens and encumbrances. (i) Seller has not contracted or entered into any agreement with any real estate broker, agent, finder, or any other party in connection with this transaction or taken any action which would result in any real estate broker commissions or finder's fee or other fees payable to any other party with respect to the transactions contemplated by this Contract. (j) To the best of Seller's knowledge, there has not occurred the disposal or release of any Hazardous Substance to, on or from the Property. As used in this Contract, "Hazardous Substance" means and includes all hazardous and toxic substances, waste or materials, chemicals, and any pollutant or contaminant, including without limitation, PCB's, asbestos, asbestos- Contract of Sale Page 6 of 22 containing material, petroleum products and raw materials, that are included under or regulated by any Environmental Law or that would or may pose a health, safety or environmental hazard. As used in this Contract, "Environmental Law" means and includes all federal, state, and local statutes, ordinances, regulations and rules presently in force or hereafter enacted relating to environmental quality, contamination, and clean-up of Hazardous Substances, including without limitation, the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. 9601, et seq.), as amended by the Superfund Amendments and Reauthorization Act of 1986, the Resource Conservation and Recovery Act (42 U.S.C. 6901, et seq.), as amended, Toxic Substance Control Act, 15 U.S.C. 2601, et seq., and state superlien and environmental clean-up statutes and all rules and regulations presently or hereafter promulgated under or related to said statutes, as amended. (k) All Leases, as defined in Article V, Section 5.02(a), shall have expired or otherwise terminated and any and all tenants or parties occupying the Property pursuant to the Leases shall have permanently abandoned and vacated the Property on or before the date of Closing. (1) The Seller is not a "foreign person" as defined in Section 1445 of the Internal Revenue Code of 1986, as amended. 5.02 Covenants and Agreements of Seller. Seller covenants and agrees with Buyer as follows: (a) Unless stated otherwise, within ten (10) calendar days after the Effective Date, Seller, at Seller's sole cost and expense, shall deliver to Buyer, with respect to the Property, true, correct, and complete copies of the following: (i) All lease agreements and /or occupancy agreements and /or licenses of any kind or nature (if oral, Seller shall provide to Buyer in writing all material terms thereof) relating to the possession of the Property, or any part thereof, including any and all modifications, supplements, and amendments thereto (the "Leases "). (ii) All environmental audits, soil tests and engineering and feasibility reports, including any and all modifications, supplements and amendments thereto, with respect to the Property that Seller possesses or has the right to receive. (b) From the Effective Date until the date of Closing or earlier termination of this Contract, Seller shall: (i) Not enter into any written or oral contract, lease, easement or right of way agreement, conveyance or any other agreement of any kind with respect Contract of Sale Page 7 of 22 to, or affecting, the Property that will not be fully performed on or before the Closing or would be binding on Buyer or the Property after the date of Closing. (ii) Advise the Buyer promptly of any litigation, arbitration, or administrative hearing concerning or affecting the Property. (iii) Not take, or omit to take, any action that would result in a violation of the representations, warranties, covenants, and agreements of Seller. (iv) Not sell, assign, lease or convey any right, title or interest whatsoever in or to the Property, or create, grant or permit to be attached or perfected, any lien, encumbrance, or charge thereon. (c) Seller shall indemnify and hold Buyer harmless, to the extent permitted by law, from all loss, liability, and expense, including, without limitation, reasonable attorneys' fees, arising or incurred as a result of any liens or claims resulting from labor or materials furnished to the Property under any written or oral contracts arising or entered into prior to Closing. 5.03 Survival Beyond Closing. Notwithstanding anything to the contrary contained in this Contract, the representations, warranties, covenants and agreements of Seller contained in this Contract shall survive the Closing, and shall not, in any circumstance, be merged with the Special Warranty Deed, as described in Article VII, Section 7.02(a). ARTICLE VI CONDITIONS PRECEDENT TO PERFORMANCE 6.01 Performance of Seller's Obligations. Buyer is not obligated to perform under this Contract unless, within the designated time periods, all of the following shall have occurred: (a) Seller has performed, furnished, or caused to be furnished to Buyer all items required to be so performed or furnished under other sections of this Contract; and (b) Seller cures or Buyer waives in writing, within the time periods specified in Article III, all of Buyer's objections made in accordance with Article III. 6.02 Breach of Seller's Representations, Warranties, Covenants and Agreements. Buyer is not obligated to perform under this Contract unless all representations, warranties, covenants and agreements of Seller contained in this Contract are true and correct or have been performed, as applicable, as of the Closing Date, except where specific reference is made to another date. 6.03 Adverse Change. Buyer is not obligated to perform under this Contract, if on the date of Closing, any portion of the Property has been condemned by an entity other than Buyer, or is the subject of condemnation, eminent domain, or other material proceeding Contract of Sale Page 8 of 22 initiated by an entity other than Buyer, or the Property, or any part thereof, has been materially or adversely impaired in any manner. 6.04 Review Period. Buyer is not obligated to perform under this Contract if Buyer delivers notice to Seller pursuant to Article IV, Section 4.01 that Buyer has determined that the Property is unsuitable to or for Buyer's purposes. 6.05 Buyer's Right to Waive Conditions Precedent. Notwithstanding anything contained in this Contract to the contrary, Buyer may, at Buyer's option, elect to waive any of the conditions precedent to the performance of Buyer's obligations under this Contract by giving to the Seller, at any time prior to Closing, a written waiver specifying the waived condition precedent. 6.06 Buyer's Termination if Conditions Precedent Not Satisfied or Waived. If any of the conditions precedent to the performance of Buyer's obligations under this Contract have not been satisfied by Seller or waived by the Buyer, the Buyer may, by giving written notice to Seller, terminate this Contract. On Buyer's termination, the Earnest Money shall be immediately returned to Buyer by the Title Company. The Seller shall, on written request from Buyer, promptly issue the instructions necessary to instruct the Title Company to return to Buyer the Earnest Money and, thereafter, except as otherwise provided in this Contract, Buyer and Seller shall have no further obligations under this Contract, one to the other. ARTICLE VII CLOSING 7.01 Date and Place of Closing. The Closing (herein so called) shall take place in the offices of the Title Company and shall be accomplished through an escrow to be established with the Title Company, as escrowee. The Closing Date (herein sometimes called), shall be one hundred and eighty (180) calendar days after the Effective Date, unless otherwise mutually agreed upon by Buyer and Seller. 7.02 Items to be Delivered at the Closing. (a) Seller. At the Closing, Seller shall deliver or cause to be delivered to Buyer or the Title Company, at the expense of the party designated herein, the following items: (i) The Title Policy, in the form specified in Article III, Section 3.05; (ii) The Special Warranty Deed, substantially in the form as attached hereto as Attachment 1, subject only to the Permitted Exceptions, if any, duly executed by Seller and acknowledged; (iii) Other items reasonably requested by the Title Company as administrative requirements for consummating the Closing. Contract of Sale Page 9 of 22 (b) Buyer. At the Closing, Buyer shall deliver to Seller or the Title Company, the following items: (i) The sum required by Article II, Section 2.01, less the Earnest Money and interest earned thereon, in the form of a check or cashier's check or other immediately available funds; (ii) Other items reasonably requested by the Title Company as administrative requirements for consummating the Closing. 7.03 Adjustments at Closing. Notwithstanding anything to the contrary contained in this Contract and without limiting the general application of the provisions of Section 5.03, above, the provisions of this Article VII, Section 7.03 shall survive the Closing. The following item shall be adjusted or prorated between Seller and Buyer with respect to the Property: (a) Ad valorem taxes relating to the Property for the calendar year in which the Closing shall occur shall be prorated between Seller and Buyer as of the Closing Date. If the actual amount of taxes for the calendar year in which the Closing shall occur is not known as of the Closing Date, the proration at Closing shall be based on the amount of taxes due and payable with respect to the Property for the preceding calendar year. As soon as the amount of taxes levied against the Property for the calendar year in which Closing shall occur is known, Seller and Buyer shall readjust in cash the amount of taxes to be paid by each party with the result that Seller 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 the date of Closing) and Buyer shall pay for those taxes attributable to the period of time commencing with the Closing Date. 7.04 Possession at Closing. Possession of the Property shall be delivered to Buyer at Closing. 7.05 Costs of Closing. Each party is responsible for paying the legal fees of its counsel, in negotiating, preparing, and closing the transaction contemplated by this Contract. Seller is responsible for paying fees, costs and expenses identified herein as being the responsibility of Seller. Buyer is responsible for paying fees, costs and expenses identified herein as being the responsibility of Buyer. If the responsibility for such costs or expenses associated with closing the transaction contemplated by this Contract are not identified herein, such costs or expenses shall be allocated between the parties in the customary manner for closings of real property similar to the Property in Denton County, Texas. Contract of Sale Page 10 of 22 ARTICLE VIII DEFAULTS AND REMEDIES 8.01 Seller's Defaults and Buyer's Remedies. (a) Seller's Defaults. Seller is in default under this Contract on the occurrence of any one or more of the following events: (i) Any of Seller's warranties or representations contained in this Contract are untrue on the Closing Date; or (ii) Seller fails to meet, comply with or perform any covenant, agreement, condition precedent or obligation on Seller's part required within the time limits and in the manner required in this Contract; or (iii) Seller fails to deliver at Closing, the items specified in Article VII, Section 7.02(a) of this Contract for any reason other than a default by Buyer or termination of this Contract by Buyer pursuant to the terms hereof prior to Closing. (b) Buyer's Remedies. If Seller is in default under this Contract, Buyer as Buyer's sole and exclusive remedies for the default, may, at Buyer's sole option, do any of the following: (i) Terminate this Contract by written notice delivered to Seller in which event the Buyer shall be entitled to a return of the Earnest Money, and Seller shall, promptly on written request from Buyer, execute and deliver any documents necessary to cause the Title Company to return to Buyer the Earnest Money; (ii) Enforce specific performance of this Contract against Seller, requiring Seller to convey the Property to Buyer subject to no liens, encumbrances, exceptions, and conditions other than those shown on the Title Commitment, whereupon Buyer shall waive title objections, if any, and accept such title without reduction in Purchase Price on account of title defects and shall be entitled to assert any rights for damages based on Seller's representations, warranties and obligations that are not waived by Buyer by its acceptance of Seller's title; and (iii) Seek other recourse or relief as may be available to Buyer at or by law, equity, contract or otherwise. 8.02 Buyer's Default and Seller's Remedies. (a) Buyer's Default. Buyer is in default under this Contract if Buyer fails to deliver at Closing, the items specified in Article VII, Section 7.02(b) of this Contract for Contract of Sale Page 11 of 22 any reason other than a default by Seller under this Contract or termination of this Contract by Buyer pursuant to the terms hereof prior to Closing. (b) Seller's Remedy. If Buyer is in default under this Contract, Seller, as Seller's sole and exclusive remedies for the default, may, at Seller's sole option, do either one of the following: (i) Terminate this Contract by written notice delivered to Buyer in which event the Seller shall be entitled to a return of the Earnest Money, and Buyer shall, promptly on written request from Seller, execute and deliver any documents necessary to cause the Title Company to return to Seller the Earnest Money; or (ii) Enforce specific performance of this Contract against Buyer. ARTICLE IX MISCELLANEOUS 9.01 Notice. All notices, demands, requests, and other communications required hereunder shall be in writing, delivered, unless expressly provided otherwise in this Contract, by telephonic facsimile, by hand delivery or by United States Mail, and shall be deemed to be delivered, upon the earlier to occur of (a) the date provided if provided by telephonic facsimile or hand delivery, and (b) the date of the deposit of, in a regularly maintained receptacle for the United States Mail, registered or certified, return receipt requested, postage prepaid, addressed as follows: SELLER: JOHN POWELL WALKER and WILLIAM A. MARTIN Telecopy Copies to: For Seller: Telecopy: BUYER: City of Denton Paul Williamson Real Estate and Capital Support 901 -A Texas Street Denton, Texas 76209 Telecopy: (940) 349 -8951 For Buyer: Scott W. Hickey Kelsey, Kelsey & Hickey, PLLC P.O. Box 918 Denton, Texas 76202 Telecopy: (940) 387 -9553 Contract of Sale Page 12 of 22 9.02 Governing Law and Venue. This Contract is being executed and delivered and is intended to be performed in the State of Texas, the laws of Texas governing the validity, construction, enforcement and interpretation of this Contract. THIS CONTRACT IS PERFORMABLE IN, AND THE EXCLUSIVE VENUE FOR ANY ACTION BROUGHT WITH RESPECT HERETO, SHALL LIE IN DENTON COUNTY, TEXAS. 9.03 Entirety and Amendments. This Contract embodies the entire agreement between the parties and supersedes all prior agreements and understandings, if any, related to the Property, and may be amended or supplemented only in writing executed by the party against whom enforcement is sought. 9.04 Parties Bound. This Contract is binding upon and inures to the benefit of Seller and Buyer, and their respective successors and assigns. If requested by Buyer, Seller agrees to execute, acknowledge and record a memorandum of this Contract in the Real Property Records of Denton County, Texas, imparting notice of this Contract to the public. 9.05 Risk of Loss. If any damage or destruction to the Property shall occur prior to Closing, or if any condemnation or any eminent domain proceedings are threatened or initiated by an entity or party other than Buyer that might result in the taking of any portion of the Property, Buyer may, at Buyer's option, do any of the following: (a) Terminate this Contract and withdraw from this transaction without cost, obligation or liability, in which case the Earnest Money shall be immediately returned to Buyer; or (b) Consummate this Contract, in which case Buyer, with respect to the Property, shall be entitled to receive any (i) in the case of damage or destruction, all insurance proceeds; and (ii) in the case of eminent domain, proceeds paid for the Property related to the eminent domain proceedings. Buyer shall have a period of up to ten (10) calendar days after receipt of written notification from Seller on the final settlement of all condemnation proceedings or insurance claims related to damage or destruction of any improvement located on the Property, in which to make Buyer's election. In the event Buyer elects to close prior to such final settlement, then the Closing shall take place as provided in Article VII, above, and there shall be assigned by Seller to Buyer at Closing all interests of Seller in and to any and all insurance proceeds or condemnation awards which may be payable to Seller on account of such event. In the event Buyer elects to close upon this Contract after final settlement, as described above, Closing shall be held five (5) business days after such final settlement. 9.06 Further Assurances. In addition to the acts and deeds recited in this Contract and contemplated to be performed, executed and /or delivered by Seller and Buyer, Seller Contract of Sale Page 13 of 22 and Buyer agree to perform, execute and/or deliver, or cause to be performed, executed and /or delivered at the Closing or after the Closing, any further deeds, acts, and assurances as are reasonably necessary to consummate the transactions contemplated hereby. Notwithstanding anything to the contrary contained in this Contract and without limiting the general application of the provisions of Section 5.03, above, the provisions of this Article IX, Section 9.06 shall survive Closing. 9.07 Time is of the Essence. It is expressly agreed between Buyer and Seller that time is of the essence with respect to this Contract. 9.08 Exhibits. The Exhibits which are referenced in, and attached to this Contract, are incorporated in and made a part of, this Contract for all purposes. 9.09 Delegation of Authority. Authority to take any actions that are to be, or may be, taken by Buyer under this Contract, including without limitation, adjustment of the Closing Date, are hereby delegated by Buyer, pursuant to action by the City Council of Denton, Texas, to Frank Payne, P.E., City Engineer of Buyer, or his designee. 9.10 Contract Execution. This Contract of Sale may be executed in any number of counterparts, all of which taken together shall constitute one and the same agreement, and any of the parties hereto may execute this Agreement by signing any such counterpart. 9.11 Business Days. If the Closing Date or the day of performance required or permitted under this Contract falls on a Saturday, Sunday or Denton County holiday, then the Closing Date or the date of such performance, as the case may be, shall be the next following regular business day. 9.12 Relocation. Relocation advisory services and relocation financial assistance, if applicable pursuant to Ordinance No. 2012 -073 (the "Relocation Ordinance "), shall be administered as provided by the Relocation Ordinance, aside and apart from the transaction contemplated by this Contract. SELLER: JOHN POWELL WALKER WILLIAM A. MARTIN Executed by Seller on the day of , 2014. Contract of Sale Page 14 of 22 BUYER: Lm GEORGE C. CAMPBELL, CITY MANAGER Executed by Buyer on the day of , 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: SCOTT W. HICKEY, KELSEY, KELSEY & HICKEY, PLLC BY: Contract of Sale Page 15 of 22 RECEIPT OF AGREEMENT BY TITLE COMPANY By its execution below, Title Company acknowledges receipt of an executed copy of this Contract. Title Company agrees to comply with, and be bound by, the terms and provisions of this Contract and to perform its duties pursuant to the provisions of this Contract 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: Title Resources, LLC 525 South Loop 288, Suite 125 Denton, Texas 76205 Telephone: (940) 381-1006 Telecopy: (940) 898 -0121 Printed Name: Title: Contract receipt date: , 2014 Contract of Sale Page 16 of 22 LEGEND PROPERTY LINE —� -- ADJACENT PROPERTY LINE — — — — — — — — — — EASEMENT LINE eooeo ...................a ee.e a o 4418 �o `•9°oFE S S o0 y0 �0 CHAIN LINK FENCE OHE ELECTRIC LINE C.M. CONTROL MONUMENT IpF IRON PIPE FOUND IRF IRON ROD FOUND CIRF CAPPED IRON ROD FOUND O IRON ROD FOUND (AS NOTED) 0 CAPPED IRON ROD SET (TNP) UNLESS NOTED o FENCE CORNER POST [ ] RECORD DEED OR PLAT CALL R.P.R. REAL PROPERTY RECORDS 4 SIGN ❑T TELEPHONE UTILITY POWER POLE E GUY WIRE ELECTRIC TOWER STRUCTURE EDGE OF ASPHALT SCHEDULE 6 COMMENTS: TITLE RESOUROES GUARANTY COMPANY GF NO. - 131001 EFFECTNE DATE: DECEMBER 18. 2012 COMMITMENT DATE JAJ ih' 03. 2013 THE FOLLOWING ITEMS ARE BLANKET EASEMENTS AND MAY ORMAY NOT EFFECT THE SUBJECT PROPERTY. 10f. Easement executed by SIM GEESUNG and wife, MARY GEESUNG to LANE STAR GAS COMPANY filed May 10 1916, recorded in Volume 146, Page 269. Deed Records of Denton County, Texas. 10p. Easement executed by E.E. GEESUNG and wife. MYRTLE GEESUNG stoi to LONE STAR GAS COMPANY filed May 9, 1957, recorded in Volume 429, Page 289. Deed Records of Denton County, Texas. THE FOLLOWING ITEMS LISTED BELOW DO NOT EFFECT THE SUBJECT PROPERTY AS SHOWN ON MAP: 10e. Easement executed by SIM GEESUNG and MARY CEESUNG to LONE STAR GAS COMPANY filed June 21, 1915, recorded in Volume 141, Page 365, Deed Records of Denton County, Texas. 10i. Eosement executed by SIM GEESUNG to TEXAS POWER & LIGHT COMPANY filed December 1, 1924, recorded in Volume 196, Page 75, Deed Records of Denton County, Texan 10o. Easement executed by MARY GEESUNG atol to TEXAS POWER & LIGHT COMPANY filed June 22, 1956, recorded. in Volume 422, Page 419, Deed Records of Denton County, Texas. THE FOLLOWING M34S LISTED BELOW DO NOT EFFECT THE SUBJECT PROPERTY TO THE BEST OF MY KNOWLEDGE M. Easement executed by MRS. J7. BOTTORF etoi to LONE STAR GAS COMPANY filed Way 27, 1916, recorded In Volume 146, Page 412, Deed Records of Denton County, Texas. for. Easement executed by SIM GEESUNG to LONE STAR GAS COMPANY riled June 6, 1923, recorded in Volume 187, Pogo 626, Deed Records of Denton County, Tex- 10i. Easement executed by CHARLES HOFFMAN to TEXAS POWER & LIGHT COMPANY filed December 23, 1924, recorded in Volume 196. Page 80, Deed RecoMs of Denton County, Texas. 10kt Easement executed by E.E. GEESUNG to LONE STAR GAS COMPANY filed June 12,. 1926, recorded in Volume 205, Page 447, Deed Records of Denton County, Tsxos. 101. Easement executed by MAY GEESUNG to TEXAS POWER & LIGHT COMPANY filed April. 17, 1937, recorded le Volume 264, Pogo 296, Deed Records of Denton County, Texas. 110 - Easement executed by ON. RUSSELL etal to TEXAS POWER & LIGHT COMPANY filed April 17. 1937, recorded in Volume 265, Page 215. Deed Records of Denton Courdy.Texas. ton. Easement executed by C.M. WEST and wits, MRS. MIL.DRED WEST to TEXAS POWER & LIGHT COMPANY tiled March 23, 1950, recorded in Volume 355, Page 598, Deed Records of Denton County, Texas 10q. Eosement executed by E.E. GEESLING and wife. MYRTLE GEESUNG to TEXAS POWER & UGHT COMPANY filed September 18, 1964, recorded in Volume 513, Page 526, Deed Records of Denton County. Texas. IOr. Easement executed by JAMES H. RUSSELL, JR.. TRUSTEE to TEXAS POWER & uGNr COMPANY filed Hord+ 21, 1980, recorded in Volume 1007. Pogo 989, Deed Records of Denton County, Texas. League nail &. perkins t:np-I 7 GMton,Toxi,7605 310 Denier. Texas .303. 940.383.4177 ph 440.383.8026 & 3F www.,.P,, tom Q 2013 COPYRIGHT BY TEAGUE NALL AND PERKINS, INC. ALL RIGHTS RESERVED. STATE OF TEXAS COUNTY OF DENTON LEGAL DESCRIPTION — 10.372 ACRES ALL OF THAT CERTAIN LOT, TRACT OR PARCEL OF LAND SITUATED IN THE MOREAU FORREST SURVEY, ABSTRACT NUMBER 417, DENTON COUNTY, TEXAS, BEING A PORTION OF THAT CERTAIN 97,277 ACRE TRACT CONVEYED TO JOHN POWELL WALKER, etol AS RECORDED IN DOCUMENT NUMBER 93-- 0034125 OF THE REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNINGot a 1/2 inch iron pipe found lying in the east line of Geesling Road at a westerly exterior comer of the said Walker tract, some being the southwest corner of a certain 1.043 acre tract of land as described in deed to Lynell Cawood as recorded in Document Number 95- 0034882 of the said Real Property Records for the northwest comer of the herein described tract, from which a 1/2 inch copped iron rod found bears North 02'41'52" East, [Record — N 03'10'00" E], a distance of 135.91 feet [Record — 135.65 feet] being the northwest corner of said 1.043 acre tract THENCE South 8753'22" East, [Record — S 89'54'18" E] with the common line of said Walker tract and said Cawood tract, passing a 3/8 inch iron rod found being the southeast comer of said Cawood tract at a distance of 336.47 feet [Record — 337.00 feet], continuing in all a distance of 715.70 feet to a 5/8 inch capped iron rod set and stomped "TNP" for the northeast corner hereof; THENCESouth 01'56'26" West, a distance of 552.34 feet, to a 5/8 inch capped iron rod set and stomped TNP, for the southeast corner hereof, some being the northeast comer of a certain 3.02 acre tract of land as described in deed to Texas Municipal Power Agency as recorded in Volume 1149, Page 494 of the Deed Records of Denton County, Texas, from which a 1/2 iron rod found bears South 4605'31" West, [Record — S 46'13`51" W], a distance of 45.07 feet [Record — 45.10 feet] being the most easterly southeast corner to said 3.02 core tract; THENCE North 88'07'46" West, [Record — N 8959'49" W] with the common line of said Walker tract and said 3.02 acre tract a distance of 549.48 feet [Record — 549.5 feet], to a 5/8 inch copped iron rod set and stamped TNP, at on angle paint of said Walker tract; THENCE North 38'36'05" West, [Record — N 40'27'41" W] continuing with said common line, o distance of 255.79 feet [Record — 255.0 feet], to a 5/8 inch capped iron rod set and stamped TNP, being the northwest corner of the said 3.02 acre tract, some being the westerly southwest corner of the Walker tract and lying in the east line of Geesling Road; THENCE North 01'56'46" East, [Record — N 00700'11" W] along the common line of the Walker tract and the east line of said Geesling Road, a distance of 460.75 feet [Record — 459.04 feet], to the POINT OF BEGINNING and containing 10.372 acres of land more or less. Bearings of lines shown hereon refer to Grid North of the Texas coordinate System of 1983 th Central Zone; NA083(COR696) Epoch 2002.00) as derived locally from Western Data Systems inuously Operating Reference Stations (CORS) via Real Time Kinematic (RTK) methods. An average ination Factor of 0.999853386 was used to scale surface distances to grid. All coordinates and antes shown are grid. The utilities shown on this survey are based upon the available information and "field ates" of visible above ground markings provided by TNP SUE. We relied solely on the cooperation the various utility companies and any information they made available. Underground facilities a not been field verified. There may be additional utilities that TNP has not been advised of. SURVEYOR'S CERTIFICATE To: John Powell Walker etal and Title Resources Guaranty Company The undersigned does hereby certify that a Survey on February 19, 2013 was made on the ground of the property legally described hereon prepared by the undersigned and is correct: the survey correctly shows the location of all buildings, structures and other improvements situated on the property; that there ore no visible discrepancies, conflicts, shortages in area, boundary line conflicts, encroachments, overlapping of improvements, easements, or rights— of —woy except as shown on the plot herein; that subject property has access to and from public roadway; and that the plot herein is true, correct and accurate representation of the property described herein above. Futhermore, the undersigned hereby certifies that he has calculated the quantity of land or acreage contained within the tract shown on this plat of survey and described hereon and certifies that the quantity of land shown hereon is correct. This survey meets the requirements for Category 1A, Condition II survey as defined by the 'Texas Society of Professional Surveyors Manuel of Proctice for Texas." *t S T E eSTZ* rF RF0 9 Michael B. Szurgot, RPLS Texas Registered Professional Land Surveyor Oe .......................... Texas Registration Number 4418 MICHAEL B. SZURGOT Z... -'2,'7 t? Certification Date: February 27, 2013 eooeo ...................a ee.e a o 4418 �o `•9°oFE S S o0 y0 �0 = : S U P, F TITLE SURVEY OF 10. 372 ACRES Situated in the M. Forrest Survey, Abst No. 417 SHEET 1 Q� 2 Located within the City of Denton, n-- i...., LYNNEtl CAWOOD 87.277 ACRE TRACT t� pOC. N0. 95- 0034882 JOHN POwELL WALKER etd tt+ ! R.P.R.D.C.7 DOFN0.. 83- 0034125 j w CALLED 1.043 ACRE I RP.R D.C.T. p pp OD I z o y1b� BE6IWtING x^63 [S 8754'18' E - 337.01 NOT AL : AV 11r R 38' S 87 °53'22' E - 715.70' (ORIGINAL SCALE: 1' BG'j *+� � (ORIGINAL 8TZE: 24' X X 3B') It THE 9EESl1NG t I yde PM NRG71GAS.S�AWAY 1 P.•° �; tr /.._�" nn COURM 1NC. t DOC. NO. 2-5048 CALLED 4,3.049 AC 10.372 ACRES `$ a 0o . U , # w JOHN POWELL WALKER Stet 2003 -,84 1 I -p Doc No. 93- 0034125 R.P.R ac T. ff� g R.P.R.D.C.T. 97 477 ACRE TRACT exim MOO AC 1 $., ti DODO POWELL WALKER 5 dW Lo DOC. R. 93-T. 2s z rn R.P.R.D.C.T. Ih a A 1i � LO'.E ST,tR GAS GR ! I .� &AfMeF EASWFNr (� J{AM1t GlS WNXOI a >> EYMOCE OF .. 1"r \ \•epa'A \\ [N 8759'48' W - 544.57 LvotNCt OT o "es' , I cT � N 88 °07'46' W - 549.46' �Aa�cRpOxo cA5 v7' \\ 6 \ cvt w6r? (�p7 ATIAS °(5 \ G LY-• -- C.- ..s. -� �' _ C G G 1ro5 Ctt 4' CtwN l .M 9d6.4 aiE�- - - - - -� S 48 °05'31' W - 45.07' �4J' (S 4B, sr w - 45.17 CD l \ DPD. L1J' aum \��n RY OF DEMON TEXAS POWER do LK4(T S VOL Y 3278. PG. 878. COMPANY DOC NO. m �\ \\ cw. RP.R.O.C.T. VOL 1027, PG. 163 I 2003 - 184878 Lw W \ \ \ AaFw \ I CAUED 040 AC R.P.R.D.C.T. R.RR.D.C.T. CD \ \ \ \ CA1.1E0 2.430 AC CALLED 2800 AC I � �\ \ \\ \\ \ \TEXAS mumcIPAL POWER AGEN � d4 2 I Y04 1027. PG. 185 I I \ R.P.R.D.C.7.t \ 1.424 AC TEXAS MUN'1GE)NPPA POWER VOL. 1149. PC. 494 l R.P.R.D.0 T. \ 1 aA>4L\ CALLED 3.02 AC <'\ \ f t ( \ 1 1 . � aNe '-- ----- -••'per c+A; u1(ara ROAD'�g -- - TITLE SURVEY OF teague nail & perkins —10. 372 ACC ,S` 4 'a17 CD,,t.., —.76 O5 ago Situated in the D�n1on, h %O-6203 94p,33SR177 PN 940.383.9026 fx ,,,,�,,,,,�,,,,�,,, M. Forrest Survey, Abst. No. 417 Located within the City of Denton, SHEET 2 OF 2 Denton County, Texas. © 2013 COPYRIGHT BY TEAGUE HALL AND PERKLN3> ING. All RION78 RESERVED. WA, '� ;� r ATTACHMENT 1 to Contract of Sale 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 WARRANTY DEED STATE OF TEXAS § COUNTY OF DENTON § KNOW ALL MEN BY THESE PRESENTS That JOHN POWELL WALKER and WILLIAM A. MARTIN ( herein 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 acknowledged and confessed, subject to the reservations set forth below, 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 on Exhibit "A ", attached hereto and made a part hereof for all purposes, and being located in Denton County, Texas, together with any and all rights or interests of Grantor in and to adjacent streets, alleys and rights of way 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, Contract of Sale Page 19 of 22 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, tanks or tank 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, gas and all associated hydrocarbons) 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. This conveyance is subject to the following: (All of those Exceptions from Coverage found on Schedule B of the Owners Title Policy to which referenced is hereby made for all purposes and incorporated by reference as is fully set forth herein.) 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 person whomsoever lawfully Contract of Sale Page 20 of 22 claiming or to claim the same or any part thereof when the claim is by, through, or under Grantor but not otherwise. EXECUTED the day of , 2014 JOHN POWELL WALKER WILLIAM A. MARTIN ACKNOWLEDGMENTS THE STATE OF § COUNTY OF § This instrument was acknowledged before me on this day of , 2014, by JOHN POWELL WALKER. Notary Public, State of Texas My commission expires: THE STATE OF § COUNTY OF § This instrument was acknowledged before me on this day of 2014, by WILLIAM A. MARTIN. Notary Public, State of Texas My commission expires: Upon Filing Return To: Send Tax Billing Statements To: The City of Denton - Engineering The City of Denton Attn: Paul Williamson Attn: Finance Department 901 -A Texas Street 215 East McKinney Street Denton, TX 76209 Denton, Texas 76201 Contract of Sale Page 21 of 22 STATE OF TEXAS COUNTY OF DENTON LEGAL DESCRIPTION - 10.372 ACRES ALL OF THAT CERTAIN LOT, TRACT OR PARCEL OF LAND SITUATED IN THE MOREAU FORREST SURVEY, ABSTRACT NUMBER 417, DENTON COUNTY, TEXAS, BEING A PORTION OF THAT CERTAIN 97.277 ACRE TRACT CONVEYED TO JOHN POWELL WALKER, etal AS RECORDED IN DOCUMENT NUMBER 93- 0034125 OF THE REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING at a 112 inch iron pipe found lying in the east line of Geesling Road at a westerly exterior corner of the said Walker tract, same being the southwest corner of a certain 1.043 acre tract of land as described in deed to Lynell Cawood as recorded in Document Number 95- 0034882 of the said Real Property Records for the northwest corner of the herein described tract, from which a 1/2 inch capped iron rod found bears North 02 041'52" East, [Record - N 03 010'00" E], a distance of 135.91 feet [Record - 135.65 feet] being the northwest corner of said 1.043 acre tract; THENCE South 87 °53'22" East, [Record - S 89 054'18" E] with the common line of said Walker tract and said Cawood tract, passing a 3/8 inch iron rod found being the southeast corner of said Cawood tract at a distance of 336.47 feet [Record - 337.00 feet], continuing in all a distance of 715.70 feet to a 5/8 inch capped iron rod set and stamped "TNP" for the northeast corner hereof; THENCE South 01'56'26" West, a distance of 652.34 feet, to a 5/8 inch capped iron rod set and stamped TNP, for the southeast corner hereof, same being the northeast corner of a certain 3.02 acre tract of land as described in deed to Texas Municipal Power Agency as recorded in Volume 1149, Page 494 of the Deed Records of Denton County, Texas, from which a 1/2 iron rod found bears South 48 °05'31" West, [Record - S 46 °13'51" W], a distance of 45.07 feet [Record - 45.10 feet] being the most easterly southeast corner to said 3.02 acre tract; THENCE North 88 007'46" West, [Record - N 89 °59'49" W] with the common line of said Walker tract and said 3.02 acre tract a distance of 549.48 feet [Record - 549.5 feet], to a 5/8 inch capped iron rod set and stamped TNP, at an angle point of said Walker tract; THENCE North 38 °36'05" West, [Record - N 40 °27'41 "W] continuing with said common line, a distance of 255.79 feet [Record - 255.0 feet], to a 5/8 inch capped iron rod set and stamped TNP, being the northwest corner of the said 3.02 acre tract, same being the westerly southwest corner of the Walker tract and lying in the east line of Geesling Road; THENCE North 01'56'46" East, [Record - N 00 000'11" W] along the common line of the Walker tract and the east line of said Geesling Road, a distance of 460.75 feet [Record - 459.04 feet], to the POINT OF BEGINNING and containing 10.372 acres of land more or less. EXHIBIT 3 A FEE SIMPLE ACQUISITION APPRAISAL REPORT Arco Substation Expansion Walker and Martin Property S/L of W. University Drive (US Highway 380), W/L of Gee sling Road, N/L of Blagg Road Denton, Denton County, Texas 76208 PREPARED FOR: Freese and Nichols, Inc. Kendall King, P.E. 4055 International Plaza Fort Worth, Texas 76109 EFFECTIVE DATE OF THE APPRAISAL: 2/20/2014 INTEGRA REALTY RESOURCES DFW, LLP FILE NUMBER: 116- 2014 -0069 «, a Integra Realty Resources 930 West First Street T 817.332.5522 IrrGFV/ Suite 400 F 817.336.1621 Fort Worth, TX 76102 www.irr. corn February 28, 2014 Freese and Nichols, Inc. Kendall King, P.E. 4055 International Plaza Fort Worth, Texas 76109 SUBJECT: Fee Simple Acquisition Appraisal of Arco Substation Expansion Walker and Martin Property S/L of W. University (US Highway 380), W/L of Geesling Road, N/L of Blagg Road Denton, Texas 76208 Integra Realty Resources DFW, LLP File No. 116- 2014 -0069 Dear Mr. Kendall King, P.E.: We are pleased to transmit this appraisal report that was prepared on the above - referenced property. The intended use of this appraisal is to assist the client in their determination of compensation due to the property owner as of 2/20/2014, the effective date of the appraisal. The whole property is a 97.277 -acre, or 4,237,386 square foot vacant land site improved with minor site improvements. The whole property consists of two tracts delineated by their respective zoning descriptions. Tract 1 consists of approximately 7.193 acres, or 313,318 square feet of land zoned for neighborhood mixed use. Tract 2 consists of approximately 90.084 acres, or 3,924,068 square feet of land zoned for neighborhood single family residential. The client has proposed to acquire a total of 10.372 acres, or 451,804 square feet in fee simple interest for the purpose of constructing an electric substation which will be the expansion of the existing Arco Substation adjacent to the subject property. No permanent damages to the remainder property are expected as a result of the acquisition(s). Based on the analysis and conclusions in the accompanying report, and subject to the definitions, assumptions, and limiting conditions expressed herein, it is our opinion that the compensation for the acquisition of the herein described property as of 2/20/2014, is $338,853 If you have any questions or comments, please contact the undersigned. Thank you for the opportunity to be of service. Respectfully submitted, INTEGRA REALTY RESOURCES DFW, LLP l7r r Gregory B. Cook, SR/WA, Senior Managing Director Certified General Real Estate Appraiser Certificate 4 TX- 1329987 r 9 c Allison Whitehead, Analyst General Real Estate Appraiser Trainee Certificate 4 TX- 1340037 - Trainee Walker and Martin Property Table of Contents TABLE OF CONTENTS © 2014 BY INTEGRA REALTY RESOURCES il,\,.r " PAGE NO. SUMMARY OF SALIENT FACTS AND CONCLUSIONS ......................................................................................................................................................................... ............................... 1.1 GENERALINFORMATION & SCOPE OF WORK .................................................................................................................................................. ............................... 1.2 Identificationof Subject and Project ..................................................................................................................................................................... ............................1.2 RealEstate Tax Assessment ............................................................................................................................................................................... ............................... 1.3 Inspection Information, Effective Date and Date of Report .................................................................................................................................. ............................1.4 Identificationof the Client ................................................................................................................................................................................. ............................... 1.4 Objectiveof the Assignment .............................................................................................................................................................................. ............................... 1.4 ExtraordinaryAssumptions ................................................................................................................................................................................ ............................... 1.5 HypotheticalConditions ..................................................................................................................................................................................... ............................... 1.5 AnalysisOverview ................................................................................................................................................................................................. ............................1.6 PersonalProperty and Trade Fixtures ................................................................................................................................................................... ............................1.6 SurroundingArea Analysis ................................................................................................................................................................................. ............................... 1.8 WHOLEPROPERTY DESCRIPTION .................................................................................................................................................................. ............................... 2.1 Descriptionand Analysis of the Land .................................................................................................................................................................... ............................2.1 Firm(FEMA) Map .................................................................................................................................................................................................. ............................2.2 TaxMap ............................................................................................................................................................................................................. ............................... 2.3 TopographyMap ................................................................................................................................................................................................... ............................2.4 RailroadCommission Map .................................................................................................................................................................................... ............................2.5 Zoning................................................................................................................................................................................................................... ............................2.7 SubjectPhotos (Taken February 20, 2014) ............................................................................................................................................................ ............................2.9 OtherLegal and Regulatory Constraints ................................................................................................................................ ............................... ...........................2.11 WHOLEPROPERTY ANALYSIS ........................................................................................................................................................................... ............................3.1 ValuationMethodology — Whole Property ........................................................................................................................................................... ............................3.1 Highestand Best Use Analyses — Whole Property ................................................................................................................................................. ............................3.2 LandValuation - Whole Property .......................................................................................................................................................................... ............................3.4 Reconciliation and Conclusion of Value ................................................................................................................................ ............................... ...........................3.13 PARTTO BE ACQUIRED .................................................................................................................................................................................. ............................... 4.1 PropertyDescription — Part to Be Acquired .......................................................................................................................................................... ............................4.1 HighestAnd Best Use — Part to Be Acquired ......................................................................................................................................................... ............................4.2 Sales Comparison Approach — Part to be Acquired ............................................................................................................................................... ............................4.3 LandValue — Part to be Acquired .......................................................................................................................................................................... ............................4.6 RemainderBefore ................................................................................................................................................................................................. ............................4.7 REMAINDERAFTER ANALYSIS ........................................................................................................................................................................ ............................... 5.1 PropertyDescription — Remainder After ............................................................................................................................................................... ............................5.1 HighestAnd Best Use — Remainder After .............................................................................................................................................................. ............................5.2 LandValuation - Remainder Property ................................................................................................................................................................... ............................5.3 Sales Comparison Approach — Land Remainder After ........................................................................................................................................... ............................5.3 Reconciliationand Conclusion of Value ................................................................................................................................................................ ............................5.4 CONCLUSION AND COMPENSATION SUMMARY ................................................................................................................................................. ............................... 6.1 ADDENDA Certification, Qualifications of Appraiser(s), Assumptions and Limiting Conditions .................................................................................... ............................... .......................Addendum A Definitions................................................................................................................................................................................................................................................ ............................... .......................Addendum B Project /Survey Maps and Legal Descriptions ...................................................................................................................................................................... ............................... .......................Addendum C PropertyInformation ........................................................................................................................................................................................................................ ............................... .......................Addendum D © 2014 BY INTEGRA REALTY RESOURCES il,\,.r " Walker and Martin Property SUMMARY OF SALIENT FACTS AND CONCLUSIONS 1. Whole Property Tract 1 313,318 SF @ $3.25 / SF Tract 2 3,924,068 SF @ $0.50 / SF Total 4,237,386 SF 2. Part to be Acquired Substation Site 451,804 SF @ Total 451,804 SF 3. Remainder Property Remainder immediately before taking Remainder immediately after taking Tract 1 313,318 SF @ Tract 2 3,472,264 SF @ Total 3,785,582 SF 4. Net Damages /Enhancements Net Damages /Enhancements 5. Temporary Easements (see analysis herein) Summary of Salient Facts and Conclusions $1,018,284 $1,962,034 $2,980,318 $0.75 / SF @ 100% $338,853 $3.25 / SF $0.50 / SF $338,853 $2,641,465 $1,018,284 $1,736,132 $2,754,416 ** - $112,951 $0 * *It should be noted that the value of the remainder after is larger than the value of the remainder before. However, it is not the appraiser's opinion that the subject is enhanced by the proposed project. Since a higher unit value was applied to the part acquired, the remainder before value is lower than it would have been if $0.50 per SF had been applied to the part acquired. Thus, an additional $112,951 [($0.75- $0.50) x 451,804 SF] was allocated to the part acquired. Had the appraisers utilized the value of the whole property ($0.50 /SF) for the part acquired, no damages or enhancements would be indicated. In addition, in the State of Texas, enhancements cannot offset compensation for the part acquired. As such, the total compensation in this case is equal to the compensation for the part acquired. PAGE 1.1 I\,.rl , Walker and Martin Property GENERAL INFORMATION & SCOPE OF WORK IDENTIFICATION OF SUBJECT AND PROJECT General Information & Scope of Work The subject property is identified by the client as Arco Substation Expansion, which is a portion of a parent tract, or the "whole property," located on the S/L of W. University Drive (US Highway 380), W/L of Geesling Road, N/L of Blagg Road, Denton, Denton County, Texas 76208. The whole property is legally described as being all that certain 97.277 acres of land situated in the Moreau Forrest Survey, Abstract No. 417, Denton County, Texas. For purposes of this assignment, the subject /project is identified as the Walker and Martin Property. The whole property is a 97.277 -acre or 4,237,386- square foot vacant land site improved with minor site improvements and consisting of two tracts of land delineated by their respective zoning descriptions. Tract 1 is zoned for mixed use and consists of approximately 7.193 acres, or 313,318 square feet. Tract 2 is zoned for single family residential use and consists of approximately 90.084 acres, 3,924,068 square feet. The client has proposed to acquire a total of 10.372 acres, or 451,804 square feet in fee simple interest for the purpose of construction an electric substation. The areas discussed are itemized in the following table. Whole Pr Tract 1 313,318 SF 7.193 Acres Tract 2 3,924,068 SF 90.084 Acres Total Whole Property 4,237,386 SF 97.277 Acres Part Acquired Substation Site 451,804 SF 10.372 Acres Total PartAcquired in Fee 451,804 SF 10.372 Acres Remainder Property Tract 1 313,318 SF 7.193 Acres Tract 2 3,472,264 SF 79.712 Acres To tal Remainder Property 3,785,582 SF 86.905 Acres The proposed acquisition of the Arco Substation Expansion site will facilitate future improvements to the Denton Municipal Electric Project through Denton County. CURRENT OWNERSHIP AND SALES HISTORY The Uniform Standards of Professional Appraisal Practice (USPAP) requires disclosure of any sales or property transfers within the previous three years of the date of value. According to public records, Document 93- 0034125, the owners of record are John Powell Walker and William A. Martin. This party acquired the property on January 27, 1995 for an undisclosed price. The grantor was Federal Deposit Insurance Corporation, Liquidator of Willow Bend National Bank. To the best of our knowledge, no other sale or transfer of ownership has occurred within the past five years. As of the effective date of this appraisal, the property is not subject to an agreement of sale or option to buy. Additionally, no offers to purchase or lease the property were disclosed to the appraisers. PAGE 1.2 0.r" Walker and Martin Property General Information & Scope of Work The subject property is currently being marketed for sale. According to the listing sign on the property (shown below), the land is being offered by Leadership Properties. The appraisers left messages with the contact number provided on the listing sign; however, our attempts to acquire the listing price were not successful. REAL ESTATE TAX ASSESSMENT The property tax identification number and assessed value of the property are as follows: Land Assessment $1,461,805 Building Assessment $0 Total Assessment $1,461,805 Exemption N/A Tax Rate 2.50466% Indicated Tax Liability $36,613 Tax records indicate that the site has 97.277 acres or 4,237,390 square feet, indicating a land assessment of $0.34 per square foot of land area. These assessment figures do not include any exemptions. Based on our investigations, analyses and conclusions in this report, the assessed value of the subject property for the current tax year appears to be low. Assessment valuations, when compared to market valuations, are different due to multiple factors that are outside of the scope of this analysis. The indicated tax liability does not include any exemptions. PAGE 1.3 lrrr Walker and Martin Property INSPECTION INFORMATION, EFFECTIVE DATE AND DATE OF REPORT General Information & Scope of Work On 2/19/2014 contact was established with the property owner, Mr. William (Bill) Martin. The property owner allowed the appraisers to inspect the property without his presence. Therefore, an inspection of the property was made on 2/20/2014. The reported contact information for the subject property is: Name William (Bill) A. Martin, Owner Email wamracing @yahoo.com Phone 1 (214) 683 -7664 The effective date of this appraisal is the most recent date of inspection, or 2/20/2014. Unless otherwise stated, all factors pertinent to developing an opinion of value are considered as of this date. The date of the report is the date of the signature on the first page of this report. PRIOR SUBJECT PROPERTY SERVICES Under the Conduct section of USPAP, disclosure is required to the client if the appraiser is performing, or has performed other services with regard to the property such as property management, leasing, brokerage, auction, investment advisory services, or other valuation services in the three years prior to accepting an assignment. The Houston Integra Realty Resources office previously appraised the property that is the subject of this report for another client within the three -year period immediately preceding acceptance of this assignment. Integra Realty Resources DFW has not previously appraised this property within the three -year period immediately preceding acceptance of this assignment. IDENTIFICATION OF THE CLIENT This appraisal report is prepared for Freese and Nichols, Inc., Kendall King, P.E., 4055 International Plaza, Fort Worth, Texas 76109. INTENDED USERS AND INTENDED USE The intended users of this report include the client and its employees, agents and assigns. This report may also be used by an outside entity hired by the client to assist in the assignment. The intended use of this appraisal is to assist the client in their determination of compensation due to the property owner, in compliance with the Texas Constitution, Article 1, Section 17, to be paid for the acquisition of Real Property interest for a public purpose as described herein. Others may receive a copy of this report due to legal requirements of disclosure, but the report is not intended for any other use or user (i.e., mortgage lending, tax assessment, etc.). OBJECTIVE OF THE ASSIGNMENT The objective of the assignment is to develop an opinion of real property compensation due to the property owner, which includes the market value of the fee simple interest of the part to be acquired, plus any applicable damages to the remainder property. In some assignments, the market value of permanent or temporary easement interest(s) are required. "Market value" and "fee simple" are defined and cited in the addenda of this report. APPRAISAL REPORT OPTION To report the assignment results, we use the Appraisal Report option of Standards Rule 2 -2(a) of the 2014- 2015 edition of USPAP. As USPAP gives appraisers the flexibility to vary the level of information in an Appraisal Report depending on the intended use and intended users of the appraisal, we adhere to the Integra Realty Resources internal standards for an Appraisal Report - Standard Format. This type of report has a moderate level of detail. It summarizes the information analyzed, the appraisal methods employed, and the reasoning PAGE 1.4 0.r" Walker and Martin Property General Information & Scope of Work that supports the analyses, opinions, and conclusions. It meets or exceeds the former Summary Appraisal Report requirements that were contained in the 2012 -2013 edition of USPAP. EXTRAORDINARY ASSUMPTIONS An extraordinary assumption is something that is assumed to be true, but it is not certain. If it turns out to be untrue, the value conclusion could be impacted. Extraordinary assumptions are those assumptions that are specific to the assignment, as opposed to general assumptions, which could be applicable to any assignment. In this assignment, we have assumed typical general assumptions and limiting conditions as cited in the addenda of this report. In this particular assignment, the following additional extraordinary assumptions were made: Because of the numerous mathematical calculations that are inherent for partial acquisition valuations, limited rounding of value estimates is made in this report. Value estimates are not exact, but opinions of approximate value only. • The appraisal analysis performed herein does not include any compensation estimate of minor site improvements, such as fencing, that may be affected by this acquisition. The appraisers assume that any site improvements impacted by this acquisition will be restored at the end of construction period. Separate agreements for this work and cost will be negotiated separately between the client and the property owner. The information pertaining to the subject property is based on public documents and records along with data from commercial data providers. It is assumed that the aerial maps and subject data is reasonably accurate. JURISDICTIONAL EXCEPTIONS The Jurisdictional Exception Rule allows "an assignment condition established by applicable law or regulation, which precludes an appraiser from complying with a part of USPAPY' This includes federal and state constitutions, legislative and court made law, administrative rules, regulations and ordinances. In this assignment, there are no known conflicts of law or public policy that disregard a part of USPAP. CASE LAW AND LEGISLATIVE PRECEDENTS For right -of -way projects in the State of Texas, there are also several cases that may establish compensable and non - compensable elements resulting from a project. For example, regarding the compensation for landscaping, the Texas Supreme Court stated in the case of White vs. Natural Gas that "in eminent domain proceedings our courts have consistently held that the landowner cannot recover for damage to crops, loss of trees, ornamental shrubs, etc., as separate items. These features can be taken into consideration in determining compensation only insofar as they affect the market value of the land, as land.2" HYPOTHETICAL CONDITIONS A hypothetical condition is "that which is contrary to what exists but is supposed for the purpose of analysis.3" In the State of Texas, appraisal reports prepared for eminent domain purposes may recognize one or more hypothetical conditions. For example, the appraisal of a remainder property assumes that the proposed public or private improvements were complete as of the effective date of valuation, when in fact it is known that they are not The use of hypothetical conditions derived from public policy and case law does not result in a process that is limited or renders the results no longer credible. No other hypothetical conditions are utilized in this assignment. 1 Uniform Standards of Professional Appraisal Practice, 2014 -2015 Ed., "Jurisdictional Exception." Washington, D.C.: The Appraisal Foundation, 2013. z White v. Natural Gas Pipeline Company of America, 444 S.W.2d 298, 301 (Tex. 1969) 3 The Dictionary of Real Estate Appraisal, Fifth Edition. Chicago, IL: Appraisal Institute, 2010. (Dictionary) PAGE 1.5 0.r" Walker and Martin Property ANALYSIS OVERVIEW General Information & Scope of Work To perform this assignment, we took the following steps to gather, confirm, and analyze relevant data: • Physically inspected the subject property and the surrounding market area. The inspection of the property is limited to those things readily observable without the use of special testing or equipment. • Collected factual information about the property and the surrounding market, and confirmed the information with various sources. • Performed a highest and best use analysis of the subject site as vacant and as improved when applicable. • Gathered market information on comparable land sales. The comparable sale information was confirmed with at least one of the parties to the transaction. • Analyzed market information and developed indications of value under the necessary approaches to value for a credible assignment result. The market information was analyzed for an appraisal of the Whole Property, the Part to be Acquired and the value of the Remainder Before and Remainder After the acquisition. • In certain partial right -of -way acquisitions, the primary improvements are well removed from the area of proposed acquisition. If it has been determined that the proposed acquisition will not result in permanent damages to the remainder property, the opinion of compensation can be limited to the valuation of the land and affected site improvements. The valuation of the unaffected improvements is not necessary in some cases for a credible assignment result. In this case, the subject property is valued as vacant land; therefore, the valuation is limited to the land. • The appraisal of real estate typically employs three traditional valuation methods: the sales comparison approach, the cost approach, and the income approach. The sales comparison approach was used in this analysis to value the vacant land. The other approaches to value are not applicable in this case. • Partitioned the Whole Property value opinion between the Part to be Acquired and the Remainder Before the acquisition. In this case, the part to be acquired and remainder before estimates are prorated allocations of the whole property (e.g., If the whole property is 100% and the part to be acquired is 10 %, the remainder before the acquisition is 90 %). The fee acquisition is a self- sustaining economic unit and has been valued accordingly. • Performed a highest and best use analysis on the Remainder After with consideration to the impact on the residual property as a result of the proposed acquisition. If necessary, the cost to cure and restore the functional utility of the remainder after was estimated. • Derived an estimate of the total compensation due to the owner of the property as the result of a proposed acquisition by summation of the part to be acquired and any damages. The damages were calculated based on the difference in the value opinion for the remainder before and remainder after. • Prepared an appraisal report summarizing our analyses, opinions and conclusions. PERSONAL PROPERTY AND TRADE FIXTURES The estimate of compensation in this report is for real property interest, or real estate which includes the physical land and improvements attached to the land. This report does not include a value estimate for personal property or trade fixtures unless represented otherwise in this report. According to the Code of Federal Regulations (CFR), Title 49 - Transportation, § 24.103(a)(2)(i), "An adequate description of the physical characteristics of the property being appraised... including items identified as personal property... ". The real property or real estate is described in other sections of this report, or the Description and Analysis of the Land and in the Description and Analysis of the Improvements. PAGE 1.6 0.r" Walker and Martin Property General Information & Scope of Work As the inspection was limited to the land only, the appraisers did not observe any items during the inspection that would be considered personal property. PAGE 1.7 Lrrr Walker and Martin Property Surrounding Area Analysis SURROUNDING AREA ANALYSIS BOUNDARIES The subject is located within the Denton surrounding area. The Denton surrounding area (shown in orange) is comprised of the following zip codes: 76201, 76205, 76207, 76209, and 76208. A map identifying the subject within the Denton surrounding area is below. Surrounding Area Map L 1rPage 1.8 Walker and Martin Property Surrounding Area Analysis ACCESS AND LINKAGES Roadways providing access to the area and major city streets are highlighted on the map below. Access and Linkages Map 1 Surrounding Area Access & Linkages Primary North -South Access: Interstate 35 US Highway 77 /Elm Street Primary East -West Access: US Highway 380 /University Drive State Highway 288 Loop Major Streets: Oak Street Sherman Drive / FM 423 Bonnie Brae Street Mingo Road Eagle Drive Fort Worth Drive Walker and Martin Property Surrounding Area Analysis Public transportation is provided within the City of Denton by Denton County Transportation Authority (DCTA). The primary mode of transportation in this area is the automobile. PUBLIC SERVICES Police and fire protection is provided by the City of Denton. The Denton submarket is served by the Denton Independent School District (DISD). Denton is also the home of three universities: University of North Texas, Texas Woman's University and North Central Texas College. DEMAND GENERATORS ■ The University of North Texas (UNT) is a public university founded in 1890 and located in Denton. With an enrollment of 36,000 students, UNT is one of Texas' largest universities. The university offers 97 undergraduate programs, 81 master's and 35 doctoral degree programs. The university employs a faculty of 1,049 full -time instructors and 364 part -time instructors, with a staff of nearly 2,500. The University of North Texas is known for its music and fine arts departments and counts several notable musicians, such as The Eagles and Norah Jones, as alumni. The campus has recently expanded with the construction of a new 87,000 square foot Life Sciences Complex, a 180,000 square foot Business Leadership Building and a $78 million eco- friendly football stadium that seats 30,000 spectators.4 ■ Rayzor Ranch is a mixed -use development on 400 acres at the intersection of Interstate 35 and US Highway 380 in Denton. Rayzor Ranch features residential, retail, hotel, office, medical facilities, public parks and entertainment venues. The development includes a 900,000 square foot power center anchored by a Walmart Supercenter and Sam's Club. Additionally, a 68 -acre residential component will include multi - family units and single - family homes, as well as an adult living campus and retirement center when fully complete. Rayzor Ranch also offers a 30 -acre medical and office park and 15 acres of public parks and walking trails.6 ■ Texas Health Presbyterian Hospital Denton is a 255 -bed, full- service acute care facility featuring more than 43 specialties. Texas Health Denton is located on North Interstate 35 in the City of Denton and is accredited by The Joint Commission and is distinguished as a Bariatric Center of Excellence. Texas Health Denton employs over 750 people on their full -time staff.? 4 University of North Texas, www.unt.edu s Texas Woman's University, www.twu.edu 6 Rayzor Ranch, www.rayzorranch.com Texas Health Presbyterian Hospital Denton, www .texashealth.org /landing.cfln ?id= 2928 &fr =true �� Page 1.10 Walker and Martin Property Denton Regional Medical Center is a 208 -bed, full service acute care hospital located on South Interstate 35 in Denton. Denton Regional has more than 850 employees on staff and over 300 physicians. Denton Regional specializes in bariatrics, cancer care, general surgery, vascular surgery, diabetes care, imaging, emergency services, cardiovascular, occupational medicine, orthopedic and sports medicine and women and children's care.8 Downtown Denton is a 60 -block area which serves as the historic central business district of Denton, with Courthouse Square as the focal point. Downtown Denton is located south of University Drive, north of Eagle Drive, west of Mingo Road and east of Carroll Boulevard. Downtown Denton provides a link between UNT and TWU and is known as a local destination for shopping, dining and entertainment. Since 1989, over $47 million has been reinvested in the downtown area to improve the streets, sidewalks and facades. There are currently over 50 shops, 26 restaurants and 12 entertainment venues in Downtown Denton.9 Demand Generators Map Surrounding Area Analysis s Denton Regional Medical Center, www.dentonregional.com 9 Denton Economic Development Partnership, www.dentonedp.com AM L jrr Page 1.11 Walker and Martin Property DEMOGRAPHIC FACTORS Surrounding Area Analysis A demographic profile of the surrounding area, including population, households, and income data, is presented in the following table. 2013 Estimates Denton Dallas- Fort Worth- Surrounding Area Arlington, TX MSA State of Texas Population 2010 99,568 6,371,773 25,145,561 Population 2013 104,488 6,709,155 26,297,471 Population 2018 112,824 7,285,309 28,333,086 Compound % Change 2010 -2013 0.4% 0.4% 0.3% Compound % Change 2013 -2018 1.5% 1.7% 1.5% Households 2010 38,139 2,298,498 8,922,933 Households 2013 40,610 2,415,536 9,336,438 Households 2018 44,442 2,622,167 10,072,867 Compound % Change 2010 -2013 0.5% 0.4% 0.3% Compound % Change 2013 -2018 1.8% 1.7% 1.5% Median Household Income 2013 $39,586 $55,018 $48,646 Average Household Size 2.4 2.8 2.8 College Graduate % 34% 31% 26% Median Age 29 34 34 Owner Occupied % 42% 61% 64% Renter Occupied % 58% 39% 36% Median Owner Occupied Housing Value $143,030 $150,292 $129,329 Median Year Structure Built 1986 1986 1983 Avg. Travel Time to Work in Min. 25 29 27 Source: Claritas �� Page 1.12 Walker and Martin Property LAND USE Surrounding Area Analysis In the immediate vicinity of the subject, along the south side of W. University Drive (US Highway 380), most uses are commercial while other uses in the vicinity of the subject property are residential. Surrounding Area Land Uses Character of Area Suburban Predominant Age of Improvements 20 to 60 years Predominant Quality and Condition Average Approximate Percent Developed 70% Infrastructure /Planning Average Prospective Change in Land Use Not likely Prevailing Direction of Growth North & West DEVELOPMENT ACTIVITY AND TRENDS During the last five years, development has predominately included a mix of multifamily and office. The pace of development has generally been intermittent over this time. Surrounding Area Development Activity Name /Address Property Type Size/ Units Status Rayzor Ranch Townhomes I -35 & US Hwy 380 Multi family 700 units Planned Denton Rayzor Ranch Apartments I -35 & US Hwy 380 Multi family 675 units Planned Denton Market Square at Unicorn Lake Wind River & I -35 Multi family 294 units Proposed Denton Singing Oaks Loop 288 & Hummingbird Multi family 126 units Planned Denton 33 North Eagle Dr. & Bernard St. Multi family 139 units Currently leasing Denton Magnolia Apartment Living 2001 Lattimore St. Multi family 300 units Proposed Denton Rayzor Ranch Medical Park I -35 & Scripture St. Office 35,400 SF Planned Denton Rayzor Ranch Marketplace Under I -35 & US Hwy 380 Retail 900,000 SF Construction Denton Rayzor Ranch Town Center I -35 & University Dr. Retail 600,000 SF Planned Dentonio to REIS New Construction Listing, 8 April 2013, www.reis.com kPage 1.13 Walker and Martin Property OUTLOOK AND CONCLUSIONS In comparison to other areas in the region, the area is rated as follows: Surrounding Area Attribute Ratings Surrounding Area Analysis Highway Access Average Demand Generators Average Convenience to Support Services Average Convenience to Public Transportation Average Employment Stability Average Police and Fire Protection Average Property Compatibility Average General Appearance of Properties Average Appeal to Market Average Barriers to Competitive Entry Average Price /Value Trend Average The area is in the stability stage of its life cycle. Given the history of the area and the growth trends, it is anticipated that property values will remain stable or increase in the near future. �Pr Page 1.14 Walker and Martin Property WHOLE PROPERTY DESCRIPTION DESCRIPTION AND ANALYSIS OF THE LAND Whole Property Description Legal Description Being all that certain 97.277 acres of land situated in the Moreau Forrest Survey, Abstract No. 417, Denton County, Texas. PHYSICAL FEATURES Land Area No survey of the whole property was made available for review. The size of the whole property is based on the legal description in the last deed record for the subject property. These size estimates are assumed to be accurate for purposes of this assignment. The whole property includes the following land areas: Whole Property Tract 1 313,318 SF 7.193 Acres Tract 2 3,924,068 SF 90.084 Acres Total Whole Property 4,237,386 SF 97.277 Acres Configuration Tract 1: Generally Rectangular Tract 2: Generally Rectangular Topography Tract 1: Near level to slightly sloping to the west and mostly wooded. Appears amenable to development. Tract 2: Near level to slightly sloping to the southeast and partially wooded. Appears amenable to development. Drainage Tracts 1 & 2: Assumed Adequate Flood Zone Tracts 1 & 2: Zone X - Outside of a 100 year flood zone Flood Insurance Not required in this designated zone UTILITIES The subject property is located within the City of Denton. According to the City of Denton water and sewer maps (Page 2.5), the subject property has water and sewer lines located in close proximity to the subject property. In addition, the subject has access to electric and telephone. STREETS, ACCESS, FRONTAGE Tract 1: Tract 1 of the subject property has approximately 577 feet of primary frontage along W. University Drive (US Highway 380) which comprises the northern property line. W. University Drive (US Highway 380) is a four -lane concrete paved road that bisects Denton County traveling in an east /west direction and connecting Denton County to the neighboring counties and point beyond. W. University Drive (US Highway 380). According to the most recent traffic counts (North Central Texas Council of Governments - NCTCOG - 2009), W. University Drive (US Highway 380) carries approximately 35,977 vehicles per day in the vicinity of the subject. Access and visibility from this thoroughfare is considered good. Tract 2: Tract 2 of the subject property has approximately 839 feet of frontage along Geesling Road which comprises the western property line. Geesling is a two -lane asphalt paved road that travels in a north /south direction. According to the most recent traffic counts (North Central Texas Council of Governments - NCTCOG - 2009), Geesling Road carries approximately 166 vehicles per day in the vicinity of the subject. Tract 2 also has approximately 720 feet of frontage along Blagg Road which comprises the southern property line. Blagg Road is a two -lane asphalt paved road that travels in an east /west direction. There are no traffic counts available for this roadway. Access and visibility from these thoroughfares is considered good. I�' Page 2.1 Walker and Martin Property FIRM (FEMA) MAP Whole Property Description L 1rPage 2.2 Walker and Martin Property Tax MAP Whole Property Description L 1rPage 2.3 Walker and Martin Property TOPOGRAPHY MAP Whole Property Description AM L irr' Page 2.4 Y tit i� 6`151 {yV ,. �r ✓ - -P ➢e�`/ - - - -. -. � W E� -.. �- 'r. v - �..v�N1i -v-v -w s v...'R- - '�i_ --_ F � s u EEIAA " d 'T,� Zonirv9 f V ♦ v ` F lice � i F��� ✓"� 11act v 4 ' f p , t�`7 l �I c well_iJnrva�an ya aF - t... ! ee f y ( AM L irr' Page 2.4 Walker and Martin Property RAILROAD COMMISSION MAP Whole Property Description AM L ir Page 2.5 k � � i � r 1= T try i C s u r i ILI � � 1 z l yr. f ps 11 „t'r'ijl,. AM L ir Page 2.5 Walker and Martin Property CITY OF DENTON UTILITY MAPS CA Whole Property Description DENTON A, WA TER DIS TRIB U TION MAP 4- CITY OF DENTON 3 2.01A a om 8.00D ii,011 sB,DM I P(- A Fl—di E 1 U.flt. d" AM L Page 2.6 l WA TER DIS TRIB U TION MAP 4- CITY OF DENTON 3 2.01A a om 8.00D ii,011 sB,DM DENTON FW wit d" 4 , �Legend F— Hyd- Topog�aphy - 10 1 —%�kj 7. T-1. C—ty R..d� dF Hyd� BuOdina FEMA Flood P ZONE A A-FW AE 4 , J, City Limits v 12 AM L Page 2.6 l Walker and Martin Property ZONING Whole Property Description The subject is located in a municipality that has zoning ordinances. Specific zoning requirements are summarized in the following tables. Zoning Jurisdiction Zoning Designation Description Permitted Uses Source: City of Denton Zoning Jurisdiction Zoning Designation Description Permitted Uses Source: City of Denton ZONING SUMMARY - Tract 1 City of Denton NRMU - Neighborhood Residential Mixed Use The Neighborhood Residential land use is to preserve and protect existing neighborhoods and ensure new development is compatible with existing land uses, patterns and design standards. NRMU allows for a number of commercial office and retail uses. Some residential uses are allowed most industrial uses are not permitted. ZONING SUMMARY - Tract 2 City of Denton NR -6 - Neighborhood Residential 6 The Neighborhood Residential land use is to preserve and protect existing neighborhoods and ensure new development is compatible with existing land uses, patterns and design standards. The area in this specific district will be a prominent feature of Denton's newest neighborhoods while protecting existing neighborhoods. They focus on the heart of the neighborhood and encourage an appropriate mix of housing types with some supportive commercial uses. Residential densities in the NR -6 district will average six homes per acre. NR -6 allows single family dwellings, agriculture, single family dwellings, attached single family dwellings, duplexes, community homes for the disabled. Most commercial uses are not permitted. A determination of compliance with all zoning regulations would require an extensive evaluation of existing conditions and a thorough knowledge of all aspects of the city ordinances, as well as fire, electrical, plumbing and safety codes that are usually incorporated by reference into most cities' ordinances. Local municipalities have no process available to investigate and render a judgment regarding full compliance with all applicable standards for existing properties. The appraiser is not in a capacity to give an opinion about the property's overall compliance with zoning regulations as of the effective date. As no issues of nonconformity are readily apparent to the appraiser, it is assumed the subject meets current zoning regulation. I�' Page 2.7 Walker and Martin Property ZONING MAP Whole Property Description ,� �) y�+y�; - t1 r i . yx t 4ts%r: kV Jrttl.r`tdt 4 �} troi tFF x�r rt rt;_ V� �h�e^ js r�riaY l, k f#i� � f Ar n da tr` i�ui4 �\ ntv' > � �d�t'�` ,fe t�a� a{trraa �ryRIitifx L ¢ ti,? ,�n � {�saty K t4ej rrz,teiM L`nr { AM I ➢R2 9.� Y,f.4 -,fl � Tract Y n I r l R� -3 � � M 71f4aNa�w ®gyp# fY.FFas�fai- 6 -si-Y AYe-FM's�o-�Y -o-q� , Ro sr rya � trs 1�1 WWW��VYY� _ i ,H L 1rPage 2.8 Walker and Martin Property SUBJECT PHOTOS (TAKEN FEBRUARY 20, 2014) Whole Property Description Overall view of Tract 1 of the subject property Overall view of Tract 1 of the subject property from near the northern property line from near the northern property line View looking east along US Highway 380 from View looking west along US Highway 380 from View of Tract 2 of the subject property from near View looking south along Geesling Road the NWC of the property. I�' Page 2.9 Walker and Martin Property SUBJECT PHOTOS (CONTINUED) Whole Property Description Overall view of Tract 2 from near the western View of proposed acquisition area property line View looking north along Geesling Road from near View of the HVTL bisecting Tract 2 of the subject View looking east along Blagg Road from near the View looking west along Blagg Road from near the southern property line of Tract 2 southern property line of Tract 2 ®rr, Page 2.10 Walker and Martin Property OTHER LEGAL AND REGULATORY CONSTRAINTS Easements, Encumbrances, and Restrictions Whole Property Description A title commitment was not provided for our review. The appraisers are aware that a high voltage transmission line (HVTL) easement exists and generally bisects the middle of Tract 2. This transmission line easement consists of H -Brace wooden poles with five towers being located on the subject property. Approximately 5% of the subject property is considered to be encumbered by this easement. The appraisers conclude this easement area would present development limitations. According to the railroad commission map for the subject property, there is also a gas transmission line traversing Tract 2 of the subject property. This gas transmission line is 6.63" in diameter. This easement also traverses the central portion of Tract 2. Given the location of this easement, the appraisers conclude this easement would present development limitations as well. A cursory review of available information does not include any additional encumbrances or restrictions that would significantly affect property value. We assume that there are no easements, encumbrances, or restrictions that would restrict the property from being developed to its highest and best use. Encroachments An inspection of the site revealed no apparent encroachments and we were provided no documentation of evidence of encroachments. It is assumed that the property is free and clear of encroachments. Other Land Use Regulations; Development Moratoria We are not aware of any land use regulations other than zoning that would affect the property, nor are we aware of any moratoria on development. Environmental Hazards An environmental assessment report was not provided for review and environmental issues are beyond our scope of expertise. Our inspection of the site did not reveal any obvious signs that there are contaminants on or near the property. Therefore, we assume the subject is not adversely affected by environmental hazards. ®rr, Page 2.11 Walker and Martin Property WHOLE PROPERTY ANALYSIS VALUATION METHODOLOGY — WHOLE PROPERTY The traditional methods of processing market data into a value indication include: • Cost Approach • Sales Comparison Approach • Income Capitalization Approach Whole Property Analysis The Cost Approach assumes that an informed purchaser would pay no more than the cost of producing a substitute property with the same utility. This approach is particularly applicable when the improvements being appraised are relatively new and represent the highest and best use of the land, or when the property has unique or specialized improvements for which there is little or no sales data from comparable properties. The Sales Comparison Approach assumes that an informed purchaser would pay no more for a property than the cost of acquiring another existing property with the same utility. This approach is especially appropriate when an active market provides sufficient reliable data that can be verified from authoritative sources. The Sales Comparison Approach is less reliable in an inactive market, or when estimating the value of properties for which no real comparable sales data are available. It is also questionable when sales data cannot be verified with principals to the transaction. The Income Capitalization Approach reflects the market's perception of a relationship between a property's potential income and its market value, a relationship expressed as a capitalization rate. This approach converts the anticipated benefits (dollar income or amenities) to be derived from the ownership of property into a value indication through capitalization. This approach is widely applied when appraising income - producing properties. Reconciliation of the various indications into a conclusion of value is based on an evaluation of the quantity and quality of available data in each approach and the applicability of each approach to the property type. APPLICABILITY OF VALUATION APPROACHES The appraisal of real estate typically employs three traditional valuation methods: the sales comparison approach, the cost approach and the income approach. In this case, the subject is unimproved. As such, the valuation is limited to the sales comparison approach for land. Because the subject is valued as vacant land, the sales comparison approach as improved and the income approach are not developed for the whole property valuation. ®rr, Page 3.1 Walker and Martin Property HIGHEST AND BEST USE ANALYSES — WHOLE PROPERTY Whole Property Analysis Before an opinion of value can be developed, there must be a determination of the highest and best use of the property. The highest and best use must be: • Legally permissible under the zoning regulations and other restrictions that apply to the site. • Physically possible. • Financially feasible. • Maximally productive, i.e., capable of producing the highest value from among the permissible, possible, and financially feasible uses. ANALYSIS OF SITE "AS VACANT" LEGALLY PERMISSIBLE Tract 1 of the site is zoned NRMU which is for commercial, retail, office and some residential uses. Most industrial uses are not allowed. Tract 2 of the site is zoned NR -6 which is primarily for single family residential uses. Permitted uses include single family dwellings, agriculture, single family dwellings, attached single family dwellings, duplexes and community homes for the disabled. Most commercial uses are not allowed within this zoning district. There are no other legal or regulatory restrictions that would limit the potential uses of the property. Given prevailing land use patterns in the area, only holding the site as an investment for future development is given further consideration in determining highest and best use of the site, as though vacant. PHYSICALLY POSSIBLE The site consists of two tracts delineated by their respective zoning districts. The physical characteristics of the Tract 1 should reasonably accommodate any use that is not restricted by its size of 7.193 acres, or 313,318 square feet. Further, its location along W. University Drive (US Highway 380) creates potential for mixed uses on this portion of the site. The physical characteristics of Tract 2 should reasonably accommodate any use that is not restricted by its size of 90.084 acres, or 3,924,068 square feet. As vacant the property has adequate frontage, depth, accessibility and visibility, and is physically suited for the uses permitted by zoning. FINANCIALLY FEASIBLE Based on our analysis of the market, there is currently limited demand for mixed use or residential uses in the subject's area. It appears that a newly developed mixed use and residential development on the site would not have a value commensurate with its cost, thus development is not considered to be financially feasible at the current time. However, we concluded that a mixed use for Tract 1 and single family residential use for Tract 2 would be financially feasible in the future. MAXIMALLY PRODUCTIVE There does not appear to be any reasonably probable use of Tract 1 that would generate a higher residual land value than holding the tract for future mixed use. Accordingly, it is our opinion that holding Tract 1 for future mixed use development, based on the normal market density level permitted by zoning, is the maximally productive use of Tract 1. There does not appear to be any reasonably probable use of Tract 2 that would generate a higher residual land value than holding the tract for future single family residential use. Accordingly, it is our opinion that holding Tract 2 for future single family residential development, based on the normal market density level permitted by zoning, is the maximally productive use of Tract 2. PAGE 3.2 0.r" Walker and Martin Property CONCLUSION Whole Property Analysis Holding Tract 1 as an investment for future mixed use development is the only use that meets the four tests of highest and best use. Accordingly, it is concluded to be the highest and best use of Tract 1. Additionally, holding Tract 2 as an investment for future single family residential development is the only use that meets the four test of highest and best use. Accordingly, it is concluded to be the highest and best use of Tract 2. ANALYSIS OF SITE "AS IMPROVED" The subject property is a vacant tract of land improved with minor site improvements. Therefore, the subject is appraised as a vacant tract of land and an analysis "as improved" is not necessary. PAGE 3.3 irrr Walker and Martin Property LAND VALUATION - WHOLE PROPERTY Land Valuation - Whole Property To develop an opinion of the subject's land value, as if vacant and available to be developed to its highest and best use, we utilize the sales comparison approach for land. For this analysis, we use price per square foot as the appropriate unit of comparison because market participants typically compare sale prices and property values on this basis. The most relevant sales for the two tracts are summarized in the following tables. ii'� PAGE 3.4 Walker and Martin Property Land Valuation - Whole Property SALES COMPARISON APPROACH - TRACT 1 01m, PAGE 3.5 Walker and Martin Property COMPARABLE LAND SALES MAP - TRACT 1 Land Valuation - Whole Property L ir PAGE 3.6 Walker and Martin Property 7.193 acres -15% -5% -15% Land Valuation - Whole Property All to Site Legal Encumbrances Typical Topography /Flood /Shape ffi ffi ffi 10% Zoning /Use Potential Subject Comp No. 1 Comp No. 2 Comp No. 3 Comp No. 4 Grantor -10% 5% -35% M. Douglas Adkin... DBT Porcupine L1... Joan Cohagen, et... Lenihan Family H... Grantee - J. Mann Properti... BDC Family Limit... BL Denton Land 1... Yorlum Investmen... Date of Sale 2/20/2014 12/31/2012 1/28/2011 1/10/2013 12/31/2013 Relative Location Denton Denton Denton Denton Denton Size (Acres) 7.193 1.359 3.281 11.080 1.156 Size (Square Feet) 313,318 59,200 142,903 482,644 50,373 Sale Price - $550,000 $335,366 $650,000 $245,000 Unit Price Per SF $9.29 $2.35 $1.35 $4.86 Property Rights Financing Condition of Sale Date of Sale (Annual Adjustment) 0.0% 0% 0% 0% 0% Adjusted Price Per SF $9.29 $2.35 $1.35 $4.86 Location Denton -25% -15% 5% -20% Physical Characteristics Size 7.193 acres -15% -5% -15% Utilities All to Site Legal Encumbrances Typical Topography /Flood /Shape Part. Wooded; None 10% 10% Zoning /Use Potential Mixed Use Total Adjustments -30% -10% 5% -35% Indicated Unit Value $6.50 $2.12 $1.42 $3.16 Estimated Unit Value $ 3.25 Estimated Value by Sales Comparison Approach ..................................................................... ............................... $2,980,318 ANALYSIS AND ADJUSTMENT OF SALES — TRACT 1 The research in the market included property that has sold in addition to property listed for sale. Four land sales were selected for direct comparison and adjusted accordingly. Before adjustment for physical characteristics of each comparable are made, the sales are adjusted for real property rights conveyed, financing terms, condition of sale and time (market conditions). In this appraisal, we have not made a specific adjustment for changing market conditions, but we have tempered our reconciliation and conclusions in light of current market conditions. The above adjustments are applied to arrive at an adjusted price before the following adjustments: Land Sale 1 is considered superior with respect to location due to the superior surrounding development activity and the site being located in close proximity to downtown Denton and the Rayzor Ranch development. A downward adjustment was made. Land Sale No. 1 is considered smaller than the subject property. Typically an inverse relationship expected between total and unit price. Therefore, a downward adjustment was made. In addition, Land Sale No. 1 is considered inferior with respect to shape due to the site being triangular. The shape of a site can affect the development potential of the site and an upward adjustment was made. ®rr PAGE 3.7 Walker and Martin Property Land Valuation - Whole Property Land Sale 2 is considered is considered superior with respect to location due to the superior surrounding development activity and the site being located in close proximity to Denton's mall and related retail sites. A downward adjustment was made. Land Sale No. 2 is considered smaller than the subject property. Typically an inverse relationship expected between total and unit price. Therefore, a downward adjustment was made. In addition, Land Sale No. 2 is considered inferior with respect to shape due to the site being triangular. The shape of a site can affect the development potential of the site and an upward adjustment was made. This adjustment was tempered due to the site being improved since the date of sale which shows the shape was not a hindrance. Land Sale 3 is considered inferior with respect to location due to the site being located along an inferior thoroughfare compared to the subject property. Therefore, an upward adjustment was made. No other adjustments were required. Land Sale 4 is considered superior with respect to location due to the superior surrounding development activity and the site being located in close proximity to downtown Denton. In addition, this site has visibility and access to Interstate 35 which is considered to the access and visibility of the subject. A downward adjustment was made. Land Sale No. 4 is considered smaller than the subject property. Typically an inverse relationship expected between total and unit price. Therefore, a downward adjustment was made. LAND VALUE CONCLUSION - TRACT 1 Based on the preceding analysis and adjustments, the comparable sales provide a range of value indications from $1.42 to $6.50 per SF with an average of $3.30 per SF. Land Sale No. 1 was given the least amount of weight given the amount of adjustments required. Therefore, it is our opinion that the applicable unit value is $3.25 per SF. This results in a concluded property value for Tract 1 as follows: Tract 1 $3.25 /SF @ 313,318 SF $1,018,284 Whole Land Total: $1,018,284 li' PAGE 3.8 Walker and Martin Property Land Valuation - Whole Property SALES COMPARISON APPROACH - TRACT 2 01m, PAGE 3.9 Walker and Martin Property COMPARABLE LAND SALES MAP - TRACT 2 e4i' Denton Municipa Airport:`' 1.51' .. . . . . ..... . to, Land Valuation - Whole Property nc , Green Valley Ij w -0, 'i PAGE 3.10 ir r, Walker and Martin Property Land Valuation - Whole Property Subject Comp No. 5 Comp No. 6 Comp No. 7 Comp No. 8 Grantor RP #6... Ann M. Vaught, M... SRC Teasley Pkes... Barbara P. Coope... Grantee - Tony Riley and D... CR -TDI, LLC... Teasley Trails, ... Amontran, LLC... Date of Sale 2/20/2014 10/30/2012 10/30/2013 7/26/2013 2/27/2012 Relative Location Denton Unincorporated Oak Point Denton Denton Size (Acres) 90.084 115.351 114.881 48.070 38.229 Size (Square Feet) 3,924,068 5,024,690 5,004,237 2,093,943 1,665,255 Sale Price - $1,250,000 $2,700,000 $1,201,750 $339,000 Unit Price Per SF $0.25 $0.54 $0.57 $0.20 Property Rights Financing Condition of Sale Adjusted Price Per SF $0.25 $0.54 $0.57 $0.20 Location Denton 20% 5% -5% 5% Physical Characteristics Size 90.084 acres -5% -10% Utilities All to Site 10% 10% 10% Legal Encumbrances HVTL; Pipeline -5% -5% -5% -5% Topography /Flood Wooded; None 5% 15% 5% Zoning /Use Potential SF Residential Total Adjustments 30% 10% 10% -5% Indicated Unit Value $0.33 $0.59 $0.63 $0.19 Estimated Unit Value $ 0.50 Estimated Value by Sales Comparison Approach ..................................................................... ............................... $2,754,416 ANALYSIS AND ADJUSTMENT OF SALES — TRACT 2 The research in the market included property that has sold in addition to property listed for sale. Four land sales were selected for direct comparison and adjusted accordingly. Before adjustment for physical characteristics of each comparable are made, the sales are adjusted for real property rights conveyed, financing terms, condition of sale and time (market conditions). In this appraisal, we have not made a specific adjustment for changing market conditions, but we have tempered our reconciliation and conclusions in light of current market conditions. The above adjustments are applied to arrive at an adjusted price before the following adjustments: Land Sale 5 is considered inferior with respect to location due to the site being located in a less developed area compared to the subject property. An upward adjustment was made. Land Sale No. 5 is considered inferior with respect to utility access as the site lacks access to public water and sewer. An upward adjustment was made. The site is considered superior with respect to legal encumbrances due to the subject property having a power line and pipeline easement traversing the property. A downward adjustment was made. In addition, Land Sale No. 5 is considered inferior with respect to topography due to the site having inferior tree coverage compared to the subject property. An upward adjustment was made. Lir PAGE 3.11 Walker and Martin Property Land Valuation - Whole Property Land Sale 6 is considered inferior with respect to location due to the site being located further away from developed areas compared to the subject property. An upward adjustment was made. Land Sale No. 6 is considered inferior with respect to utility access as the site lacks access to public water and sewer. An upward adjustment was made. In addition, the site is considered superior with respect to legal encumbrances due to the subject property having a power line and pipeline easement traversing the property. A downward adjustment was made. Land Sale 7 is considered superior to the subject property due to the site being located in a more developed area compared to the subject property. A downward adjustment was made. Land Sale No. 7 is considered smaller than the subject property. Typically an inverse relationship expected between total and unit price. Therefore, a downward adjustment was made. Land Sale No. 7 is considered inferior with respect to utility access as the site lacks access to public water and sewer. An upward adjustment was made. The site is considered superior with respect to legal encumbrances due to the subject property having a power line and pipeline easement traversing the property. A downward adjustment was made. In addition, Land Sale No. 7 is considered inferior with respect to topography due to the site having inferior tree coverage compared to the subject property and approximately 20% of the site being encumbered by floodplain. An upward adjustment was made. Land Sale 8 is considered inferior with respect to location due to the site being located in a less developed area compared to the subject property. An upward adjustment was made. Land Sale No. 8 is considered smaller than the subject property. Typically an inverse relationship expected between total and unit price. Therefore, a downward adjustment was made. The site is considered superior with respect to legal encumbrances due to the subject property having a power line and pipeline easement traversing the property. A downward adjustment was made. In addition, Land Sale No. 8 is considered inferior with respect to topography due to the site having inferior tree coverage compared to the subject property. An upward adjustment was made. LAND VALUE CONCLUSION - TRACT 2 Based on the preceding analysis and adjustments, the comparable sales provide a range of value indications from $0.19 to $0.63 SF with an average of $0.44 SF. Land Sale No. 7 is considered the most comparable given its location and highest and best use. Therefore, it is our opinion that the applicable unit value is $0.50. This results in a concluded property value for Tract 2 as follows: Tract 2 $0.50 / SF @ 3,924,068 SF $1,962,034 Whole Land Total: $1,962,034 LAND VALUE CONCLUSION - WHOLE PROPERTY Tract 1 $3.25 / SF @ 313,318 SF $1,018,284 Tract 2 $0.50 / SF @ 3,924,068 SF $1,962,034 Whole Land Total: $2,980,318 Lir PAGE 3.12 Walker and Martin Property RECONCILIATION AND CONCLUSION OF VALUE Reconciliation and Conclusion of Value Reconciliation involves the analysis of alternative value indications to determine a final value conclusion. The appraisal of real estate typically employs three traditional valuation methods: the Sales Comparison Approach, the Cost Approach, and the Income Approach. The values indicated by the applicable approaches are as follows: Cost Approach Sales Comparison Approach (Land Only) Income Capitalization Approach Sole weight is given to the Sales Comparison Approach for Land. CONCLUSION OF VALUE N/A $2,980,318 N/A Based on the analyses and conclusions in the accompanying report, and subject to the definitions, assumptions, and limiting conditions expressed herein, it is our opinion that the market value as of 2/20/2014, which is appraised as vacant land, is $2,980,318. Based on the reconciled value, the following breakdown of the subject follows. Contributory Value of Improvements (Itemized) Total Contributory Value of Improvements $0 Tract 1 313,318 SF @ $3.25 / SF $1,018,284 Tract 3,924,068 SF @ $0.50 / SF $1,962,034 Reconciled Final Value $2,980,318 EXPOSURE TIME AND MOST PROBABLE BUYER The above expressed opinion of value is based upon an estimated exposure time (i.e., the length of time the subject property would have been exposed for sale in the market at the market value concluded in this analysis as of the date of this valuation) of about 12 months. Taking into account the functional utility of the site and area development trends, the probable buyer is a real estate investor. PAGE 3.13 tr Walker and Martin Property PART TO BE ACQUIRED Property Description — Part to Be Acquired The part to be acquired may be valued in two different manners in Texas. If the part to be acquired can be considered an individual economic entity, then it is valued as a separate parcel. Thus, this may require that all three approaches to value and possibly, a whole new set of market data be considered, which would be more comparable to the part acquired, than just the reuse of the market data utilized in the whole property valuation. On the other hand, if the part acquired cannot be considered an individual economic entity, then its value contribution to the entire parcel is used. In this case, the proposed substation site would be considered a separate economic unit and its value considered independent from the whole property. PROPERTY DESCRIPTION — PART TO BE ACQUIRED Survey maps provided by the client indicate that the part to be acquired includes the following land area: Part Acquired Substation Site 451,804 SF 10.372 Acres Total PartAcquired in Fee 451,804 SF 10.372 Acres The client has proposed to acquire a total of approximately 10.372 acres, or 451,804 square feet in fee simple interest for the purpose of constructing an electric substation - Arco Substation Expansion. The acquisition is located in the northernmost southwest corner of Tract 2 of the subject property. The proposed acquisition does not affect Tract 1. A survey of the proposed acquisition area is shown below. The project /survey map and legal description of the part to be acquired are presented in the addenda of this report. , a PAGE 4.1 Lr ir ANN P LLWALMEB Ok5- 1018Ik IF P a FFF Due No. B3•"O034A I i5Q m2]] us's tI �8 eskx �4h lei 7s.yt �:* l e'er` xax de G I —? \, F 1EM9N lCxac t! b lY- • j•'.. [£ tldi 8'31' W— d :r^..C� Yb� {pqg 0 1 ', Ib f PAGE 4.1 Lr ir Walker and Martin Property HIGHEST AND BEST USE - PART To BE ACQUIRED Highest And Best Use — Part to Be Acquired The physical, legal, and economic characteristics of the fee acquisition (proposed substation site) are such that it would likely stand alone as a separate economic unit from the subject property (parent tract). The property has sufficient width, depth, and is physically suited for the uses allowable by law. It appears likely that the property can be marketed and sold separately from the whole property and command a unit value that would differ from the valuation of the whole. Therefore, its highest and best use is to hold as an investment for future single family residential use as a separate economic unit. The following sales comparison approach has been prepared for the proposed substation site. PAGE 4.2 Lr ir Walker and Martin Property Sales Comparison Approach — Part to be Acquired SALES COMPARISON APPROACH — PART TO BE ACQUIRED tr PAGE 4.3 Walker and Martin Property COMPARABLE LAND SALES MAP - PART TO BE ACQUIRED Sales Comparison Approach — Part to be Acquired L ir PAGE 4.4 Walker and Martin Property Sales Comparison Approach — Part to be Acquired ffi ffi ffi Subject Comp No. 9 Comp No. 10 Comp No: 11 Comp No. 12 Grantor Amazing Love Min... Nathaniel Cory a... John Thomas and ... Benjamin L. and ... Grantee - Denton Church of... Leif and Janise ... Kerby R. and Gin... William F. Barne... Date of Sale 2/20/2014 1/11/2012 7/18/2013 6/29/2012 2/24/2012 Relative Location Denton Denton Denton Denton Denton Size (Acres) 10.3720 9.521 3.984 2.397 12.260 Size (Square Feet) 451,804 414,735 173,543 104,413 534,046 Sale Price - $180,000 $160,000 $72,500 $215,000 Unit Price Per SF $0.43 $0.92 $0.69 $0.40 Property Rights Financing Condition of Sale Adjusted Price Per SF $0.43 $0.92 $0.69 $0.40 Location Denton 10% 10% 10% Physical Characteristics Size 10.372 acres -10% -10% Utilities All to Site 10% 10% Legal Encumbrances Pipeline -5% -5% -5% -5% Topography /Flood Part. Wooded; None 5% 20% -10% Zoning /Use Potential Residential Total Adjustments 0% 25% -5% 5% Indicated Unit Value $0.43 $1.15 $0.66 $0.42 Estimated Unit Value $0.75 Estimated Value by Sales Comparison Approach ..................................................................... ............................... $338,853 ANALYSIS AND ADJUSTMENT OF SALES — PART TO BE ACQUIRED The research in the market included property that has sold in addition to property listed for sale. Four land sales were selected for direct comparison and adjusted accordingly. Before adjustment for physical characteristics of each comparable are made, the sales are adjusted for real property rights conveyed, financing terms, condition of sale and time (market conditions). In this appraisal, we have not made a specific adjustment for changing market conditions, but we have tempered our reconciliation and conclusions in light of current market conditions. The above adjustments are applied to arrive at an adjusted price before the following adjustments: Land Sale 9 is considered superior with respect to legal encumbrances due to the pipeline easement traversing the part acquired site. A downward adjustment was made. In addition, Land Sale No. 9 is considered inferior with respect to topography compared to the part to be acquired site due to the sale having inferior tree coverage. An upward adjustment was made. Land Sale 10 is considered inferior with respect to location due to the site being located in a more rural area compared to the part to be acquired site. An upward adjustment was made. Land Sale No. 10 is considered smaller than the part to be acquired site. Typically an inverse relationship expected between total and unit price. Therefore, a downward adjustment was made. Land Sale No. 10 has inferior utility access as the site lacks access to public water and sewer. An upward adjustment was made. Land Sale No. 10 is considered superior with respect to legal encumbrances due to the pipeline easement traversing the part acquired site. A PAGE 4.5 ii'r Walker and Martin Property Land Value — Part to be Acquired downward adjustment was made. The site is considered inferior with respect to topography as approximately 40% of the site is located within the 100 -year floodplain. An upward adjustment was made. However, this adjustment was tempered due to the site having superior tree coverage compared to the part to be acquired site. Land Sale 11 is considered inferior with respect to location due to the site being located in a more rural area compared to the part to be acquired site. An upward adjustment was made. Land Sale No. 11 is considered smaller than the part to be acquired site. Typically an inverse relationship expected between total and unit price. Therefore, a downward adjustment was made. Land Sale No. 11 has inferior utility access as the site lacks access to public water and sewer. An upward adjustment was made. Land Sale No. 11 is considered superior with respect to legal encumbrances due to the pipeline easement traversing the part acquired site. A downward adjustment was made. The site is considered superior with respect to topography because it has superior tree coverage. A downward adjustment was made. Land Sale 12 is considered inferior with respect to location due to the site being located in a more rural area compared to the part to be acquired site. An upward adjustment was made. In addition, Land Sale No. 12 is considered superior with respect to legal encumbrances due to the pipeline easement traversing the part acquired site. A downward adjustment was made. LAND VALUE - PART TO BE ACQUIRED Based on the preceding analysis and adjustments, the comparable sales provide a range of value indications from $0.42 to $1.15 per SF with an average of $0.67 per SF. Similar weight was given to all four sales; therefore, it is our opinion that the applicable unit value is $0.75 per SF. This results in a concluded property value for the Part to be Acquired as follows: Size of Land Area Acquisition Unit Value Value Rounded Substation Site 451,804 SF @ $0.75 / SF $338,853 $338,853 Total Land Value - Part Acquired $338,853 PAGE 4.6 irrr Walker and Martin Property REMAINDER BEFORE Remainder Before The value of the remainder before the acquisition is found by subtracting the value of the part to be acquired from the value of the whole property. The remaining property before the acquisition is sometimes referred to as the "residue." The total value of the part to be acquired equals $338,853 as indicated from page 4. The value of the whole property was estimated at $2,980,318, indicating a residual value or Remainder Before value of $2,641,465. Whole Property Value Less: Part To Be Acquired $2,980,318 $338,853 Equals: Remainder Before Value $2,641,465 PAGE 4.7 L " Walker and Martin Property REMAINDER AFTER ANALYSIS Remainder After Analysis The value of the remainder after the acquisition is an estimate of the market value taking into consideration the effect that the proposed easement or right -of -way will have on the remainder. This valuation is based upon a new site analysis, highest and best use analysis, as well as the consideration of the three approaches to value. Damages or benefits to the remainder are found by subtracting the value of the remainder after the acquisition from the value of the remainder before the acquisition. If positive, damages exist. Likewise, if the figure is negative, benefits are present (enhancement). PROPERTY DESCRIPTION — REMAINDER AFTER The size of the remainder property is calculated as the whole property less any fee simple acquisitions. Based on this calculation the remainder contains 86.905 acres, or 3,785,582 square feet. The land areas in the remainder are indicated as follows: Remainder Property Tract 1 313,318 SF 7.193 Acres Tract 2 3,472,264 SF 79.712 Acres Total Remainder Property 3,785,582 SF 86.905 Acres The remainder property will be very similar to the whole property before the acquisition, as illustrated below. After the acquisition, the remainder tracts will be generally rectangular in shape. The size of Tract 1 is not altered by the proposed acquisition. However, Tract 2 will be slightly smaller after the acquisition, containing approximately 79.712 acres, or 3,472,264 square feet. In addition, the property will lie adjacent to the expanded substation. ®rr, Pace 5.1 Walker and Martin Property HIGHEST AND BEST USE - REMAINDER AFTER Highest And Best Use - Remainder After The highest and best use of the remainder after the acquisition is the same as that of the remainder with the part to be acquired. After the acquisition, the remainder will be similar as the whole property, except that it will be slightly smaller with 86.905 acres. There are no major building improvements bisected or within the proposed area of the acquisition. In addition, the proposed acquisition does not impact the functional utility of the site. Based upon the presence of the existing substation and market data, it is the appraisers' opinion that there are no damages to the remainder property. Because there is no impact to the improvements, we conclude that the highest and best use of the remainder after the acquisition is the same as that of the whole property. No damages to the remainder result from the proposed acquisition. PAGE 5.2 Irrr Walker and Martin Property LAND VALUATION - REMAINDER PROPERTY Land Valuation - Remainder Property The remainder land is 451,804 or 10.372 smaller than in the whole property. The differences between the whole property land and the remainder property land do not warrant a new comparable set for valuation of the remainder. The land sales presented for analysis of the tracts within the whole property land would be applicable to the remainder property land. In addition, the adjustments for the whole property land are similar to the remainder property land. For a recompilation of the data pertaining to the valuation of the whole, reference is made to the sale data sheets and explanation of adjustments presented in Section 3. SALES COMPARISON APPROACH — LAND REMAINDER AFTER Tract 1: The comparables' adjusted prices range from $1.42 to $6.50 per SF with an average of $3.30 per SF. Therefore, the appraisers have concluded a unit value of $3.25 per SF for the subject. This indicates a remainder value for Tract 1 of: Tract 1 $3.25 / SF @ 313,318 SF $1,018,284 Whole Land Total: $1,018,284 Tract 2: The comparables' adjusted prices range from $0.19 to $0.59 per SF with an average of $0.42 per SF. Therefore, the appraisers have concluded a unit value of $0.50 per SF for the subject. This indicates a remainder value for Tract 2 of: Tract $0.50 / SF @ 3,472,264 SF $1,736,132 Whole Land Total: $1,736,132 Whole Property: Combining the remainder values found above for the two tracts indicates a remainder value for the whole property of: Tract 1 $3.25 / SF @ 313,318 SF $1,018,284 Tract $0.50 / SF @ 3,472,264 SF $1,736,132 Whole Land Total: $2,754,416 Lir PAGE 5.3 Walker and Martin Property RECONCILIATION AND CONCLUSION OF VALUE Reconciliation and Conclusion of Value Reconciliation involves the analysis of alternative value indications to determine a final value conclusion. The appraisal of real estate typically employs three traditional valuation methods: the Sales Comparison Approach, the Cost Approach, and the Income Approach. In this case, in the remainder the subject improvements are removed and the remainder is considered vacant land. As such, the valuation of the remainder property is limited to the Sales Comparison Approach for land. The values indicated by the applicable approaches are as follows: Cost Approach Sales Comparison Approach (Land Only) Income Capitalization Approach CONCLUSION OF VALUE N/A $2,754,416 N/A Based on the analyses and conclusions in the accompanying report, and subject to the definitions, assumptions, and limiting conditions expressed herein, it is our opinion that the market value as of 2/20/2014, is: $2,754,416. The following breakdown of the subject follows. Contributory Value of Improvements (Itemized) $0 Tract 313,318 SF @ $3.25 / SF $1,018,284 Tract 3,472,264 SF @ $0.50 / SF $1,736,132 Reconciled Final Value $2,754,416 PAGE 5.4 irr'r Walker and Martin Property CONCLUSION AND COMPENSATION SUMMARY Conclusion and Compensation Summary The previous data has been considered for an indication of permanent damages or enhancements to the subject property. Typically, enhancements to the Remainder After property are applied to off -set damages to the Remainder After property. However, enhancements do not off -set compensation for the Part to be Acquired. Based on the analysis and conclusions in this report, and subject to the definitions, assumptions, and limiting conditions expressed herein, it is our opinion that the compensation for the acquisition of the herein described property as of 2/20/2014, is calculated as follows: Whole Property Value ................................................................... ............................... $2,980,318 PartTo Be Acquired ................................................................................................ ............................... $338,853 Remainder Before the Acquisition ................................................ ............................... $2,641,465 Remainder After the Acquisition .................................................. ............................... $2,754,416 Damages (or Enhancements') ................................................................................. ............................... - $112,951 Total Compensation $338,853 It should be noted that the value of the remainder after is larger than the value of the remainder before. However, it is not the appraiser's opinion that the subject is enhanced by the proposed project. Since a higher unit value was applied to the part acquired, the remainder before value is lower than it would have been if $0.50 per SF had been applied to the part acquired. Thus, an additional $112,951 [($0.75- $0.50) x 451,804 SF] was allocated to the part acquired. Had the appraisers utilized the value of the whole property ($0.50 /SF) for the part acquired, no damages or enhancements would be indicated. In addition, in the State of Texas, enhancements cannot offset compensation for the part acquired. As such, the total compensation in this case is equal to the compensation for the part acquired. PAGE 6.1 0.r" Walker and Martin Property ADDENDUM A Certification Qualifications of Appraiser(s) Assumptions and Limiting Conditions ADDENDUM A Lr i PAGE A.1 Walker and Martin Property ADDENDUM A CERTIFICATION We certify that, to the best of our knowledge and belief: 1. The statements of fact contained in this report are true and correct. 2. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are our personal, impartial, and unbiased professional analyses, opinions, and conclusions. 3. We have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved. 4. We have no bias with respect to the property that is the subject of this report or the parties involved with this assignment. S. Our engagement in this assignment was not contingent upon developing or reporting predetermined results. 6. Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. 7. Our analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute, and the Uniform Standards of Professional Appraisal Practice (USPAP). 8. Allison Whitehead made a personal inspection of the property that is the subject of this report on 2/20/2014. Gregory B. Cook, SR /WA made a personal inspection of the property at a later date. 9. No one provided significant real property appraisal assistance to the person(s) signing this certification. 10. This appraisal is not based on a requested minimum valuation, a specific valuation, or the approval of a loan. 11. We have not relied on unsupported conclusions relating to characteristics such as race, color, religion, national origin, gender, marital status, familial status, age, receipt of public assistance income, handicap, or an unsupported conclusion that homogeneity of such characteristics is necessary to maximize value. 12. It is our opinion that the subject does not include any enhancement in value as a result of any natural, cultural, recreational or scientific influences retrospective or prospective. 13. We have experience in appraising properties similar to the subject and are in compliance with the Competency Rule of USPAP. 14. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. 15. The Houston Integra Realty Resources office previously appraised the property that is the subject of this report for another client within the three -year period immediately preceding acceptance of this assignment. Integra Realty Resources DFW has not previously appraised this property within the three -year period immediately preceding acceptance of this assignment. 16. As of the date of this report, Gregory B. Cook, SR /WA, has completed the Standards and Ethics Education Requirement of the Appraisal Institute for Associate Members. „ Gregory B. Cook, SR/WA, Senior Managing Director Allison Whitehead, Analyst Certified General Real Estate Appraiser General Real Estate Appraiser Trainee Certificate # TX- 1329987 Certificate # TX- 1340037 - Trainee PAGE A.2 LIir Walker and Martin Property .r Integra Realty Resources a W)A/ Experience 930 %A e:t Fir t streO Suite 40Ci Senior Managing Director forthe Fort Worth office of Integra Realty Resources DFW, LLP, a full service Fort v,,orth, TX 761.132 real estate consulting and valuation firm. Mr. Cook has been an appraiser of all types of real property since January 1995 including, but not limited to, shopping centers, apartment complexes, industrial facilities, automobile race track, raw and developed land, office complexes, cemeteries, and mixed use I. 817 - 332.5522 developments. Mr. Cook has testified in a number of Special Commissioner's hearings as an expert on F ''- `- 33&1621 real estate value. Mr. Cook was employed as a staff appraiser for Sherwood & Associates upon graduation from Texas A &M University. He then became employed by Appraisal Data Services, Inc. r.eurn upon the merger of Sherwood & Associates and Loughry Appraisal Co., Inc. in 1996. Later, Appraisal Data Services merged with Lambis Consulting toform Integra Realty Resources DFW, LLP. Professional Activities & Affiliations International Right -of -Way Chapter 36 IRWA Director 2011 Chapter 36 IRWA President 2010 -2011 Chapter 36 IRWA Vice President 2009 Chapter 36 IRWA Treasurer 2008 Chapter 36IRWA Secretary 2007 Chapter 36IRWA Professional of the Ye a r Awa rd 2007 Chapter 36 IRWA Education Co- Chair, Region 2, IRWA 2008 Agent Region II 2010 Appraisal Institute - Associate Member Lead ershipAdvi sory Council formerlythe Young Advisory, Council of the Appraisal Institute Society of TexasA &M Real Estate Professionals Texas A &M Letterman's Association Fort Worth Business Press Award 40 Under40 Honoree 2009 Licenses Texas, Certified General Real Estate Appraiser, TX- 1329987 -G, Expires March 2015 Oklahoma, Certified General Real Estate Appraiser, 12946CGA, Expires March 2015 Education Bachelor of Science TexasA &M University, College Station, Texas 1993 Master of Agriculture, Specializing in Land Economics & Real Estate Texas A &M University, College Station, Texas 1994 Successfully completed numerous real estate related courses and seminars sponsored by the Appraisal Institute, the International Right -of -Way Association, and others. I r gcoo 1rr. corn - 17- 332 -S522 H 208 ADDENDUM A Lir PAGE A.3 Walker and Martin Property Gregory B. Integra fealty Resources Cook, tkt� I Experience 9307 t'tirest First Street Senior Managing Director for the Fort Worth office of Integra Realty Resources DFW, LLP, a full Suite 40107 Fort ttVurth, TX 761012 service real estate consulting and valuation firm. Mr. Cook has been an appraiser of all types of real property since January 1995 including, but not limited to, shopping centers, apartment complexes, industrial facilities, automobile race track, raw and developed land, office complexes, cemeteries, T 817.332.5522 and mixed use developments. Mr. Cook has testified in a number of Special Commissioner's F 3173361621 hearings as an expert on real estate value. Mr. Cook was employed as a staff appraiser for Sherwood & Associates upon graduation from Texas A &M University. He then became employed rr.com by Appraisal Data Services, Inc. upon the merger of Sherwood & Associates and Loughry Appraisal Co., Inc. in 1996. Later, Appraisal Data Services merged with Lambis Consulting to form Integra Realty Resources DFW, LLP. Professional Activities & Affiliations International Right -of -Way Designated Senior Right -of -W ay Ag e n t (SR/WA) Chapter 361RWADirector 2011 Chapter 361RWAPresident 2010 -2011 Chapter 361RWAVice President 2009 Chapter 361RWA Treasurer 2009 Chapter 361RWASecretary 2007 Chapter 36 I RW A Professional of t h e Ye a r Awa rd 2007 Chapter 361RWAEducation Co- Chair, Region 2,IRWA 2008 Agent Region II 2010 Appraisal Institute- Associate Member Leadership Advisory Council formerly the Young Advisory, Council of the Appraisal Institute Society of TexasA &M Real Estate Professionals TexasA &M Letterman's Association Fort Worth Business Press Award 40 Under 40 Honoree 2009 Licenses Texas, Certified General Real Estate Appraiser, TX- 1329987 -6, Expires March 2015 Oklahoma, Certified General Real Estate Appraiser,12946CGA, Expires March 2015 Education Master of Agriculture, Specializing in Land Economics & Real Estate, Texas A &M University, College Station, Texas 1994 Bachelor of Science Texas A &M University, College Station, Texas 1993 Successfully completed numerous real estate related coursesand seminars sponsored bythe Appraisal Institute,the International Right -of -Way Association, and others. Irr. gcook@irr.com • 817.332.5522 x208 ADDENDUM A Lr ir PAGE A.4 Walker and Martin Property Texao Zfppraior litens;inq anb Certifitation Jharb P.O. Box 12188 Austin, Texas 7871 1 -21 88 Certified General Real Estate Appraiser Number: TX 1329987 G Issued: 03121/2013 Expires: 03131/2015 Appraiser: GREGORY BRUCE COOK Having provided satisfactory evidence of the qualifications required by the Texas Appraiser Licensing and Certification Act, Texas Occupations Code, Chapter 1103, is authorized to use this title, Certified General Real Estate Appraiser. ogles E. t31d iatrrn Cammissioner ADDENDUM A j PAGE A.5 Lr ir I Walker and Martin Property II Whitehead Integra Realty Resources !PA( Experience 930 NetFlr`:c St.ree'p' Suite tail Ms. Whitehead is an analyst for the Fort Worth office of Integra Realty Resources DFW, LLP, a full F,rVeort h, 1X763.02 service real estate consulting and appraisal firm. Ms. Whitehead joined IRR, DFW as an intern in May 2009 and accepted an analyst position upon graduating with her graduate degree from Texas A &M University in December 2010. T 817- 352 -5522 F 81.7- :33&1.621, Ms. Whitehead has assisted in valuation and consulting services on various property types working extensively on eminent domain assignments. 11T.COM Professional Activities & Affiliations International Right of Way Association, Member Fort Worth Chamber of Commerce Greater Fort Worth Real Estate Council (GFWREC), Young Leaders Council Society of TexasA &M Real Estate Professionals, Member(STAMREP) The Junior League of Fort Worth Appraisal Institute, Central Texas Chapter Licenses Texas, Real Estate Appraiser Trainee, Tx- 1340037 Trainee, Expires December 2015 Education Bachelor of Business Administration in Marketing TexasA &M University, College Station, Texas 2008 Master of Real Estate TexasA &M University, College Station, Texas 2010 Master's Degree Coursework • Real Property Valuation • Real Property Finance and Analysis • Financing Real Estate Investments * Commercial Real Estate Law • Real Estate Development Analysis • Real Property GIS Applications • Land Economics * Analysis of Moneyand Capital Markets • Negotiations Additional Appraisal Institute Courses * Standards of Professional Appraisal Practice (USPAP) • General Appraiser Site Valuation and Cost Approach s t owhitehaad@irr.com - 817 - 337.5522 x 224 ADDENDUM A Lr i PAGE A.6 Walker and Martin Property Texa,q Iff"prai0er licenoing anb Certification -j6oarb 0-ok-V P.O. Box 12188 Austin, Texas 78711-2188 Appraiser Trainee Authorization* TX 1340037 Trainee I. D. Number: 999923727 Issued: 12/1312013 Expires: 12131/2016 Trainee: ALLISON CHRISTINE WHITEHEAD Sponsor: GREGORY BRUCE COOK Certification* TX 1329987 C L D. Number: 881140634 The Texas Appraiser Licensing and Certification Board authorizes the named person to act as an Appraiser Trainee under the sponsorship of the certified appraiser noted above, pursuant to Texas Oco. Code, Chapter n 03 Appraiser Trainee may perform appraisals only under the direct supervision of the Trainee's sponsoring appraiser(s) who signs the report and is responsible for the conduct of the Appraiser Trainee. An Appraiser Trainee may be sponsored by one or more certified appraisers. ADDENDUM A ugls:E, Old i,,n Commissioner j PAGE A.7 Lr ir I Walker and Martin Property ASSUMPTIONS AND LIMITING CONDITIONS In conducting this appraisal, we have assumed, except as otherwise noted in our report, as follows: ADDENDUM A 1. The title is marketable and free and clear of all liens, encumbrances, encroachments, easements and restrictions. The property is under responsible ownership and competent management and is available for its highest and best use. 2. There are no existing judgments or pending or threatened litigation that could affect the value of the property. 3. There are no hidden or undisclosed conditions of the land or of the improvements that would render the property more or less valuable. Furthermore, there is no asbestos in the property. 4. The property is in compliance with all applicable building, environmental, zoning, and other federal, state and local laws, regulations and codes. 5. The information furnished by others is believed to be reliable, but no warranty is given for its accuracy. Our appraisal report is subject to the following limiting conditions, except as otherwise noted in our report: 1. An appraisal is inherently subjective and represents our opinion as to the value of the property appraised. 2. The conclusions stated in our appraisal apply only as of the effective date of the appraisal, and no representation is made as to the affect of subsequent events. 3. No changes in any federal, state or local laws, regulations or codes (including, without limitation, the Internal Revenue Code) are anticipated. 4. No environmental impact studies were either requested or made in conjunction with this appraisal, and we reserve the right to revise or rescind any of the value opinions based upon any subsequent environmental impact studies. If any environmental impact statement is required by law, the appraisal assumes that such statement will be favorable and will be approved by the appropriate regulatory bodies. 5. We are not required to give testimony or to be in attendance in court or any government or other hearing with reference to the property without written contractual arrangements having been made relative to such additional employment. 6. We have made no survey of the property and assume no responsibility in connection with such matters. Any sketch or survey of the property included in this report is for illustrative purposes only and should not be considered to be scaled accurately for size. The appraisal covers the property as described in this report, and the areas and dimensions set forth are assumed to be correct. 7. No opinion is expressed as to the value of subsurface oil, gas or mineral rights, if any, and we have assumed that the property is not subject to surface entry for the exploration or removal of such materials, unless otherwise noted in our appraisal. 8. We accept no responsibility for considerations requiring expertise in other fields. Such considerations include, but are not limited to, legal descriptions and other legal matters, geologic considerations, such as soils and seismic stability, and civil, mechanical, electrical, structural and other engineering and environmental matters. 9. The distribution of the total valuation in this report between land and improvements applies only under the reported highest and best use of the property. The allocations of value for land and improvements must not be used in conjunction with any other appraisal and are invalid if so used. This appraisal report shall be considered only in its entirety. No part of this appraisal report shall be utilized separately or out of context. 10. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraisers, or any reference to the Appraisal Institute) shall be disseminated through advertising media, public relations media, news media or any other means of communication (including without limitation prospectuses, private offering memoranda and other offering material provided to prospective investors) without prior written consent from Integra Realty Resources. 11. Information, estimates and opinions contained in this report, obtained from sources outside of the office of the undersigned, are assumed to be reliable and have not been independently verified. Lir PAGE A.8 Walker and Martin Property ADDENDUM A 12. Any income and expense estimates contained in this appraisal report are used only for the purpose of estimating value and do not constitute predictions of future operating results. 13. If the property is subject to one or more leases, any estimate of residual value contained in the appraisal may be particularly affected by significant changes in the condition of the economy, of the real estate industry, or of the appraised property at the time these leases expire or otherwise terminate. 14. No consideration has been given to personal property located on the premises or to the cost of moving or relocating such personal property; only the real property has been considered. 15. The current purchasing power of the dollar is the basis for the value stated in our appraisal; we have assumed that no extreme fluctuations in economic cycles will occur. 16. The value found herein is subject to these and to any other assumptions or conditions set forth in the body of this report but which may have been omitted from this list of Assumptions and Limiting Conditions. 17. The analyses contained in this report necessarily incorporate numerous estimates and assumptions regarding property performance, general and local business and economic conditions, the absence of material changes in the competitive environment and other matters. Some estimates or assumptions, however, inevitably will not materialize, and unanticipated events and circumstances may occur; therefore, actual results achieved during the period covered by our analysis will vary from our estimates, and the variations may be material. 18. The Americans with Disabilities Act (ADA) became effective January 26, 1992. We have not made a specific survey or analysis of the property to determine whether the physical aspects of the improvements meet the ADA accessibility guidelines. We claim no expertise in ADA issues, and render no opinion regarding compliance of the subject with ADA regulations. Inasmuch as compliance matches each owner's financial ability with the cost to cure the non - conforming physical characteristics of a property, a specific study of both the owner's financial ability and the cost to cure any deficiencies would be needed for the Department of Justice to determine compliance. 19. The appraisal report is prepared for the exclusive benefit of the Client, its subsidiaries and /or affiliates. It may not be used or relied upon by any other party. All parties who use or rely upon any information in the report without our written consent do so at their own risk. 20. No studies have been provided to us indicating the presence or absence of hazardous materials on the subject property or in the improvements, and our valuation is predicated upon the assumption that the subject property is free and clear of any environment hazards including, without limitation, hazardous wastes, toxic substances and mold. No representations or warranties are made regarding the environmental condition of the subject property. Integra Realty Resources - LocalOffice, Integra Realty Resources, Inc., Integra Strategic Ventures, Inc. and /or any of their respective officers, owners, managers, directors, agents, subcontractors or employees (the "Integra Parties "), shall not be responsible for any such environmental conditions that do exist or for any engineering or testing that might be required to discover whether such conditions exist. Because we are not experts in the field of environmental conditions, the appraisal report cannot be considered as an environmental assessment of the subject property. 21. The persons signing the report may have reviewed available flood maps and may have noted in the appraisal report whether the subject property is located in an identified Special Flood Hazard Area. We are not qualified to detect such areas and therefore do not guarantee such determinations. The presence of flood plain areas and /or wetlands may affect the value of the property, and the value conclusion is predicated on the assumption that wetlands are non - existent or minimal. 22. Neither Integra Realty Resources - DFW nor the appraisers named in this report are a building or environmental inspector(s). These parties do not guarantee that the subject property is free of defects or environmental problems. Mold may be present in the subject property and a professional inspection is recommended. 22. The appraisal report and value conclusions for an appraisal assume the satisfactory completion of construction, repairs or alterations in a workmanlike manner. 23. If condemnation proceedings become necessary, this appraiser will testify to an updated opinion reflecting the value of the whole property, the part to be acquired, the value of the entire remainder prior to the acquisition and the value of the entire remainder after the acquisition, reflecting any change in the size or character of the land and /or changes in number and /or conditions of the improvements located thereon. Lir PAGE A.9 Walker and Martin Property ADDENDUM A Integra Realty Resources, Inc. Corporate Profile Integra Realty Resources, Inc. offers the most comprehensive property valuation and counseling coverage in the United States with 62 independently owned and operated offices in 34 states and the Caribbean. Integra was created for the purpose of combining the intimate knowledge of well - established local firms with the powerful resources and capabilities of a national company. Integra offers integrated technology, national data and information systems, as well as standardized valuation models and report formats for ease of client review and analysis. Integra's local offices have an average of 25 years of service in the local market, and all but one are headed by a Senior Managing Director who is an MAI member of the Appraisal Institute. A listing of IRR's local offices and their Managing Directors follows: ATLANTA, GA - Sherry L. Watkins., MAI, FRICS AUSTIN, TX- Randy A. Williams, MAI, SR /WA, FRICS BALTIMORE, MD - G. Edward Kerr, MAI, MRICS BIRMINGHAM, AL - Rusty Rich, MAI, MRICS BOISE, ID - Bradford T. Knipe, MAI, ARA, CCIM, CRE, FRICS BOSTON, MA - David L. Cary, Jr., MAI, MRICS CHARLESTON, SC- Cleveland "Bud" Wright Jr., MAI CHARLOTTE, NC- Fitzhugh L. Stout MAI, CRE, FRICS CHICAGO, IL - Eric L. Enloe, MAI, FRICS CINCINNATI, OH - Gary S. Wright MAI, FRICS, SRA CLEVELAND, OH - Douglas P. Sloan, MAI COLUMBIA, SC - Michael B. Dodds, MAI, CCIM COLUMBUS, OH - Bruce A. Daubner, MAI, FRICS DALLAS, TX - Mark R. Lamb, MAI, CPA, FRICS DAYTON, OH - Gary S. Wright MAI, FRICS, SRA DENVER, CO - Brad A. Weiman, MAI, FRICS DETROIT, MI - Anthony Sonna, MAI, CRE, FRICS FORT WORTH, TX -Gregory B. Cook, SR /WA GREENSBORO, NC- Nancy Tritt MAI, SRA, FRICS GREENVILLE, SC- Michael B. Dodds, MAI, CCIM HARTFORD, CT - Mark F. Bates, MAI, CRE, FRICS HOUSTON, TX - David R. Dominy, MAI, CRE, FRICS INDIANAPOLIS, IN - Michael C. Lady, MAI, SRA, CCIM, FRICS JACKSON, MS - J. Walter Allen, MAI, FRICS JACKSONVILLE, FL - Robert Crenshaw, MAI, FRICS KANSAS CITY, MO /KS - Kenneth Joggers, MAI, FRICS LAS VEGAS, NV- Charles E. Jack IV, MAI LOS ANGELES, CA -John G. Ellis, MAI, CRE, FRICS LOS ANGELES, CA - Matthew J. Swanson, MAI LOUISVILLE, KY- Stacey Nicholas, MAI, MRICS MEMPHIS, TN - J. Walter Allen, MAI, FRICS MIAMI /PALM BEACH, FL - Scott M. Powell, MAI, FRICS MIAMI /PALM BEACH, FL- Anthony M. Graziano, MAI, CRE, FRICS MINNEAPOLIS, MN - Michael F. Amundson, MAI, CCIM, FRICS NAPLES, FL - Carlton J. Lloyd, MAI, FRICS NASHVILLE, TN - R. Paul Perutelli, MAI, SRA, FRICS NEW JERSEY COASTAL - Holvor J. Egeland, MAI NEWJERSEY NORTHERN - Barry J. Krouser, MAI, CRE, FRICS NEW YORK, NY- Raymond T. Cirz, MAI, CRE, FRICS ORANGE COUNTY, CA - Larry D. Webb, MAI, FRICS ORLANDO, FL - Christopher Starkey, MAI, MRICS PHILADELPHIA, PA -Joseph D. Posquarella, MAI, CRE, FRICS PHOENIX, AZ - Walter 'Tres' Winius 111, MAI, FRICS PITTSBURGH, PA - Paul D. Griffith, MAI, CRE, FRICS PORTLAND, OR - Brian A. Glanville, MAI, CRE, FRICS PROVIDENCE, RI - Gerard H. McDonough, MAI, FRICS RALEIGH, NC- Chris R. Morris, MAI, FRICS RICHMOND, VA - Kenneth L. Brown, MAI, CCIM, FRICS SACRAMENTO, CA - Scott Beebe, MAI, FRICS ST. LOUIS, MO - P. Ryan McDonald, MAI, FRICS SALT LAKE CITY, UT- Darrin W. Liddell, MAI, CCIM, FRICS SAN ANTONIO, TX - Mortyn C. Glen, MAI, CRE, FRICS SAN DIEGO, CA - Jeff A. Greenwald, MAI, SRA, FRICS SAN FRANCISCO, CA - Jan Kleczewski, MAI, FRICS SARASOTA, FL - Carlton J. Lloyd, MAI, FRICS SAVANNAH, GA - J. Carl Schultz, Jr., MAI, FRICS, CRE, SRA SEATTLE, WA -Allen N. Safer, MAI, MRICS SYRACUSE, NY- William J. Kimball, MAI, FRICS TAMPA, FL - Bradford L. Johnson, MAI, MRICS TULSA, OK- Robert E. Gray, MAI, FRICS WASHINGTON, DC - Patrick C. Kerr, MAI, SRA, FRICS WILMINGTON, DE - Douglas L. Nickel, MAI, FRICS CARIBBEAN /CAYMAN ISLANDS - James Andrews, MAI, FRICS Lir PAGE A.10 Corporate Office 1133 Avenue of the Americas, 27th Floor, New York, New York 10036 Telephone: (212) 255 -7858; Fax: (646) 424 -1869; E -mail info @irr.com Website: www.irr.com Texas Offices Austin, TX Dallas, TX Fort Worth, TX Houston, TX San Antonio, TX 11675 Jollyville Road 700 E. Campbell Rd 930 West First Street 5 Riverway Drive 115 East Travis St. Suite 205 Suite 265 Suite 400 Suite 200 Suite 616 Austin, TX 78759 Richardson, TX 75081 Fort Worth, TX 76102 Houston, TX 77056 San Antonio, TX 78205 Phone: 512-459-3440 Phone: 972-960-1222 Phone: 817-332-5522 Phone: 713-243-3333 Phone: 210-225-7700 Fax: 512-459-4423 Fax: 972-960-2922 Fax: 817-336-1621 Fax: 713-827-8522 Fax: 210-225-6800 Lir PAGE A.10 Walker and Martin Property ADDENDUM B Definitions ADDENDUM B PAGE B.1 Lir Walker and Martin Property DEFINITIONS ADDENDUM B Unless otherwise noted, these definitions have been extracted, solely or in combination, from definitions and descriptions printed in: Uniform Standards of Professional Appraisal Practice, 2014 -2015 Edition, Washington, D.C.: The Appraisal Foundation, 2013 (USPAP) ■ The Dictionary of Real Estate Appraisal, Fifth Edition, Chicago, IL: Appraisal Institute, 2010 (Dictionary) ■ The Appraisal of Real Estate, Fourteenth Edition, Chicago, IL: Appraisal Institute, 2013 (Appraisal of Real Estate) Accrued Depreciation The difference between the reproduction or replacement cost of the improvement cost of the improvements and Lir PAGE B.2 the market value of the improvements. (Dictionary) Appraisal (noun) the act or process of developing an opinion of value; an opinion of value. (adjective) of or pertaining to appraising and related functions such as appraisal practice or appraisal services. Comment: An appraisal must be numerically expressed as a specific amount, as a range of numbers, or as a relationship (e.g., not more than, not less than) to a previous value opinion or numerical benchmark (e.g., assessed value, collateral value). (USPAP) Assignment A valuation service provided as a consequence of an agreement between an appraiser and a client. (Dictionary) Compensable Damages Damages for which a condemnor is legally required to compensate the owner or tenant of the property that is being wholly or partially condemned. In most jurisdictions, physical invasion of the property by a condemning authority or the taking of some property right must occur before damages are considered compensable. (Dictionary) Community Damages Damages resulting from a public project that are borne by the "community" at large and which are not specific to singular properties (special damages). These damages include loss of visibility, diversion of traffic, circuitous access and construction inconvenience. State v. Schmidt, 867S.W.2d 769 (Tex. 1993) Easement Interest An interest in real property that transfers use, but not ownership, of a portion of an owner's property. (Appraisal of Real Estate, pg. 74) Effective Date The date on which the analyses, opinions, and advice in an appraisal, review, or consulting service apply. (Dictionary) Entrepreneurial Profit A market - derived figure that represents the amount an entrepreneur receives for his or her contribution to a project and risk; the difference between the total cost of a property (cost of development) and its market value (property value after completion), which represents the entrepreneur's compensation for the risk and expertise associated with development. (Dictionary) Exposure Time The estimated length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal; a retrospective estimate based on analysis of past events assuming a competitive and open market... (Dictionary) Fee Simple Estate Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat. (Dictionary) Ground Lease A lease that grants the right to use and occupy land. Improvements made by the ground lessee typically revert to the ground lessor at the end of the lease term. (Dictionary) Highest and Best Use The reasonably probable and legal use of vacant land or an improved property that is physically possible, appropriately supported, financially feasible, and that results in the highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility, and maximum productivity. Alternatively, the probable use of the land or improved property- specific with respect to the user and the timing of the use- that is adequately supported and results in the highest present value. (Dictionary) Intended Use The use or uses of an appraiser's reported appraisal or appraisal review assignment opinions and conclusions, as identified by the appraiser based on communications with the client at the time of the assignment. (USPAP) Intended User The client and any other party as identified, by name or type, as users of the appraisal or appraisal review report by the appraiser on the basis of communication with the client at the time of the assignment. (USPAP) Jurisdictional An assignment condition that voids the force of part or parts of USPAP, when compliance with part or parts of Exception USPAP is contrary to law or public policy applicable to the assignment. (USPAP) Lir PAGE B.2 Walker and Martin Property ADDENDUM B Legally Nonconforming A use that was lawfully established and maintained, but no longer conforms to the use regulations of the current Use zoning in the zone where it is located. (Dictionary) Leased Fee Interest A freehold (ownership interest) where the possessory interest has been granted to another party by creation of a contractual landlord- tenant relationship. (Dictionary) Leasehold Interest The tenant's possessory interest created by a lease. (Dictionary) Market Value Market Value is defined by City of Austin v. Cannizzo, 267 S.W. 2d 808 (Tex 1954) as being: "The price the property would bring when offered for sale by one who desires to sell, but is not obliged to sell, and is bought by one who desires to buy, but is under no necessity of buying, taking into consideration all of the uses to which it is reasonably adaptable and for which it either is, or in all reasonable probability, will become available within the reasonable future." Market Value is defined by the Dictionary as follows: "The most probably price, as of a specific date, in cash, or in terms equivalent to cash, or in other precisely reveal terms, for which the specified property rights should sell after reasonable exposure in a competitive market under all conditions requisite to a fair sale, with the buyer and seller each acting prudently, knowledgeably, and for self- interest, and assuming that neither is under undue duress." Market Value is defined by USPAP as: "A type of value, stated as an opinion, that presumes the transfer of a property (i.e., a right of ownership or bundle of such rights), as of a certain date, under specific conditions set forth in the definition of the term identified by the appraiser as applicable in an appraisal." USPAP also requires the following be identified: ■ Identification of the specific property rights being appraised. ■ Statement of the effective date of value. ■ Specification as to whether cash, terms equivalent to cash, or other precisely described financing terms are assumed. ■ Upon what conditions the terms are based, including interest rates being above or below market, other incentives, and their affect on value. Federal agencies mandate different definitions of Market Value. Marketing Time An estimate of the amount of time it might take to sell an interest in real property at its estimated market value during the period immediately after the effective date of the appraisal... (Dictionary) Partial Taking The taking of part of any real property interest for public use under the power of eminent domain; requires the payment of just compensation. (Dictionary) Price The amount asked, offered, or paid for a property. Comment: Once stated, price is a fact, whether it is publicly disclosed or retained in private. Because of the financial capabilities, motivations, or special interests of a given buyer or seller, the price paid for a property may or may not have any relation to the value that might be ascribed to that property by others. (USPAP) Real Property All interests, benefits, and rights inherent in the ownership of physical real estate; the bundle of rights with which the ownership of the real estate is endowed. (Dictionary) Replacement Cost The estimate cost to construct, at current prices as of the effective appraisal date, a building with utility equivalent to the building being appraised, using modern materials and current standards, design, and layout. (Dictionary) Reproduction Cost The estimated cost to construct, at current prices as of the effective date of the appraisal, an exact duplicate or replica of the building being appraised, using the same materials, construction standards, design, layout, and quality of workmanship and embodying all the deficiencies, superadequacies, and obsolescence of the subject building. (Dictionary) Value The monetary relationship between properties and those who buy, sell, or use the properties. Comment: Value expresses an economic concept. As such, it is never a fact but always an opinion of the worth of a property at a given time in accordance with a specific definition of value. In appraisal practice, value must always be qualified - for example, market value, liquidation value, or investment value. (USPAP) PAGE B.3 Lir Walker and Martin Property ADDENDUM C Project /Survey Maps And Legal Descriptions ADDENDUM C PAGE C.1 I\,.rl , Walker and Martin Property SCHEDOLE 9 COMMENTS; TITLE RESOURCES GLWRANIY COMPANY Gy WP 531001 EFrEcTK CATE,, IIECELWER 1e, 2012 CQUMm Est OATE. ,WhARY a3, 2017.. THE'. FTJLLOMM ff[US ABE BLANKET EASEENI Aida T Y CO MAY NOT EFFECT THE SUDJ €CY PROPERII'. tar:. Eonan, an.sutest by SIM C.EEcuas eno ire Mood GEESUW W LONE STAR awns cosePANY fled May to, 1410. rwaa+rdwd in Ydums. 143, Pege. 254, Called Records. or Demon CeuI Texaa. TOP. E--1 .—veod by EE- GEESUNa sent .me, MYRTLE CEESLNC wta9 to LONE Snit GAS CO PANN fund May 9, 1952'., d In W.— 424, Page 2b4, Card Nwerrda ad Claz aounly. Tres. THE FOLLMNG UEMS Unarm Iniola DO WY Er'EEG'T 5HE 9141AECT PRIPEnrTr Is s"DwN' on Wept. tae. £asor,en.. n L� by 9s6 CEEISUNG end MARY GEESUNC to LANE STAR W cxyup tr' Filed J.. 24, 1915. recordd � Von— Ifl, Pone 765., Recprde of Dan ^.on Co"ky, Tex.e. Loa.. E—nt ea...nal by SIM CEE"UNG to ITUS POWN & LIGHT COMPANY' road pepw..ber 1, 9924, veaard d in Vol— 196, Page 75, aped Recalde ne a-[- a .H' Tsaaa. Ica. Eomamwnt ­.td or LWTY GEEGLING 0131 to 11X}.5 "To & UGHT COMPAlf rind J.. 22. toss. r ,vord 1, W.— 422, poor 499, Deed Rwcaeds .I Darman C—ty,. Tex.., THE POLiaw4NG REMS UU ED BELOW W Nor EPPECT THE SMECT' PRJPUM TO THE am C€ MY K 9ap Eawexwat - Eed 1r� MR$. .ET paTFARF met W LANE STAR CA5 CCMpP3ff Nod Mr;r 27, 1410. Lodad In VOk—i 144, Pogo 412. Dead Record. ae aeolon. opv'b• Tew.a. Ian. Euaw:nenf scecaE. a by SAM GEESUNG W U)NE 5rAA CAS COMPANY swat June 6, Tff23, recarded 'in VON" ley. POW 625, Dead', Racvtda of aatm Cely, Texuo. 4 Eaoinemwt rsr W S CHARLf3 NCVVAwti to TUGS PCw€R & LhAff dalAPAW m" pee mbar i3, x924, recareed lei Volume 445, 9'aga. Be. Deed R—d. of Esor x taanty, Tex... Zak, Eaao-mant eaeps,id by E.£. GEESUNG to LONE SrAR GA9� CDW'Alw filed Jun 12. f42&, r.®rardwd in Vatume 206, Pop. 447, be" Iesamis ad pe.tnn Caw�kr. Tewaa. 1% Eaeonrirt axeamed sy MAY GEES:;TNfe tp TEXkS POWER Jr UOTT co"A.IY rod Ap i7, !437, e -ordWl in VWu1.e 264, peps 296,. pad Record.. of CerA3n county, T.uae 10.1..E a td by D.V. MJssESi. swf W =15 POWER & U141 UoMpAr' pr C" April 17, 1937,,. eecmdd In Valyme 20.5, foss 215, Ce Iam. tow ae.t W_utad by W C.N. WEST me ire. MRS. MCDREa WM to TEXAS Pr{dpER & Mir COMPANY fll;d T.Wrth 23, ip5a, aw-dd - Vpiuenw 3SS. Paget 5986 Cued almonds or Dorf.. Couno 7ea4e- I EwnenwnF n utmd Pry E.E. GEEMW and .ire, MYRTLE G£Estuni. be TEAM pfXP+ER & taGHr COMPANY fib'd sw@mbv 1g,. 19", r orbed m wanne 513.. prime 526, Ewe R-44 of Not- Caanty, Taxes to, Eawn*e.t Wsweted by JANfp es Rlistil:. M" NOXYTEE W TDU4S Pa"a" & LIGHT COMPANY filed Nelbli 21. lass. r rise in Vow— Toa7, Page 909. Dad Rmarda. ad' CWYisb C u.My, Teas. ""I e not], & jYEi'�f1Fk5 9392 cachefbte ab— 394 E, M Wnsa ,voce. sodas i 7i 94G,3a3AT PM $ie,3ad.4eB&N 1 .b .iR,ptwa.ro,a 7 aax3 spenlfan BY TrAalr NXLL AND PEardeE, tlwa. ALL bacens arffwr'a. STATE OF TEXAS COUNTY OF DENTON LEGAL D ESCRIPTION - 10,372 ACRES ADDENDUM C ALL OF THAT CERTAIN LOT, TRACT OR PARCEL OF LAND SITUATED IN THE WORM FORREST SURVEY, ABSTRACT NUMBER 447. DENTON COUNTY. TEXAS, BEING A PORTION OF THAT CERTAIN 97,277 ACRE TRACT CONVEYED TO JOHN POWELL WALKER, atal AS RECORDED IN DOCUMENT NUMBER 93- 003.4125 OF THE REAJ,. PROPERTY RECORDS. DENTON COUNTY, TEXAS, BEING MORE PARTICULARLY DESCRIBEO BY METES AND DOUNO5 AS FOLLOWS: REGINN°NG at a 1/2 inch iron pipe found lying In the aost line of Geealing Rood at a westerly exterior comer of the said Walker tract. some bring the southwest carter of a certain 1,.043 acre tract of tend as cluerbed In deed to Lynell Cawood as recorded In Oocument Number 95 -0 034882 of the said Real Property Records for the noaihwest corner' of file herein described tract, from which a 112, Inch capped Iran rod, found hears North 02741 °52` East. [Record - N 03'1O'Do' E]„ a distance of 135.91 feet [,Record - 135.85 feet] being the northwest career of said 1.043 acre tract; 7l-IENCE South 8753 "22" east, [Record - S 89'54'18" E'J with the common lone of said Walker tract and sold Cowovd tract, passing:. a 3/6 inch iron rod, found being the southeast comer of said Cowood tract at a distance of 336.47 feet [Record - 337.00 feet]., continuing in all a distance of 715,.70 fact to a 5/8 inch copped Iron rod sat and stamped "TNP' for the northeast corner horaof; FHE'.NCESouth 01'56`25' West, a distance of 652.34 feet, to a 5/8 inch capped Iron rod set. and Stamped TNP, for the southeast carrier hereof, some being the northeast corner of o, certain 3-02 acre tract of land as described in deed to Yeas Mun c pal Power Agency as recorded in Vo6ume 5149.., Page 494 of the Deed Records of Denton County, Ttm% from which a 1,/2 iron rod found hao'rs South 48'O5'31" West, [Record - S 46'53'54" Wl] a distance of 45 -07 feet [Record - 45,10 feet] beiirag the most easlorly southeast corner to said 3.02 sere tracts `FILNCE North 98"O7'4fr' West, [Record'. - N 89'59 '49' W] With the common line of sold Walker truck end said 3.02 acre tract a distance of 549,48 fast [Record °- $495 feet], to a 5/8 Inch copped iron rod set and stomped TNR, at an angle point of said Walker tract; THENCE North 38735`05" West, [Record -- N8 40'27'41' W]. continuing with said common line, a distance of 255.79 feet [Record -: 255.01 feet], to a 5/8 inch capped Iran rod set: and stomped INP, berg the northwest earner of the said 3.02 acre trod, some being the westerly southwest Cosner of the WvIkor tract and lying in the east fine of Geasling Rood; Yi•IENCE North 01'56'46' Eosi, [Record': - N OVOO`41' W) along the common Gas of the Wa.:lker' tract and the east line of said Grashng Rood, a clstaneer of 460.75 feet [Record'., -. 459.04 feat]. to the POINT OF BEGINNING and containing 10.372 acre's of [arid more or Lass. I Bearings of lines shown hereon 'refer to Grid North of tea To.. coordinate Syntes of 1448 trth Central Zero; NAla6 OOASOO) Epoch 2aG2.oaI as derived '. locally from western Data Systems ntinuenely aparating Rbf6 mnom Stations Loans) vla Neal Time Klesmatic IATK3 mathods. An average moinstion Factor of p- 9898.599&$ Was used to scale Surface distances tg grid. Anti Coe MlnRt as and atantss shisent are 9r10. N The utili:tims shaA'n.., on this survey are insod upon the awailabla leformativn are "flatd catos" of violets above Vround markings prowlded. by TNP SSW,., ee ratios 3eiely on The ..operation . the various utility companies and any infe,reallo. tan made 6VAU0410- Undmrgreund facilities ro not Won field worif Led. There may be R00171ons1 utilities. that GNP hm9 not been advised Or, SURVEYOR'S CERTIFICATE To: Sohn Powell Walker slat cold Title Resources Guaranty' company The undersigned does hereby certify that a: Survey on F'e'bruary 19. 2043 was anode on the ground of the property IegaWy described hereon prepared by the undersigned and Is correct; the survey correctly shows the location of all buildings, structures and olher improvamente situated on the property, that there ore no visible discrepancies, conflicts, shortages in area, boundary lime conflicts., encroachments, overlopp rig of improvements, easements, or rights• -of-Noy except os shown on the plat herein; that subject property has access to and from pubic roadway: and that the plot herein 4s true, correct and occumte representation of Ills property described herein above. Futhermoro, the undersigned hereby aartlfie -s that he has ca:lculatod the quontity of land or aareago contained within the tract shown on this plot of survey and d..escribed, hereon and certifies that the quantity of land shown hereon is correct. This survey meets the requirements for Category TA, Condition 11 survey as defined by the Texas Sacioty of Rrofessiomal Surveyors Manuel,.. of Practice for Texas Michael B S2urgot, RPLS „:65¢. :LI1.. Texas Registered Professional Land Surveyor ........... .. m. ... . Texas Registration Number 441a MICHAEL B. SZURGOTk 3 'Y tl ano..w =ei..�syw eju�� gym. R... • "'G,°'[ ,— 4:. �..... -. y,] f^�6 2t1 Certfication Date; february 27, 2013 .E S S 11r"LF SURVEY O 10.37!2 ACRES Situated in the M r'tsrrest Survey Abs[. No. 417 Loomed swith n xe CA7 of Denton, SHEET 1 OF 2 Denton Countsr, Texas. L irPA GE C.Z Walker and Martin Property MINT OF —T 0MIMIM VL- 7 f OW54V'r E tnp 9aMw T­ 76M Up 09C FX5 94*.U3A IY7 IKE CEEWNC PROPIERly M=. F 'C P. OCESUNG GA45SAWAY QWM. we 07MELL CAW DOC. NO DOC, NO� 9 -0034W2 97 277 ACRE TRACT .14H4 POWELL WALKER ED t943 ACRE CDC.. NO. 03-0034a25 R,P,RACJ, a MINT OF —T 0MIMIM VL- 7 f OW54V'r E tnp 9aMw T­ 76M Up 09C FX5 94*.U3A IY7 IKE CEEWNC PROPIERly M=. F 'C P. OCESUNG GA45SAWAY QWM. we DOC. NO CALLED 04,Q�* AC —T %V 7 f ,"m tnp 9aMw T­ 76M Up 09C FX5 94*.U3A IY7 'C P. II —T %V teague nail & Perkins ,"m tnp 9aMw T­ 76M 94*.U3A IY7 10.372 ACRES JOHN POWELL WALKER eta] Doe No. 93-OM125 R.PI.D.C.T. 64 LLP DOC No. TO" Pam & LYAff 3003 - .150576 VUL 978 COWAW tf V VC, 3027. m 1W CALLED -ta)X.40, R.PR D,CT. AD RR-R-P-C.1 CALLED 20100 Ac OAUFD 2-430 AC t11 �P �\=As MUNTOPAL POWER cR 1027, K, m A"" A,, V�UED 1424 AC R- POWM'111 AURCY 013 9J RIWR NY TV" NALE AW KAKMO, M- ALL MIGHTS AEMRVE Z. ADDENDUM C WI to WALE NkL oMt: b: - -:A M �OA NN, "4EZ 24 X N 97-2 P ACRE TRACT J" POWELL WALKER 9 1 CM, NO, ®3-0054335 Rb:cl 6 Ki 8 48'05'31' W - 45.07' [5 wiYm- W - 45.1'] rrex TIMU SURVEY OF 10. 3 72 ACRES Situated in the M. Forrest Survey, Abst. No. 417 Located within the City of Denton, SHEET 2 OF 2 Denion County, Texas. ir,r PAGE C.3 I r teague nail & Perkins D111- S.W 3" -7--- tnp 9aMw T­ 76M 94*.U3A IY7 013 9J RIWR NY TV" NALE AW KAKMO, M- ALL MIGHTS AEMRVE Z. ADDENDUM C WI to WALE NkL oMt: b: - -:A M �OA NN, "4EZ 24 X N 97-2 P ACRE TRACT J" POWELL WALKER 9 1 CM, NO, ®3-0054335 Rb:cl 6 Ki 8 48'05'31' W - 45.07' [5 wiYm- W - 45.1'] rrex TIMU SURVEY OF 10. 3 72 ACRES Situated in the M. Forrest Survey, Abst. No. 417 Located within the City of Denton, SHEET 2 OF 2 Denion County, Texas. ir,r PAGE C.3 I r Walker and Martin Property ADDENDUM D Property Information ADDENDUM D PAGE D.1 irrr Walker and Martin Property Denton Central Appraisal District - PropertyDelails Property Details for account 211251 Tax Information The Denton Central Appraisal District is not responsible for the assessment or collection of taxes for this or any other property. If you have a question regarding your tax bill please contact the Denton C X Assessor / Collector General Information Property ID Geograhic ID -- — — — — — — — — — — T — — — — — — — — — — — — — — Legal Description 7777 Fi�u?s t_ TY bl, 9',— D,--­177 14. or 4'a 1, 1 )a, 11,_.(1,,1 1 a k 2) bi k A ......... . ........ . . .................................... .....A..........._.......__._., . .... . . ...... Situs Address ... . ........ . ........... .......... 2 T" — — — — — — — — — — — — — — — — — — — — — — — — --- — — — --- — — — — — — --- — — — --- — — — — — — — — --- i it '04i7 a, 13,fe (al,e1 Abstract/Subdivision -------------------------------- -------------------------------- ------- ent Name . . . . . . . . . . . . . . . . . — — — — — — — — tO?ws�nsreer 7, 7, .................. r NSDame -------- -------- PercentOwnersha --------------_ ._._e_.._..- _a_._---- ..-- -- --- -, ------ ---------------- ---------- ........... . ..... ..... I ...... . Mailing Address ......... .......... ... .. ........ ........................... ........... .. ........................ ... ......... ............... ........ .... . ........... Nw t, ,.ti St N/A ------------ --------------------- - -------------- ------------------------------------ ---------- ------------------------- -- ------------ 1011-11,Fj��:w 0�) ---------- ------- -, ------------------------------- ... � - � - .... ...... -cmt-ty) ,01 w� ),,7.,n f.. un 2013 Certified Values �c�tal Market Values -------------------------- - ---------- ------- —, -------------------------------- --- ------ .......... Agricultural Use Reduction Timber Use R raised----------------------- -------------- - - - - -- ------ — — — — — — — — — — — — — — — — — — — — — — — — — — ------------------------ Assessed Value i =) si,A77--,77 2013 Estimated Taxes () ! 11 from Lll -.r 11 I -y T:h l rtcy s. ding you the official 7&,v 1-J71., Tc) see a I-or -;ca.', prop rty, ADDENDUM D Page I of 3 j D.2 Lr ir I Tax Rate Per Calculated Tax Ceiling Entity Name Taxable Value $100 Taxes Amount 6 I i it C,� I J, 0 0 N/ A 1, 4 1, 8 '_.00 :1,154.:" N/A N/A You receive a� () ! 11 from Lll -.r 11 I -y T:h l rtcy s. ding you the official 7&,v 1-J71., Tc) see a I-or -;ca.', prop rty, ADDENDUM D Page I of 3 j D.2 Lr ir I Walker and Martin Property ADDENDUM D Denton Central Appraisal District - PropertyDetails Page 2 of 3 Th� e. -;1. m j 1 ed I ; y r t� p I r„ d � w i � ('c"k I r nd ,,] [o i I d nr) I I O'd, kq,%ull i ! 1 1( =a 1 1 q f 1 1 1,-, n C; k: , 1 u1, o i d(�c i s i i Th her D��j >! t Ce i i t- r -, I A[, _it: I, L i Ci l_ ; DC , PD) i,ot �hc- nuL th,-, wlu:.ulll- of LQ t-. h �,� t. 1= t 11 t I po n s i ],-,? iz,y :_� t ea 1-1 Ta x i nq, , T.:1.. ^,1 " c. �, , �, i C) n . Q � I - s rm s t] I I I' ta:�' 1', k-, 1,-, 1 C." be „1 r ec. r, ed t. u t i a r oy, i iat,r ta x i n q, j i i s ' c, t, i n by u'-"inq -iv-, vulu(-' a-', of rcuitiipl. :s' VV th- naost ta? rai:p. Ir 3ot 7.,akr, into acc,,-�unt u�her spec-,ial. or un,-,ju, 7:a-x sc-.erarac•s- Land Segments Land Type Acres Sq. Ft. Sq. IeW., T mpr cvo, I 1-, 1, 7.1'47 7 -;1 7 9 Ft (� Property History Year Improvernentfs) Land Market Appraised Assessed 1, 4 C, 1, 6 0 b =1 4 1. b 1,461, 010 1, 4 $ $1 "1 11 8 0 5 1 t3 1 8 o 1 0 4 4, C 1, .10 ;,44>> 1-7 05,44 0 1, 4",44, 0 �,1,705,43C! I , 7 0 5 , 11 '1., 9 .1.,7.i. 5,1`. ".a 1 , 7 5, 9 yti I , 4 4 0 ,,1 , I � 0, 71 - 1 "',4,71.. 0 1 44 0, 71 - , x$1,4_;1 71 $�,441 ,712 $1,440,71'2 I , -4 41.) , 711 0 0 -11 0 3 1 J J 0 1 5 �t, u 13 Deed History Date Type Seller Buyer Deed Sale Price Num her 19 9 Tr i.i s I- ee jh)a� Ho.!�-Iing Wai�er, 7, tin. ')e- •,I T j, P 11 F 1, a 1 0 034125 B la. f, Holding 12 , "'kA � Road UnavAiiabd�.- Ltd 1'/ s J,C, I e! n Holigan, E11 g Road Ltd -. 20 7 inav a 11 a I-, I HaLcid E',ai fi 244 Hol 1 r1 ,5 11 %c; C,-�,n-vej Aj.,,:o inc TL r rc,]d Eta] 7 un,�,�, V a i 1. 1 1. 172.) 6, 19 Convero.,n U: .z �r a i lar I C In,-, Tr Real Estate Sales Show sales that occurred within the past 6 months I year 2 years Subject Property Neighborhood: 041 y, Rfc> Subject Property Abstract/Subdivision: 1°;0417A Subject Property City: DmLon C! -"f Subject Property School District: Denton, Agent History Year Agent ID Agent Name 014 1'6,u 0 i content&task- vWw&d-l(Xj&,'-Year -'_014& Roperiv[D-1112511&-PrQ)pertv'l'v... 2/11�2014 JPAGE D.3 ir,r , r Irr Walker and Martin Property 00t 00 C U 4 30 Senate B±11 541 In 2005, Texas passed Senate Bill 541, which prohibits the Denton Central Appraisal District -- and every other Appraisal District in the State of Texas -- from making photographs and flcorplans of property available online. Exempted from the restriction will be aerial photographs of five or more separately owned buildings. //WWW ADDENDUM D ti =e 3 of 3 2/12/2014 j D.4 Lir Ir Consent Agenda M CITY OF DENTON CITY COUNCIL MINUTES February 3, 2014 After determining that a quorum was present, the City Council convened in a Work Session on Monday, February 3, 2014 at 11:30 a.m. in the Council Work Session Room at City Hall. PRESENT: Mayor Burroughs, Mayor Pro Tem Kamp, Council Member Engelbrecht, Council Member Gregory, Council Member King, Council Member Roden, and Council Member Hawkins. ABSENT: None. 1. Receive a report, hold a discussion, and give staff direction concerning the 2013 mosquito season and upcoming 2014 season. Ken Banks, Director of Environmental Services, presented a recap of the 2013 season. 2013 was a mild season with monitoring beginning on April 14th and ending on November 19th. Sixteen to twenty traps per week were set out with 539 for the entire season. In 2013 a Rapid Analyte Measurement Program (RAMP) was initiated which enabled the City to get rapid results through UNT in a time frame faster than from the State. The RAMP program had the ability to analyze the test results in one day and allowed rapid monitoring around human cases. Two human cases were detected in July and October. The October 16th case resulted in a Risk Level 5 and a special called Council session to consider spraying. The area around the second case was sprayed on October 24th Larviciding in 2013 included 7,677 BTI applications and 616 briquettes provided to citizens. In comparison with 2012, 7,386 BTI applications were done and 3744 briquettes provided to citizens. Public Information - spray and trap maps in prior years were static. In 2013 the maps were improved with GIS images to allow users to navigate available current and historical trap data. Address and callout extraction was easier. Public Communications provided excellent support. Council Member Engelbrecht stated that it might be interesting to know how many briquettes were sold in area stores. Banks provided information on the Mosquito Surveillance and Response Plan. Substantial changes had been discussed with Council following the 2012 season. The changes were implemented prior to the 2013 season and worked well. Staff had reviewed the plan and had updated statistics and made minor editorial changes. Staff recommended no changes for the 2014 season. Council Member Gregory asked if the time for spraying had been delayed in October due to the necessity of having a council meeting to approve the spraying. Banks stated that was part of the reason. Council Member Gregory questioned if staff considered not having a council meeting to start spraying. Banks stated that a council meeting was required in the original plan for Level 5 as there was a concern at that time about the use of pesticides. Lower volumes of pesticide were now used and City of Denton City Council Minutes February 3, 2014 Page 2 it was not as much as a problem as it was in 2003. The plan could be rewritten that when the level was increased to Level 5, spraying could begin without council approval. Council Member Gregory stated that Council might want to consider amending the protocol. Mayor Burroughs stated it made a difference on whether to spray or not depending on how many people lived in the area and if children would be exposed to the spraying. Council had an important role to play depending on the number of residents in the area to be sprayed. Council Member Hawkins questioned the risk level in 2012. Banks stated that it was a Level 5 as well as in 2013. A Level 5 was more than one human case. Council Member Roden questioned if staff had considered bumping the special council meeting to a Level 4 to determine whether to spray. Analysis of mosquito/human cases - During the October special called meeting, Council asked staff to analyze relationships between human cases and trap data for 2012. Complications with such an analysis included exposure assumptions, spraying activity impacts, time lag, and trap distance. A monitoring network was not designed for this kind of analysis, so there possibly might be a violation of underlying assumptions of statistical methods (randomness, independence of variables, etc.). Banks continued with a review of the procedures involved in the analysis of mosquito /human cases. Results - in 2012, there was a higher risk of contracting WNV if one lived under one mile of a + trap, compared to living near a trap that was negative for all events. This was a low incident rate. Equipment and inventory status — the City had 2 ULV sprayers - on in service and one backup. These units had been very reliable. There were enough chemicals on hand for 4 -5 spray events. BTI inventory was low and would be replenished for the next season. Expenditures and estimates for the upcoming season were reviewed. Council Member Engelbrecht asked about the cost of publicity. Banks stated that publicity was done through the City's Public Communications office. He continued with staff recommendations which included (1) maintaining the UNT surveillance agreement, (2) continuing the BTI applications at current levels, (3) continuing the RAMP program, (4) maintaining the MSRP in its current form, (5) securing additional funding needs through contingency with remaining funds used for subsequent years, and (6) considering the mosquito program for a supplemental budget. Mayor Pro Tem Kamp agreed with the suggestion of getting the program included in the budget. Council Member Roden asked about the relationship with the UNT program. Banks stated that UNT had a very strong program. There might be others with a stronger program but they also covered a greater area. City of Denton City Council Minutes February 3, 2014 Page 3 Council Member Roden suggested getting the City's program in a publication so others would know how great Denton's program was. With no further business, the meeting was adjourned at 12:25 p.m. MARK A. BURROUGHS MAYOR CITY OF DENTON, TEXAS JENNIFER WALTERS CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES February 4, 2014 After determining that a quorum was present, the City Council convened in a Work Session on Tuesday, February 4, 2014 at 4:30 p.m. in the Council Work Session Room at City Hall. PRESENT: Mayor Burroughs, Council Member Engelbrecht, Council Member Gregory, Council Member King, Council Member Roden, and Council Member Hawkins. ABSENT: Mayor Pro Tem Kamp. 1. Citizen Comments on Consent Agenda Items Mayor Burroughs announced that there were comments cards submitted for Consent Agenda Item Z. Gabriel Kirkpatrick, 2620 Coffey Drive, Denton, 76207 stated that she was owned a local food truck and was concerned about how the amendment to Section 229.169 C3 might be put into play. If food trucks were not allowed to sell from public right -of -way without permission, it could affect relationships with street -side or curb -side establishments. Her establishment was locally owned and operated and she wanted to serve Denton. She did not want barriers to arrangements already in place. Mayor Pro Tem Kamp arrived at the meeting. Council Member Roden asked if Kirkpatrick had any other issues with the ordinance. Kirkpatrick stated that she wanted to make sure that relationships already established could remain in place. There were some other line items that might be good in theory but in day to day practice might be too stringent. Phil Shirley, 111 W. Mulberry, Denton, 76201 stated that he owned a local restaurant and was looking to open another in Denton. The food truck ordinance now allowed trucks to park all over the city. He felt having a truck across from his restaurant might provide unfair competition as he had fixed operating costs to deal with. He thought there was going to be only one location for the trucks but now they were all over the city. He was not against the food truck business but felt it was taking away business from fixed location restaurants. Parking was also an issue when trucks took away parking spaces. Robert Marshal, 111 W. Mulberry, Denton, 76201 stated that he was concerned about the trucks parking outside restaurants and how they might be affecting small businesses. He was against putting out traffic cones on public right -of -way so the trucks could come back later in the day and have a parking location. MaryBeth Reinke, 124 Industrial, Denton, 76201 stated that she was against not allowing the trucks to park in the city right -of -way. Council Member Roden asked where the trucks congregated in terms of a street versus a parking lot. Reinke stated it was on the right -of -way. City of Denton City Council Minutes February 4, 2014 Page 2 Jeff Doyle, 124 Industrial, Denton, 76201 felt that he had a good relationship with the food trucks as his business did not have a kitchen and the trucks were a way to feed his patrons. He felt food trucks were helping the Downtown area and they should be able to continue to park on the street. 2. Requests for clarification of agenda items listed on the agenda for February 4, 2014. Council Member Gregory stated that he would be pulling Consent Agenda Item Z for separate consideration. He would be proposing several amendments to the current proposed ordinance and asked if he should do those now or during the regular meeting. Mayor Burroughs suggested that they be made during the regular meeting. Council Member King requested that Consent Agenda Items N -T be pulled for separate consideration as he was on the Board of the Thin Line Festival. Council Member Engelbrecht questioned the size of the facility for Consent Agenda Item C. PS Arora, Division Manager- Wastewater Administration, stated that the facility would be 7000 square feet. Mayor Burroughs noted that the City Attorney had discussed with Council Member King his involvement with Thin Line and determined that there was no conflict of interest. The items would not be pulled for separate consideration. Mayor Burroughs asked about Consent Agenda Item B — EMS supplies. He felt that this agreement cost more than another buy board item. Chuck Springer, Director of Finance, stated that if another community bid out a project a vendor could piggy back on it. In this case, Cedar Hill had bid out the supplies more recently than Carrollton so that the Cedar Hill bid was more competitive than the Carrollton bid. Mayor Burroughs asked if staff checked to see if the one year renewals had a better bid. Springer stated that staff reviewed the bids to make sure the City was getting the best price. Following the completion of the Work Session, the Council convened in a Closed Meeting at 5:05 p.m. to consider the items below. 1. Closed Meeting: A. Certain Public Power Utilities: Competitive Matters - Under Texas Government Code, Section 551.086; and Consultation with Attorneys - Under Texas Government Code, Section 551.071. 1. Receive a presentation from Denton Municipal Electric ( "DME ") staff regarding certain public power competitive, financial and commercial City of Denton City Council Minutes February 4, 2014 Page 3 information relating to issues regarding its proposed Energy Risk Management Policy that deals with bidding and pricing information for purchased power, generation and fuel, and Electric Reliability Council of Texas (ERCOT) bids, prices, offers and related services and strategies, and the terms and authorizations related thereto, as well as other public power information. Consultation with the City's attorneys regarding legal issues associated with the Energy Risk Management Policy 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 potential litigation. Discuss, deliberate, and provide staff with direction. B. Consultation with Attorneys - Under Texas Government Code, Section 551.071; Deliberations regarding Real Property - Under Texas Government Code, Section 551.072. 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 B.B.B. & C.R.R Co. Survey, Abstract No. 196 and the W. Roark Survey, Abstract 1087, both in Denton County, Texas, and located generally along the north side of the meanders of the Hickory Creek tributary, between U.S. Highway 377 and F.M. Road 1830. Consultation with the City's attorneys regarding legal issues associated with the potential acquisition or condemnation of the real property interests 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. (Hickory Creek Basin Sanitary Sewer Peak Flow Storage Facility). 2. 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 T.M. Downing Survey, Abstract No. 346, City of Denton, Denton County, Texas, and generally located in the 2500 block of East McKinney Street. 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. (Tyson Heirs - 69kV Transmission Line Re -build Project P4) City of Denton City Council Minutes February 4, 2014 Page 4 C. Consultation with Attorneys -Under Texas Government Code, Section 551.071. 1. Consult with and provide direction to City's attorneys regarding legal issues and strategies associated with Gas Well Ordinance regulation of gas well drilling and production within the City Limits and the extraterritorial jurisdiction, including Constitutional limitations, statutory limitations upon municipal regulatory authority, statutory preemption and /or impacts of federal and state law and regulations as it concerns municipal regulatory authority and matters relating to enforcement of the ordinance. 2. Consult with City's attorneys regarding legal rights, restrictions, and obligations under Texas law, associated with overlapping extraterritorial jurisdictions claimed by municipalities neighboring the City of Denton, Texas, as well as possible negotiated resolutions of such matters, where a public discussion of such legal matters would conflict with the duty of the City's attorneys to the City of Denton, Texas under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, and where such matters may become an issue in potential litigation. 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. 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 L UNT Heart of Dallas Bowl Win Proclamation Mayor Burroughs presented the proclamation for UNT Heart of Dallas Bowl Win proclamation. 2. National Wear Red Day Mayor Burroughs presented the proclamation for National Wear Red Day for the American Heart Association. 3. CITIZEN REPORTS A. Review of procedures for addressing the City Council. B. Receive citizen reports from the following: City of Denton City Council Minutes February 4, 2014 Page 5 1. Dr. Herb Phelan from UT Southwestern Medical Center in Dallas regarding traumatic injury studies. Dr. Phelan stated that he was promoting a study regarding traumatic injuries. The study would look at starting plasma transfusions early in the course of treatment to help lower mortality of severely injured patients. He encouraged all to go to website to look at the study materials. 2. Camilo Ruggero regarding noise nuisance from drilling in South Lakes Park. Mr. Ruggero was not present at the meeting. 3. Rebecca Lindrose regarding Southridge drilling. Ms. Lindrose spoke regarding the fracking at the Acme Brick Company site. She was concerned about the health issues associated with fracking. She felt Council was making a mistake with the current regulations they had implemented regarding gas well drilling. 4. CONSENT AGENDA Mayor Burroughs noted that Items A and Z would be removed for separate consideration. Council Member Hawkins motioned, Council Member King seconded to approve the Consent Agenda and accompanying ordinances and resolutions with the exception of Items A and Z. On roll call vote, Mayor Burroughs "aye ", Mayor Pro Tem Kamp "aye ", Council Member Engelbrecht "aye ", Council Member Gregory "aye ", Council Member King "aye ", Council Member Roden "aye ", and Council Member Hawkins "aye ". Motion carried unanimously. Ordinance No. 2014 -022 B. Consider adoption of an ordinance accepting competitive bids by way of a Cooperative Purchasing Program Participation Agreement with the City of Cedar Hill under Section 271.102 of the Local Government Code, for the purchase of Emergency Medical Services (EMS) medical supplies for the City of Denton Fire Department; providing for the expenditure of funds therefor; and providing an effective date (File 5427- awarded to Bound Tree Medical in the estimated annual amount of $125,000 for a three (3) year total amount not -to- exceed $375,000). Ordinance No. 2014 -023 C. Consider adoption of an ordinance accepting competitive proposals and awarding a public works contract for the construction of the Pecan Creek Water Reclamation Plant Administration Building; providing for the expenditure of funds therefor; and providing an effective date (RFP 5240- awarded to Schmoldt Construction, Inc. in an amount not -to- exceed $1,290,700). The Public Utilities Board recommends approval (6 -0). City of Denton City Council Minutes February 4, 2014 Page 6 Ordinance No. 2014 -024 D. Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a three (3) year Professional Services Agreement for traffic signal design and construction plans for thirty (30) City of Denton intersections with Binkley & Barfield /C &P, Inc. in an amount not -to- exceed $550,500; providing for the expenditure of funds therefor; and providing an effective date (File 5461 - awarded to Binkley & Barfield /C &P, Inc.). Ordinance No. 2014 -025 E. Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the purchase of a Laboratory Information Management System (LIMS) and a three (3) year software maintenance agreement for continued vendor support of the software, 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 5441 awarded to LabWare, Inc. in the three (3) year not -to- exceed amount of $72,840). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -026 F. Consider adoption of an ordinance accepting competitive proposals and awarding an initial one (1) year contract with the option to extend for two (2) additional one (1) year periods for the supply of electric utility distribution hardware, connectors, arms, and accessories for the City of Denton Distribution Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 5392- awarded to multiple vendors as shown on Exhibit A in the annual estimated amount of $1,283,667 for a three (3) year not -to- exceed amount of $3,851,001). Ordinance No. 2014 -027 G. Consider adoption of an ordinance accepting competitive proposals and awarding an initial one (1) year contract with the option to extend for two (2) additional one (1) year periods for the supply of traffic signal poles for the City of Denton; providing for the expenditure of funds therefor; and providing an effective date (RFP 5429 - awarded to Structural and Steel Products, Inc. in the annual estimated amount of $869,430 for a three (3) year not -to- exceed amount of $2,608,290). Ordinance No. 2014 -028 H. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the supply and installation of a moveable wall system (funded 100 percent by a United States Department of Justice Congressionally Selected Award) for the City of Denton Public Safety Training Facility; providing for the expenditure of funds therefor; and providing an effective date (RFP 5301- awarded to Hufcor Texas Group in the not -to- exceed amount of $330,529.76). Ordinance No. 2014 -029 L Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase by the City of Denton, Texas of Forward Marketing City of Denton City Council Minutes February 4, 2014 Page 7 Modeling Software in support of the Energy Marketing Organization of Denton Municipal Electric from LCG Consulting in an amount not -to- exceed $309,000; providing for the expenditure of funds therefor; and providing an effective date (RFP 5424- awarded to LCG Consulting in the not -to- exceed amount of $309,000). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -030 J. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for linear motion shaker mud cleaner for the City of Denton Landfill Wheel Wash Facility; providing for the expenditure of funds therefor; and providing an effective date (RFP 5291- awarded to Tri -Flo International, Inc. in the not -to- exceed amount of $125,051.72). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -031 K. 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 hereto and made a part hereof as Exhibit "A ", by and between Paul -Emile Baudouin and Benjamin Parker Baudouin as Owner (herein so called), and the City of Denton, Texas, as Buyer, regarding the sale and purchase of fee simple to two tracts identified as a 22.41 acre tract, more or less, and a 27.93 acre tract, more or less, both situated in the B.B.B. & C.R.R. Co. Survey, Abstract No. 196, located in the City of Denton, Denton County, Texas, as more particularly described in the Contract of Sale, located generally in the 3700 Block of Country Club Road (the "Property Interests "), for the purchase price of Four Hundred Seventy Five Thousand Dollars and No Cents ($475,000.00), and other consideration, as prescribed in the Contract of Sale; authorizing the expenditure of funds therefor; and providing an effective date. Ordinance No. 2014 -032 L. 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 hereto and made a part hereof as Exhibit "A ", by and between Carla Gates Hopper, individually and as Independent Co- Executrix of the Estate of Connie Morris Altemus, deceased, and Barbara Gates Laughlin individually and as Independent Co- Executrix of the Estate of Connie Morris Altemus, deceased as Owner (herein so called), and the City of Denton, Texas, as Buyer, regarding the sale and purchase of fee simple to two tracts identified as a 12.48 acre tract, more or less, and a 38.01 acre tract, more or less, both situated in the B.B.B. & C.R.R. Co. Survey, Abstract No. 196, located in the City of Denton, Denton County, Texas, as more particularly described in the Contract of Sale, located generally in the 3800 Block of Country Club Road (the "Property Interests "), for the purchase price of Three Hundred Thousand Dollars and No Cents ($300,000.00), and other consideration, as prescribed in the Contract of Sale; authorizing the expenditure of funds therefor; and providing an effective date. City of Denton City Council Minutes February 4, 2014 Page 8 Ordinance No. 2014 -033 M. Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and The University of North Texas for the purpose of hosting the African Cultural Festival; providing for the expenditure of funds therefore; and providing for an effective date. ($600) Approved the noise exception listed below. N. Consider a request for an exception to the Noise Ordinance for the purpose of the Thin Line Film and Music Festival. The event will be held on City property, in the parking area south of 300 E. McKinney Street, bordered by E. Oak and Oakland streets, beginning on Wednesday, February 12, from 6 until 10:30 p.m., Thursday, February 13, from 2 until 10:30 p.m., Friday, February 14 from 2 until 10:30 p.m., Saturday, February 15 from 10 a.m. until 10:30 p.m., and concludes on Sunday, February 16 from noon until 10:30 p.m. The exception is specifically requested to increase sound levels from 70 to 75 decibels, an extension of hours from 10 to 10:30 p.m., and for amplified sound on Sunday. Staff recommends approval. Ordinance No. 2014 -034 O. Consider adoption of an ordinance adopting a onetime rental policy and a schedule of rental fees for the parking area south of 300 E. McKinney Street, bordered by E. Oak and Oakland Streets, for a one time use by the Thin Line Film Festival, and providing an effective date. Resolution No. R2014 -001 P. Consider approval of a resolution allowing Sweetwater Grill & Tavern to be the sole participant allowed to sell alcoholic beverages at the Thin Line Festival, to be held the parking area south of 300 E. McKinney Street, bordered by E. Oak and Oakland Streets on February 12, 2014, 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. Staff recommends approval. Resolution No. 2014 -002 Q. Consider approval of a resolution allowing Rubber Gloves Rehearsal Studios, to be the sole participant allowed to sell alcoholic beverages at the Thin Line Festival, to be held the parking area south of 300 E. McKinney Street, bordered by E. Oak and Oakland Streets on February 13, 2014, 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. Staff recommends approval. Resolution No. 2014 -003 R. Consider approval of a resolution allowing Dan's Silverleaf, to be the sole participant allowed to sell alcoholic beverages at the Thin Line Festival, to be held the parking area south of 300 E. McKinney Street, bordered by E. Oak and Oakland Streets on February 14, 2014, 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. Staff recommends approval. City of Denton City Council Minutes February 4, 2014 Page 9 Resolution No. 2014 -004 S. Consider approval of a resolution allowing Bostick, Banks, LLC, dba The LABB, to be the sole participant allowed to sell alcoholic beverages at the Thin Line Festival, to be held the parking area south of 300 E. McKinney Street, bordered by E. Oak and Oakland Streets on February 15, 2014, 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. Staff recommends approval. Resolution No. 2014 -005 T. Consider approval of a resolution allowing JAG Private Club, Inc, dba Dusty's Bar & Grill, to be the sole participant allowed to sell alcoholic beverages at the Thin Line Festival, to be held the parking area south of 300 E. McKinney Street, bordered by E. Oak and Oakland Streets on February 16, 2014, 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. Staff recommends approval. Ordinance No. 2014 -035 U. 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 Nettie Jane Nickless (the "Owner "), and the City of Denton (the "City "), regarding the sale by Owner and purchase by the City of a fee interest in land consisting of 1.127 acres being situated in the T.M. Downing Survey, Abstract No. 346, City of Denton, Denton County, Texas, located generally in the 2500 block of East McKinney Street, for the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines, facilities, and structures, the "Project ", for the purchase price of Sixteen Thousand Six Hundred Dollars and 00 /100 ($16,600.00); as prescribed in the Contract of Sale; authorizing the City Manager, or his designee, to execute and deliver any and all other documents necessary to accomplish closing of the transaction contemplated by the Contract of Sale; authorizing the expenditure of funds, therefore; and providing an effective date. (69kV Transmission Line Re -build Project P4) The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -036 V. 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 Shirley Jeannene Wright McCrory, Independent Executor of the Estate of Ruthie Frances Tyson Wright, deceased (the "Owner "), and the City of Denton (the "City "), regarding the sale by Owner and purchase by the City of a fee interest in land consisting of 1.127 acres being situated in the T.M. Downing Survey, Abstract No. 346, City of Denton, Denton County, Texas, located generally in the 2500 block of East McKinney Street, for the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines, facilities, and structures, the "Project ", for the purchase price of Sixteen Thousand Six City of Denton City Council Minutes February 4, 2014 Page 10 Hundred Seven Dollars and 00 /100 ($16,607.00); as prescribed in the Contract of Sale; authorizing the City Manager, or his designee, to execute and deliver any and all other documents necessary to accomplish closing of the transaction contemplated by the Contract of Sale; authorizing the expenditure of funds, therefore; and providing an effective date. (69kV Transmission Line Re -build Project P4) The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -037 W. 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 William 'Bill" Jenkins (the "Owner "), and the City of Denton (the "City "), regarding the sale by Owner and purchase by the City of a fee interest in land consisting of 1.127 acres being situated in the T.M. Downing Survey, Abstract No. 346, City of Denton, Denton County, Texas, located generally in the 2500 block of East McKinney Street, for the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines, facilities, and structures, the "Project ", for the purchase price of Two Thousand Five Hundred Dollars and 00 /100 ($2,500.00); as prescribed in the Contract of Sale; authorizing the City Manager, or his designee, to execute and deliver any and all other documents necessary to accomplish closing of the transaction contemplated by the Contract of Sale; authorizing the expenditure of funds, therefore; and providing an effective date. (69kV Transmission Line Re -build Project P4) The Public Utilities Board recommends approval (6 -0). Approved the minutes listed below. X. Consider approval of the minutes of: December 2, 2013 December 3, 2013 December 10, 2013 December 17, 2013 December 19, 2013 Ordinance No. 2014 -038 Y. Consider adoption of an ordinance of the City of Denton, Texas, appointing Robin A. Ramsay as Presiding Judge for the City of Denton Municipal Court of Record; establishing a term of office for the presiding municipal judge in accordance with applicable state statutes; providing for renewal and extension of terms absent specific action by Council; authorizing the Mayor to execute a contract for term of office; and declaring an effective date. Ordinance No. 2014 -039 AA. Consider adoption of an ordinance amending Ordinance No. 2012 -366, by establishing term limits for the Board of Directors for Tax Increment Reinvestment Zone Number Two concurrent with the terms of the Economic Development Partnership Board; repealing all conflicting ordinances and portions thereof, and providing an effective date. Item A was considered. City of Denton City Council Minutes February 4, 2014 Page 11 A. Consider adoption of an ordinance of the City of Denton, Texas prohibiting parking on both sides of Wainwright Street from its intersection with Prairie Street to its intersection with Sycamore Street; providing a repealer clause; repealing Ordinance 57 -10; providing a savings clause; providing for a penalty not to exceed $500 for violations of this ordinance; providing that violations of this ordinance shall be governed by Chapter 18 of the Code of Ordinances of the City of Denton; and providing for an effective date. The Traffic Safety Commission recommends approval (5 -0). Mayor Burroughs announced that Speaker Cards had been submitted for this item. Ann Hunt, 413 Wainwright, Denton, 76201 stated that she owned a home on Wainwright and since the apartments were built on the west side, parking had become very crowded. Parking currently was allowed on the east side of the street. She felt there could be parking on one side of the street instead of taking away all of the parking. Some property owners on the street did not have a driveway or garage. She questioned where a service provider would park if there was no parking on both sides of the street. Janice Hunt, 413 Wainwright, Denton, 76201 felt that for safety reasons parking needed to be restricted on one side of the street but not for both sides of the street. People in the homes would have limited access for parking. Some of the homes did not have a driveway and questioned where they would park their cars. Mayor Burroughs questioned if modifications for parking on the east side of the street would address the fire safety issues and if that had been considered. Laura Behrens, Fire Marshal, stated that in order to have parking on one side of a street, it had to be 26 feet wide. Wainwright did not meet that requirement. Mayor Burroughs asked how close the street was to the 26 foot width. Behrens stated that it was 25 feet in various locations with some narrower stretches than others but that the fire code for deployment was 26 feet. Council Member Roden noted that the procedure indicated that staff did not have to notify the issue and did not notify the area residents. He felt that was important. Behrens stated that the request was staff initiated due to the inability to navigate on the street. The issue went to the Traffic Safety Commission which asked for information from the Fire Marshal. Council Member Roden stated that one of the options presented to the Traffic Safety Commission was to seek a variance to the fire code. He asked what the procedure was to do that variance. Behrens stated that a variance had to go to the Safety Board to give a staff recommendation on whether to approve the variance. City of Denton City Council Minutes February 4, 2014 Page 12 Mayor Pro Tem Kamp felt there were other issues that the Traffic Safety Commission did not address. She questioned if they heard concerns from citizens. Behrens stated that there were no citizens that made comments when the decision was made. Mayor Pro Tem Kamp asked if the Traffic Safety Commission was aware of the challenges of the residents. Behrens stated that they did have some of that information. Mayor Pro Tem Kamp felt that there were some issues that were not considered before the recommendation was made. This was the first time Council had considered this item. If this was not an emergency situation, she would suggest tabling it to a date certain to get more information from the citizens and also remand it back to the Traffic Safety Commission. City Attorney Burgess stated that Council had several options to consider. The item could be remanded back to the Traffic Safety Commission to have them look at it again in light of the concerns expressed by the residents. Council could also have staff gather additional information and continue consideration when that information was completed. Mayor Burroughs stated that whether the Traffic Safety Commission was aware of citizen concerns or not, Council did not know that there were no driveways in the area. He questioned what happened to those residents with no driveway and if they would have to park on the grass. Behrens stated she was not aware that this situation had been considered. The area had become a higher density area with higher structures than before. Fire apparatus had changed over time and newer features needed to be accommodated. Council Member Hawkins stated that he would like more information on some of the statistics for the street width and the fire apparatus. Council Member Gregory stated that notices to residences and property owners should go out when the Traffic Safety Commission reconsidered the item. He would like to have minutes of Commission meeting included in future Council backup. An option to consider might be to have no parking staggered maybe on the ends of the street. Accommodations needed to be made for those homes with no curb cuts. Perhaps parking permits could be issued if parking was allowed on one side only and restrict parking to residents on the east side of the street. Mayor Pro Tem Kamp motioned, Council Member Hawkins seconded to table the item and remand it back to the Traffic Safety Commission. On roll call vote, Mayor Burroughs "aye ", Mayor Pro Tem Kamp "aye ", Council Member Engelbrecht "aye ", Council Member Gregory "aye ", Council Member King "aye ", Council Member Roden "aye ", and Council Member Hawkins "aye ". Motion carried unanimously. Council considered Item Z. Z. Consider adoption of an ordinance of the City of Denton, Texas amending Chapter 13 ( "Food and Food Service Establishments ") of the City of Denton Code of City of Denton City Council Minutes February 4, 2014 Page 13 Ordinances by deleting Articles I, II, III, IV, V and VI in their entirety; adopting the Texas Food Establishment Rules promulgated by the Texas Department of State Health Services and making related deletions and amendments thereto; providing a severability clause; providing a savings clause; providing for a penalty not to exceed $2,000 for violations of this ordinance; and providing for an effective date. Council Member Gregory stated that he had some suggested amendments to consider for the proposed ordinance. He questioned whether to work through them at this meeting or do it at a later date. Mayor Burroughs asked if staff had a chance to review the proposed amendments. City Attorney Burgess stated that staff had briefly reviewed the amendments. City Manager Campbell suggested providing Legal a chance to review the proposed amendments for any unintended consequences. Mayor Burroughs suggested posting the amendments for public review. Mayor Pro Tem Kamp stated that there had been no review or discussion of the proposed amendments. She would like to postpone them until they had time to discuss them in a work session. Mayor Pro Tem Kamp motioned, Council Member King seconded to table the item until the next work session. On roll call vote, Mayor Burroughs "aye ", Mayor Pro Tem Kamp "aye ", Council Member Engelbrecht "aye ", Council Member Gregory "aye ", Council Member King "aye ", Council Member Roden "aye ", and Council Member Hawkins "aye ". Motion carried unanimously. 5. ITEMS FOR INDIVIDUAL CONSIDERATION Ordinance No. 2014 -040 A. Consider adoption of an ordinance of the City of Denton, Texas amending Ordinance No. 2013 -330 to extend a "Standstill Agreement" between the City of Denton, Texas and EagleRidge Operating, LLC until midnight on March 4 2014, and retroactive to 11:59 p.m., January 31, 2014, with regard to certain disputes and issues over gas drilling in the City to allow the parties an opportunity to engage in global settlement negotiations as it concerns unresolved issues between them; and providing for an effective date. City Attorney Burgess stated that Council passed a standstill agreement with Ordinance 2013- 330 but that agreement had expired. The item before Council was an amendment to that ordinance with an attached extension until March 4th in order to allow the parties to continue to look at the issues. Mayor Burroughs asked what would be the intent of the 30 day extension. City of Denton City Council Minutes February 4, 2014 Page 14 Burgess stated that it would enable EagleRidge and staff to continue to negotiate a global settlement. Mayor Burroughs asked if during the 30 days would there be any other new wells other than those currently in the process. Burgess stated no, that it was just an extension of time with no new drilling. The following individuals submitted Speaker Cards: Kelsey Fryman, 1606 E. McKinney, Denton, 76201 — opposed Alyse Ogletree, 3401 Buckthorn Lane Denton, 76226 — opposed Billy Brown, 1800 Woodbrook, Denton, 76205 — opposed Jonathan Adams, 2210 Westwood, Denton, 76205 — opposed Nicole Chochrek, 211 �/z Bryan, Denton, 76201 — opposed Jimmy Robinson, 3505 Wessex Court, Denton, 76210 - in favor of the extension Eugene Hargrove, 2025 Houston Place, Denton, 76201 — opposed Sandy Maltof, 4008 Vineyard, Denton 76226 — opposed Christina Bovinette, 412 Fry, Denton, 76201 — opposed Angie Holliday, 224 Bryan, Denton, 76201 — opposed Favio Rossani, 412 Fry, Denton, 76201 - opposed Mario Parga, 629 Boardwalk, Denton, 76205 — opposed Kelli Barr, 701 W. Sycamore, Denton, 76201 — opposed Angela Quijano, 1024 N. Ruddell, Denton, 76209 — opposed Fox Appalachia, 1401 Bolivar, Denton, 76201 — opposed Mark King, 3409 Buckthorn, Argyle, 76226 — opposed Maile Bush, 45011 Lacewood, Denton, 76226 — opposed Tara Linn Hunter, 804 West Hickory, Denton, 76201 — opposed Giovanni, Frigo, 911 Bernard, Denton, 76201 — opposed Mary Brown, 5001 Par Drive, Denton, 76208 — opposed Mayor Burroughs stated that Comment Cards were submitted by: Matthew Fry, 1600 Highland Park, Denton, 76205 — opposed Alexandra Ponette, 1600 Highland Park, Denton, 76205 — opposed Mary Lee Kendrick, 3304 Hornbeam Denton, 76226 - opposed Cathy McMullen, 805 Ecton, Denton, 76201 — opposed Michelle Soha, 1100 Ridgecrest, Denton, 76205 — opposed Tyler Breckenridge, 1033 W. Hickory, Denton, 76201 — opposed Lisa Henry, 212 Goodson Way, Denton, 76207 — opposed Nathan Bell, 508 South Carroll, Denton, 76201 — opposed Ed and Carol Soph, 1620 Victoria, Denton, 76201 — opposed Johnny Davis, 2620 Picadilly, Denton, 76209 — opposed Neil Durrance, 1108 N. Locust, Denton, 76201 — support Roy Ann Cox, 1902 Williamsburg Row, Denton, 76209 - support Mayor Pro Tem Kamp suggested that everyone present share thoughts with Denton's State representatives. City of Denton City Council Minutes February 4, 2014 Page 15 Council Member Engelbrecht suggested editing the public comment from this meeting and forwarding it to Denton's State representatives. Council Member Roden motioned, Council Member King seconded to adopt the ordinance. On roll call vote, Mayor Burroughs "aye ", Mayor Pro Tem Kamp "aye ", Council Member King "aye ", Council Member Roden "aye ", and Council Member Hawkins "aye ". Council Member Engelbrecht "nay ", and Council Member Gregory "nay ". Motion carried. 6. PUBLIC HEARINGS A. Hold a public hearing and consider approval of the site proposed for reconstruction of the existing North Lakes Substation located north of Riney Road and east of Bonnie Brae Street in the northern area of Denton Municipal Electric's certificated service territory, in Denton County, Texas. The Public Utilities Board recommends approval (6 -0). Brent Heath, Executive Manager — Energy Management, presented information for Items A and B. He showed the locations of the sites and indicated that a public meeting had been held on November 1 lth. The Public Utilities Board held a public hearing and recommended that Option 2 be considered for the site. Option 2 would accommodate either transmission line route alternative. Council Member Engelbrecht suggested staff consider moving the option further east so that the remainder of the lot would be large enough for a possible commercial venture. Heath made a presentation for Item B. This project was for the Arco substation project in the northeast portion of the City. The substation needed to be reconstructed to allow additional transmission lines to be terminate in the station, to increase the bus and equipment ratings and provide a better layout and operational configuration for this station. He reviewed the results of a public meeting head on December 12th and the Public Utilities Board public hearing on January 13th. The Public Utilities Board recommended approval of the site as presented. Mayor Burroughs opened the public hearings for both Item A and B. Joyce Poole spoke in support of Option 2 for the North Lakes Substation. The Mayor closed the public hearings. Council Member King motioned, Mayor Pro Tem Kamp seconded to approve the site locations for both Item A and B. On roll call vote, Mayor Burroughs "aye ", Mayor Pro Tem Kamp "aye" Council Member Engelbrecht "aye ", Council Member Gregory "aye ", Council Member King "aye ", Council Member Roden "aye ", and Council Member Hawkins "aye ". Motion carried unanimously. B. Hold a public hearing and consider approval of the site proposed for reconstruction of the Arco Substation located northeast of the intersection of Geesling Road and City of Denton City Council Minutes February 4, 2014 Page 16 Blagg Road in the eastern area of Denton Municipal Electric's certificated service territory, in Denton County, Texas. The Public Utilities Board recommends approval (6 -0). This item was considered with 6.A. 7. CITIZEN REPORTS A. Review of procedures for addressing the City Council. B. Receive citizen reports from the following: 1. Jeremy Wells regarding fracking concerns. Jeremy Wells spoke in opposition to fracking in Denton. 2. Monica Jones regarding high utility bills for persons on a fixed income. Ms. Jones was not present at the meeting. 3. Billy Brown regarding fracking. Mr. Brown spoke earlier in the meeting. 4. Jerome Riser regarding the Police Department, City Attorney's Office and several other local officials. Mr. Riser was not present at the 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. City of Denton City Council Minutes February 4, 2014 Page 17 Mayor Burroughs requested that before the end of his term he would like an informal report through the Audit Finance Committee regarding not shopping Denton and the possibility of buy boards and cooperative agreements eliminating the use of local vendors. He would like a comparison to 10 years ago. Council Member Roden requested a report regarding citizen complaints raised regarding gas wells and no response to those complaints. He suggested a matrix of the complaint, how it was handled, etc. Council Member Gregory suggested showing residents how the dB meter worked. Personal contact should be made with those making complaints. In addition to the information in the report requested by Council Member Roden, include the complaints, the response and what the finding was regarding the complaint. Council Member King noted that the Thin Line Film and Music Festival was starting next week. Mayor Pro Tem Kamp stated that she had requested a number of times to have a Work Session for a side by side comparison of Austin's and Denton's food truck ordinance. Council Member Hawkins stated that he had the same concern regarding no responses to gas well complaints. Council Member King requested information on how the Purchasing Department scored bids and the training staff received on how to score bids, how the scoring was used, how it was developed and how it was being used. Council Member Engelbrecht asked for a paper copy of the Flower Mound gas ordinance. Mayor Burroughs asked for information on whether Flower Mound had any pre- existing wells that might be subject to re- drilling. Council Member Engelbrecht requested information on how many wells Flower Mound had and the extent of the Barnet Shale under Flower Mound. 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 9:28 p.m. MARK A. BURROUGHS JENNIFER WALTERS MAYOR CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES February 11, 2014 After determining in Open Session that a quorum was present, the City Council of the City of Denton, Texas convened in a Closed Meeting on Tuesday, February 11, 2014 at 4:00 p.m. in the City Council Work Session Room at City Hall, 215 E. McKinney Street. PRESENT: Mayor Burroughs, Council Member Engelbrecht, Council Member Gregory, Council Member King, Council Member Roden, and Council Member Hawkins. ABSENT: Mayor Pro Tem Kamp. 1. Closed Meeting A. Certain Public Power Utilities: Competitive Matters — Under Texas Government Code, Section 551.086; and Consultation with Attorneys — Under Texas Government Code, Section 551.071. 1. Receive a further presentation from Denton Municipal Electric ( "DME ") staff regarding certain public power competitive, financial and commercial information relating to issues regarding the proposed "Denton Municipal Electric — Energy Risk Management Policy" that deals with bidding and pricing information for purchased power, generation and fuel, and Electric Reliability Council of Texas (ERCOT) bids, prices, offers and related services and strategies, and the terms and authorizations related thereto, as well as other public power information. Consultation with the City's attorneys regarding legal issues associated with the Energy Risk Management Policy 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 potential litigation. Discuss, deliberate and provide staff with direction. B. Consultation with Attorneys - -- Under Texas Government Code, Section 551.071; and Real Estate Matters - -- Under Texas Government Code, Section 551.072. 1. Discuss, deliberate and receive information from staff and provide staff direction pertaining to the proposed Reconstruction of the Hickory Substation and determine location possibilities near Bonnie Brae and Hickory Street, in the City of Denton, Denton County, Texas. Consultation with the City's attorneys regarding legal issues associated with the potential acquisition and /or condemnation of the real property near the location 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 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. With no further business, the Council returned to Open Session and adjourned the meeting. City of Denton City Council Agenda February 11, 2014 Page 2 MARK A. BURROUGHS MAYOR CITY OF DENTON, TEXAS JENNIFERWALTERS CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES February 18, 2014 After determining that a quorum was present, the City Council convened in a Work Session on Tuesday, February 18, 2014 at 3:00 p.m. in the Council Work Session Room at City Hall. PRESENT: Mayor Burroughs, Mayor Pro Tem Kamp, Council Member Engelbrecht, Council Member Gregory, Council Member Roden, and Council Member Hawkins. 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 February 18, 2014. There were no requests from the Council. Item 44 was considered. 4. Receive an update, hold a discussion, and give staff direction on the design process for the proposed hotel and convention center. Jon Fortune, Assistant City Manager, introduced the O'Reilly team and the architects for the proj ect. Tim O'Reilly reviewed the time frame of the project and stated that the team was working towards a maximum guaranteed price for the project. David Hess, representing the architect firm, stated that they were working towards pre - preparation and site planning in terms of the architecture. Currently they WERE working on a 3D model of the proposed hotel and convention center. They had talked with UNT Design Review Board on the proposed architectural features. By April 15th the drawing needed to be ready to go out to general contractors to submit bids for the project. The plan was to still have 318 suites but flexibility was still incorporated into the plan in order to have some flexibility due to the pricing market when they were ready to proceed with that portion of the agreement. The conference center would be a 3 -4 story building with the hotel being either 10 -11 stories. The conference center layout and amenities of the hotel were reviewed O'Reilly stated that there would also be a classroom for the UNT for students for the hospitality program. Mayor Burroughs asked if that classroom space would be taken off the tax rolls. O'Reilly stated that the classroom was very small and could only accommodate 50 students with two small offices. They too want to keep as much of the property revenue producing as possible. Hess reviewed the elevation concept. Council Member Roden asked who had the final say on the design. City of Denton City Council Minutes February 18, 2014 Page 2 O'Reilly stated that all three entities had to agree on the design or it didn't move forward. He felt that would not be a problem and that all three would agree on the final design. Council Member Engelbrecht requested a narrative on how the final design was developed and a description of how the rooftop green space would be managed. Council returned to the regular agenda order. 3. Receive a report, hold a discussion and give staff direction regarding a ban on wireless communication use while operating a motor vehicle in the City of Denton. Mark Nelson, Transportation Director, stated that the texting ban concern originated with the Traffic Safety Commission. Once it became clear that the State legislature would not be doing anything, the Traffic Safety Commission wanted to proceed with the item to Council. Two draft ordinances were presented for Council consideration. Both included a ban on all uses of handheld devices including talk, text, navigational and internet. One ordinance exempted the Interstate system and associated frontage roads. The ordinances provided for use of handheld devices by emergency personnel and for FCC purposes. Enforcement would depend on an observable offense. Staff was seeking direction on how to proceed. Council had also requested an outreach to the community to solicit input and feedback on this issue. A month long survey on Engage Denton was done with feedback from a number of people in the community. Of the 300 responses 190 were in favor and 146 were not in favor. Mayor Burroughs stated that in the information provided by staff, out of the 6,000 crashes, only about 100 involved distractions. He considered that as a function of it being an observable event. Council Member Engelbrecht stated that it appeared to be determined by the officer or reported by the individual. He was not sure an individual would report such an incident. He felt that in terms of data, he was at a loss in terms if the correct thing was being regulated. Council Member Hawkins questioned the cost to make an older vehicle hands free. Nelson did not have that information. Council Member Roden stated that there were not many bans around Denton. He questioned if staff had found other cities, short of legislation, that had creative campaigns to get at the desired behavior. Nelson stated that he had not seen anything like that. He felt it was happening in some school districts but did not have any specific data. Council Member Roden asked about the statewide rule for young drivers. Nelson stated that anyone under 18 could not use a phone in a car. City of Denton City Council Minutes February 18, 2014 Page 3 Council Member Roden asked about enforcement of that in Denton. Nelson stated that there were not many citations written for that. Mayor Burroughs felt that as cars became modernized, they would be addressing the issue. In his opinion, ten years from now these types of devices would probably be outdated as technology was constantly changing. A ban was hard to enforce due to the surrounding cities and their regulations. He felt this issue had to be addressed on the state level and not on the local level. It would be hard to switch back and forth between various cities and where a caller happened to be. He was not in favor of proceeding beyond what the City had currently. Council Member Roden stated that he struggled with doing nothing but was concerned about legislating it. He was in favor of trying to do something creative about it such as considering areas of the city such as downtown for a ban. If the City did not move forward with legislation he would suggest finding other ways to address it. Mayor Pro Tem Kamp stated that there were already established zones in the school zones. She did not know how other zones could be established plus a ban would be hard to enforce with so many elements involved. Mayor Burroughs suggested establishing a pedestrian zone around downtown and developing some signage for it with a statement of don't text and drive. Those signs could be placed on the corners and would not be a law but an intent on what the City was trying to do. Council Member Engelbrecht suggested educational types of programs aimed at younger adults as part of process. He would like to find more information about deaths while texting and texting with accidents. The education process could look back at the seat belt program as a guide for the educational program. Council Member Hawkins suggested some kind of campaign for people to sign up and receive stickers saying "I don't text and drive ". Mayor Pro Tem Kamp stated that there were educational materials at COG that could probably be used. Council Member Gregory stated that he would like to move forward because it did not appear that the State would be doing anything. Laws were made when people were not self - regulated. Council Member Roden stated that what started out as a ban on texting became a ban on the use of all wireless devices. It might be a problem enforcing a texting ban but it would still be there. He felt people would get behind a texting ban as opposed to an entirely wireless ban. Mayor Burroughs stated that he would be in favor of just a texting ban. Council Member Engelbrecht asked for a definition of texting for all alternatives. Mayor Pro Tem Kamp stated that she would be in favor of a ban on texting while driving. City of Denton City Council Minutes February 18, 2014 Page 4 Council Member Engelbrecht suggested continuing to look at an educational program as well as a texting ban. Mayor Burroughs stated that the consensus of Council was to come back with definitions of texting with a general direction of banning texting in the city limits while driving. Staff would also look into the suggestion of a sticker campaign for the educational side. 5. Receive a report, hold a discussion and give staff direction regarding proposed amendments to Chapter 13 ( "Food and Food Service Establishments ") of the City of Denton Code of Ordinances. Kurt Hansen, Building Official, presented the information on the issue. The food code was adopted November 2012 with a six month review of the ordinance done in July 2013, an informal staff report in January 2014. He noted that there were 24 permitted mobile food establishments; 12 were full service with the others being smaller facilities. Key Council issues for mobile food establishments included commissary food vendor log, vendor /supplier, parking and itinerary. He indicated that Council Member Gregory had suggested a number of changes to the proposed ordinance. The commissary definition was amended to indicate "a" commissary instead of "the" commissary. The vendor /supplier definition was proposed to be amended to indicate a business establishment approved by the City Health Officer as opposed to an approved business approved by the City Health Officer. Class IV - Limited Service Pushcarts definition - Council Member Gregory had suggested removing the wording "at one location" from the definition. Council Member Gregory suggested removing the wording "at one location" for Class Three and count on the Health Instructors to make sure the cart was equipped properly for the foods to sell. Mayor Burroughs suggested developing criteria of what an acceptable chiller would be and what would be acceptable for the inspectors. Hansen continued with the definition of "Person in Charge ". Wording would be added for clarification that the person in charge would be defined by the T.F.C.F. Itinerary changes — Hansen reviewed the current wording and provided the wording as suggested by Council Member Gregory. Council Member Gregory stated that he did not see that proposed change in ordinance listed in the Consent Agenda. Brian Lockley, Director of Planning and Development, stated that staff agreed with the change and that it should be included the ordinance. Residential Construction Zones — Hansen stated that this change would allow to food to be sold in active construction areas. City of Denton City Council Minutes February 18, 2014 Page 5 Selling from Right -of -Way — the wording in the proposed ordinance would be changed to allow food vendors to sell from the right -of -way with written permission from the City Manager or his designee. Council Member Gregory stated that his suggestion was lacking as there was a concern about people doing business on city property without proper remuneration to the City. Class IV — Limited Service Pushcarts — Council Member Gregory's recommendation was to remove the words "at one location for the life of a permit ". Staff was recommending no change to the wording that a limited service pushcart could operate at one location for the life of a permit or may be pushed by human power to various locations. These pushcarts could serve only a limited menu of non - potentially hazardous, prepackaged food items. Council Member Roden asked if there had been a consideration for other alternatives for food on push carts. Council discussed the allowing a Class IV Pushcart to have the same features as a Class III Pushcart based on potentially hazardous foods and the different aspects of Class IV and Class III limited service pushcarts. Clean it- Store it — the current requirement was to go to a commissary on a daily basis. Council Member Gregory's recommendation was to strike "at least daily ". Staff's recommendation was to require that the interior had to be cleaned daily and stored at a location not used as a residence when not in operation. Council Member Engelbrecht stated that a food truck could not be stored at a home. Hansen stated correct as the object was to keep from having the food prepared in a home and using a home freezer to prepare the food. Records of Commissary Visits — the recommendation was that documentation of each visit to a commissary be provided by the commissary providing the service, and would specify when and which service was provided. Council Member Roden asked why the commissary had to provide the documentation. If there was no commissary in Denton, some creativity could be used to allow for several locations to provide the service. Hansen stated that it would be easy for the mobile food establishment to just keep a running list of visits that never happened. The intent was that the person supplying the service would verify that the service was done. Built -in Hose Requirement — the recommendation was to remove this requirement. Parking Spaces required by CO - staff was recommending that no changes be made to this section. City of Denton City Council Minutes February 18, 2014 Page 6 Snow Cone -Ice Cream Vendor — this section would be moved to Section 169.28 in the ordinance. Parking Surface, Not at Home — staff was recommending that the wording be amended that a mobile food preparation facility could not park on an unimproved surface without written approval from the City Manager or his designee unless selling for less than one hour at a site that was currently under construction. Section 169.26 would be amended to state that a mobile food preparation facility could not park at a residence. Pay Re -Fee within 5 days — the staff recommendation was that payment of the re- inspection fee had to be made within 5 business days after the re- inspection was performed. Council Member Roden stated that food trucks seem to be in the downtown area. He questioned if there was anything else in the ordinance that when enacted might have a problem or unintended consequences. Following the completion of the Work Session, the Council convened into a Closed Meeting to discuss the following: 1. Closed Meeting: A. Deliberations regarding Real Property 551.072; Consultation with Attorneys 551.071. - Under Texas Government Code Section - Under Texas Government Code Section 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 S. McCracken Survey, Abstract No. 817, City of Denton, Denton County, Texas, and generally located on the north side of N Loop 288, west of Sherman 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. (69kV Transmission Line Re -build Project C8) 2. 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 T. Toby Survey, Abstract No. 1285, City of Denton, Denton County, Texas, and generally located north of Airport Road and east of Masch Branch Road. 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 City of Denton City Council Minutes February 18, 2014 Page 7 Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. 3. Discuss, deliberate, and receive information from staff and provide staff with direction pertaining to the acquisition of real property interests located in the David Hough Survey, Abstract Number 646, generally located in the 2100 block of South Mayhill Road, 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 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. (Mayhill Road Widening and Improvements project & Municipal Landfill) B. Consultation with Attorneys -Under Texas Government Code, Section 551.071. 1. Consult with and provide direction to City's attorneys regarding legal issues and strategies associated with Gas Well Ordinance regulation of gas well drilling and production within the City Limits and the extraterritorial jurisdiction, including Constitutional limitations, statutory limitations upon municipal regulatory authority, statutory preemption and /or impacts of federal and state law and regulations as it concerns municipal regulatory authority and matters relating to enforcement of the ordinance. 2. Consult with the City's attorneys regarding legal issues associated with existing and potential regulation of sexually oriented businesses 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. 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. 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. Beulah Harriss Day City of Denton City Council Minutes February 18, 2014 Page 8 Mayor Burroughs presented the proclamation for Beulah Harriss Day. 2. 2013 Achievement of Library Excellence Award from the Texas Municipal Library Directors Association Teri Gibbs, Director of Libraries, presented the details of the award received from the Texas Municipal Library Directors Association. 3. TAMS Science Experiment Boxes Days Mayor Burroughs presented the proclamation for TAMS Science Experiment Boxes Days. 3. CITIZEN REPORTS A. Review of procedures for addressing the City Council. B. Receive citizen reports from the following: 1. B.C. Groves regarding City inspections. Mr. Groves was not present at the meeting. 2. Steve Shafer regarding access on Ridge Lane. Mr. Shafer was not present at the meeting. 4. CONSENT AGENDA Mayor Burroughs noted that Item S would not be considered at this time. Mayor Pro Tem Kamp motioned, Council Member Hawkins seconded to approve the Consent Agenda and accompanying ordinances and resolutions with the exception of Item S. On roll call vote, Mayor Burroughs "aye ", Mayor Pro Tem Kamp "aye ", Council Member Engelbrecht "aye ", Council Member Gregory "aye ", Council Member King "aye ", Council Member Roden "aye ", and Council Member Hawkins "aye ". Motion carried unanimously. Ordinance No. 2014 -041 A. Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and Denton Startup Weekend; authorizing and ratifying the expenditure of funds; and providing for an effective date. ($650) Ordinance No. 2014 -042 B. Consider adoption of an ordinance authorizing the City Manager or his designee to execute on behalf of the City of Denton, Texas a Memorandum of Agreement ( "MOA ") contemplating a real estate conveyance from the City of Denton to the State of Texas, of a 15,740 square foot tract of real property, in the Eugene City of Denton City Council Minutes February 18, 2014 Page 9 Puchalski Survey, Abstract No. 996, City of Denton, Denton County, Texas, and being a portion of Lots 9, 10 and 19 of the Foxhunt Addition, generally located at the Northwest corner of Underwood Street and Kendolph Drive, Denton, Texas (the "Land "); authorizing execution of a deed without warranty (herein so called) conditionally effectuating such real estate conveyance; and providing an effective date. (I -35 Widening Project) Resolution No. R2014 -006 C. Consider approval of a resolution allowing Destin Holdings DBA Sweetwater Grill & Tavern; WABL, LLC, DBA The Abbey Inn; DI2- Dentonl, LLC, DBA Lone Star Attitude Burgers; and JCN Investments, DBA The Loophole Tavern to be participants allowed to sell alcoholic beverages at Mardi Gras on Walnut event, February 28, 2014, 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. Staff recommends approval. Approved the Noise Exception listed below. D. Consider a request for an exception to the Noise Ordinance for the purpose of the Mardi Gras on Walnut Festival sponsored by various businesses on Hickory Street and Walnut Street. The event will be held on City property, on the 100 block of Walnut Street, on Friday, February 28, 2014, from 7 p.m. to 11:30 p.m. The exception is specifically requested to increase sound levels from 70 to 75 decibels and for an extension of hours from 10 p.m. to 11:30 p.m. Staff recommends approval of request. Ordinance No. 2014 -043 E. Consider adoption of an ordinance approving a salary increase for Anita Burgess under the performance review provision of her employment agreement with the City; authorizing the expenditure of funds; and providing an effective date. Ordinance No. 2014 -044 F. Consider adoption of an ordinance approving a salary increase for George C. Campbell under the performance review provision of his employment agreement with the City; authorizing the expenditure of funds; and providing an effective date. Ordinance No. 2014 -045 G. Consider adoption of an ordinance approving a salary increase for Robin A. Ramsay under the performance review provision of his employment agreement with the City; authorizing the expenditure of funds; and providing an effective date. Ordinance No. 2014 -046 H. Consider adoption of an ordinance authorizing the City Manager, or his designee, to execute on behalf of the City of Denton a First Amendment to an Airport Lease Agreement as approved by Ordinance 2012 -055 on March 6, 2012 between the City of Denton, Texas and David Smith for the property located at 4862 Lockheed, Denton Enterprise Airport; and providing an effective date. City of Denton City Council Minutes February 18, 2014 Page 10 Ordinance No. 2014 -047 L Consider adoption of an ordinance authorizing the City Manager, or his designee, to execute on behalf of the City of Denton an Estoppel Certificate to Nebrig Properties, L.P. and Inwood National Bank for a hangar located at 4650 John Carrell Rd. at Denton Enterprise Airport; and, providing an effective date. Ordinance No. 2014 -048 J. Consider adoption of an ordinance authorizing the City Manager to execute a Cooperative Purchasing Program Agreement with the University of Texas at Arlington (UTA) under Section 771.003 of the State of Texas Government Code, and to authorize the City of Denton to participate in a UTA Interagency Cooperation Contract for Testing, Monitoring, and Analysis to Aid in the Development of Soil and Vegetative Cover at the City of Denton Landfill; authorizing the expenditure of funds therefor; and declaring an effective date (File 5480- Interagency Cooperation Contract with the University of Texas at Arlington in the three (3) year not -to- exceed amount of $227,433). The Public Utilities Board recommends approval (6- 0). Ordinance No. 2014 -049 K. Consider adoption of an ordinance authorizing the City Manager or his designee to execute a purchase order through the Buy Board Cooperative Purchasing Network for the acquisition of a Peterbilt Model 348 Dump Truck for the City of Denton Streets Department; and providing an effective date (File 5484 awarded to Rush Truck Center, Crane in the amount of $143,264.24). Ordinance No. 2014 -050 L. Consider adoption of an ordinance of the City of Denton Texas, authorizing the City Manager to execute the "Second Amendment to Professional Services Agreement" for further engineering services to be utilized in the preparation, development and submittal of a permit application for lateral expansion and associated services pertaining to the City of Denton Landfill (MSW Permit 41590A); authorizing the expenditure of additional funds therefor in an amount not -to- exceed $156,400; providing an effective date (File 4683 -CP &Y, Inc. aggregating an amount not -to- exceed $1,092,280). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -051 M. Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the expenditure of funds for the purchase of Crafco Polyflex III Sealant from Crafco Texas, Inc., which is available from only one source in accordance with the pertinent provisions of Chapter 252 of the Texas Local Government Code exempting such purchases from the requirements of competitive bidding; and providing an effective date (File 5475- awarded to Crafco Texas, Inc., in the unit price amount of $0.60 per pound for an annual estimated amount of $85,000 and a total three (3) year not -to- exceed amount of $255,000). City of Denton City Council Minutes February 18, 2014 Page 11 Ordinance No. 2014 -052 N. Consider adoption of an ordinance awarding a contract under the Texas Multiple Award Schedule (TXMAS) program for the purchase of one (1) Backyard Digger Derrick for the City of Denton Electric Operations Department as awarded by the State of Texas (Contract TXMAS- 11- 23V050); providing for the expenditure of funds therefor; and providing an effective date (File 5470- awarded to Altec Industries, Inc. in the amount of $131,559). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -053 O. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of one (1) Use of Force Simulator (funded 100 percent by a United States Department of Justice Congressionally Selected Award) for the City of Denton Public Safety Training Facility; providing for the expenditure of funds therefor; and providing an effective date (RFP 5198- awarded to VirTra Systems, Inc. in the not -to- exceed amount of $278,310). Ordinance No. 2014 -054 P. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of Electric Utility Fault Circuit Indicators for the City of Denton Distribution Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 5432- awarded to Techline, Inc. in the three (3) year not -to- exceed amount of $360,000). Ordinance No. 2014 -055 Q. Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of Refuse and Recycling Containers for the City of Denton Solid Waste Department; providing for the expenditure of funds therefor; and providing an effective date (RFP 5409- awarded to Roll -Offs USA, Inc. in the three (3) year not -to- exceed amount of $1,352,352). The Public Utilities Board recommends approval (6 -0). Approved the minutes listed below. R. Consider approval of the minutes of: January 7, 2014 January 14, 2014 January 29- 30, 2014 This item was not considered. S. Consider adoption of an ordinance of the City of Denton, Texas amending Chapter 13 ( "Food and Food Service Establishments ") of the City of Denton Code of Ordinances by deleting Articles I, II, III, IV, V and VI in their entirety; adopting the Texas Food Establishment Rules promulgated by the Texas Department of State Health Services and making related deletions and amendments thereto; providing a severability clause; providing a savings clause; providing for a penalty not to exceed $2,000 for violations of this ordinance; and providing for an effective date. City of Denton City Council Minutes February 18, 2014 Page 12 Resolution No. R2014 -007 T. Consider approval of a resolution of the City Council of the City of Denton, Texas, approving the 2013 Tax Increment Financing Reinvestment Zone No. One (Downtown TIF) Annual Report; and declaring an effective date. Ordinance No. 2014 -056 U. Consider adoption of an ordinance ordering an election to be held in the City of Denton, Texas, on May 10, 2014, and if a runoff election is required, on June 21, 2014, for the purpose of electing Council Members to Places 5 and 6 and electing a Mayor to Place 7 of the City Council of the City of Denton, Texas; prescribing the time and manner of the conduct of the election to be in accordance with an agreement with the Elections Administrator of Denton County; providing a severability clause; providing an open meetings clause; and providing for an effective date. Ordinance No. 2014 -057 V. Consider adoption of an ordinance ordering a Special Election to be held in the City of Denton, Texas, on May 10, 2014, to fill a vacancy in Place 2 for the unexpired term ending in May, 2015 and, if a runoff election is required, on June 21, 2014, for the purpose of electing a Council Member to Place 2 of the City Council of the City of Denton, Texas; prescribing the time and manner of the conduct of the election to be in accordance with an agreement with the Elections Administrator of Denton County; providing a severability clause; providing an open meetings clause; and providing for an effective date. Ordinance No. 2014 -058 W. Consider adoption of an ordinance of the City of Denton, Texas authorizing the approval of a professional legal services agreement by and between Terry Morgan & Associates, P.C. and the City of Denton, Texas; providing for the expenditure of funds; and providing an effective date. 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. Consider an appeal of the denial of a Certificate of Appropriateness by the Historic Landmark Commission for installation of solar panels on the roof of a single family residence. The property is located at 1822 West Oak Street and is within a Neighborhood Residential 3 (NR -3) zoning district and the West Oak Area Historic District. The Historic Landmark Commission denied the request (6 -3). Brian Lockley, Director of Planning and Development, presented the details of the proposal. He stated that this was an appeal of the denial of a Certificate of Appropriateness by the Historic Landmark Commission for installation of solar panels. There had been three meetings of the Historic Landmark Commission where the property was discussed. In April 2011 the Commission approved a Certificate of Appropriateness for the construction of the house. In December 2013 the Commission reviewed a request for the installation of solar panels but continued the discussion to its January meeting in order to receive more information on how City of Denton City Council Minutes February 18, 2014 Page 13 surrounding communities dealt with this issue. At the January 2014 meeting, the Commission denied the request. Proposed location of the panels — the Commission's discussion centered on the location of the panels and how the panels would look on the property. The panels could not be seen from the front of house but could be seen traveling east on Oak Street. The panels were black with a low mounting system. The Commission indicated that it was not opposed to the use of the panels but to the installation of the panels. They did not match the color of the exiting roof system. The Denton Development Code stated that for the West Oak Area Historic District solar panels could not have an adverse effect on the architecture of a building or the district as a whole. The nature of the conversation of the Commission was whether the panels had an adverse effect on those two items. Staff had reviewed regulations from surrounding cities. Fort Worth standards for solar panels stated that they had to increase energy production in order to be installed. The requirements for Dallas indicated that they could not be visible from the street or must be set back or screened to a person standing at ground level on the opposite side of any adjacent right -of -way. The property owner had done a survey which indicated that the majority of the area residents were not opposed to the panels. The Commission's concern was that many of the people surveyed were renters and not property owners and did not reflect feelings of the property owners. The Committee on the Environment had requested staff craft a policy for city council consideration with policies that would be reflective of community preferences. A consideration would be how solar panels could be incorporated into historic districts and structures without compromising historical integrity of buildings and structures. Neighborhood meetings for February and March were already planned to determine standards for those policies. Council Member Gregory questioned how the planned neighborhood meetings would be noticed to the public. Lockley stated that notices would be sent to all residents in the area. Council Member Gregory asked about doing calls to that area for phone notifications. Lockley stated that could be an option but that there was not a large number of residents in the area. Staff would also be sure to notify owners as well as renters. Council Member Hawkins stated that Oak Street was one way and driving down it, the panels would not be seen. Only pedestrians would be able to see the panels. Lockley stated that was correct. Council Member Roden stated that this was a new house in a historic area and questioned if code provided for a certain amount of exemptions for new homes as opposed to the rules for established historic homes. City of Denton City Council Minutes February 18, 2014 Page 14 Lockley stated that the regulations were more for the appearance of the home, for compatibility of the architecture in the neighborhood. Richard Gladden, property owner, showed a photo shop picture of how the panels would look on the property. He noted that at the December Commission meeting, one of the Commissioners had asked for a sense of how the residents and /or property owners felt about his request. The 2008 ordinance indicated that the installation would not have an adverse effect on the architecture of a building or the district as a whole. In response to that Commissioner's inquiry, he canvassed the neighborhood with a survey asking if his proposal would have such an adverse effect. Presently the response was 75 responses out of 89 properties with 52 of the 75 responses from homeowners as confirmed by Appraisal District. Only two people who own two properties were opposed. He questioned why the Commission wanted to deny his request. He felt the Commission voted on whether a new ordinance was needed rather than the adverse aspect of the feature. Council Member Roden questioned if there was any direction given by the Commission on how to make the panels compatible or any suggestions on where to put them. Gladden stated that between the December and January meetings they looked at the placement of the panels for the best usage of the panels. He did not want them on the front of building, there would not be enough energy produced on the north or east face. Ground mounting had the same problems with energy production. The proposed location was the best to maximize the energy production. He had also offered to change the color of the shingles to match the panels. He felt that the west facing roof did not adversely affect the district. The following individuals submitted Speaker Cards: Marsha Stevenson, 1920 W. Oak, Denton, 76201 — in support of the panels Paul Silvernale, 2010 W. Oak, Denton, 76201 - in support Joseph Willix, 3331 Prescott, Dallas, 75219- in support Paul Metzler, 1914 W. Oak, Denton, 76201 - in support Mary Anderson, 924 W. Oak, Denton, 76201 — in opposition Council Member Roden asked Ms. Anderson what about the presentation she did not like and what she did like. Anderson stated that she would like to see the panels in a continuous line. Council Member Roden asked Anderson what she did not like about the application. Anderson stated that she would like to see a large view of the panels and to consider better options. Steven Friedson, 2044 W. Oak, Denton, 76201 — in opposition Council Member Roden asked Mr. Friedson if there was something else he would like to see differently that would be acceptable. City of Denton City Council Minutes February 18, 2014 Page 15 Friedson stated that there were tiles that could integrate better with the roof. He felt an array on the ground in the backyard had not been investigated. That array would follow the sun as opposed to being fixed. Elise Ridenour, 2044 W. Oak, Denton, 76201 — in opposition Council Member Engelbrecht asked Ms. Ridenour if she was suggesting that tiles were more appropriate. Ridenour stated that the tiles would not be appropriate as this was not a the roof. She showed an alternative of a shingle collector instead of the panels. Council Member King asked about the cost of the tiles and how effective they were. Ridenour stated that the shingles were less effective and more had to be applied at a greater cost. John Morris, 918 W. Oak, Denton, 76201 — in opposition Michelle Lynn, 1401 Egan, Denton, 76201 — in opposition Comment cards were submitted by the following: Brendan Carroll, 2223 Houston Place, Denton, 76201 — in favor JoAnn Nunnelly, 2215 Houston Place, Denton, 76201 — in opposition John Cavalier, 2222 Houston Place, Denton, 76201 — in favor Tod King, 2222 Houston Place, 76201 — in favor Helen Ikerd, 1722 W. Oak, Denton, 76201 — in opposition Council Member Roden stated that each historical district had adopted its own rules and as those come on line, options could be added or taken away. Each district might have its own standard for solar panels. Different kinds of products had different standards. The difficulty from a product point of view was what might be possible today might be different in a year. Codifying that would be possible and he questioned how staff might approach that discussion. Lockley stated that staff could provide direction on the technical aspect. Using a visual preference survey would help and knowing the energy savings from each method of panel would be important. Staff was currently doing research before going out to the public. Council Member Roden asked what the rules were for the Commission to use for a decision. Lockley stated that the panels could not have an adverse effect on the architecture of the building and on the district. Council Member Roden stated that this was what was before the Commission when the application was submitted. He questioned if the application could be put on hold until the rules were changed and then consider the application. City of Denton City Council Minutes February 18, 2014 Page 16 City Attorney Burgess stated that if the proposal were denied, it would come back under the new rules for consideration. She would have to review a provision delaying a proposal and enacting new rules and reconsidering the proposal under the new rules. Council Member Roden stated the matter of a policy needed more work but he was not comfortable backing up and redoing the rules with a current application. Council Member Gregory questioned why the January minutes of the Commission indicated that the Commissioners were advised that they could not extend the item to the next meeting. Lockley stated that there was a provision in the code that had to do with timing of applications of the Historic Landmark Commission. Council Member Gregory stated that the minutes indicated might it might take nine months to a year to do all of the meetings that were suggested. Lockley stated that a policy for the Committee on the Environment would be developed out of the meeting. From that, staff would develop the actual ordinance for council consideration. Council Member Gregory stated that the real decision was not if the panels were attractive but whether there was an adverse effect on the home or on the district as a whole as that was all that was currently written for standards. Lockley stated correct. Mayor Pro Tem Kamp asked if any research had been done on the shingle panels. Lockley replied not at this time. Mayor Pro Tem Kamp stated that there obviously was other technology to consider. She was, however, in agreement with others that this was what was in front of them with an application going through the system and the process. The Committee on the Environment had asked for other options for the future but she did not did think it was fair to ask the applicant to wait until a new policy was completed. Mayor Burroughs questioned if the proposal was approval could the applicant reduce the amount of panels compared to what was proposed. Lockley stated that the approval would be for solar panels on that western portion of the roof up to the level he needed. There was no limit on the area. Mayor Burroughs stated that under the current rules, there was no regulation on the detail of the installation. Lockley stated that was correct. City of Denton City Council Minutes February 18, 2014 Page 17 Gladden stated that he would cover as much as he could with the panel as shown in the photo. He would be willing to abide by those drawings with dimensions just as a contract and not vary from that. Mayor Burroughs stated that the rules under this appeal were very minimal with not much direction due to the current regulations. He questioned if the applicant would agree to a condition of approval to install the panels as represented in the photo. Gladden indicated that he would be in agreement to that condition. Mayor Burroughs questioned if Council could add a condition of approval even if it was a voluntary condition. City Attorney Burgess stated that a condition could be added to an approval. Council Member Roden motioned, Mayor Pro Tem Kamp seconded to approve the appeal with the condition as noted by the Mayor concerning the installation to be as shown in the photo presented by the applicant. On roll call vote, Mayor Burroughs "aye ", Mayor Pro Tem Kamp "aye ", Council Member Engelbrecht "aye ", Council Member Gregory "aye ", Council Member King "aye ", Council Member Roden "aye ", and Council Member Hawkins "aye ". Motion carried unanimously. 6. PUBLIC HEARINGS Ordinance No. 2014 -059 A. Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for an initial zoning designation of Neighborhood Residential 1 (NR -1) zoning district classification and use designation, on approximately 1.0 acres, at the southeast corner of S. Trinity Road and Lutha Lane, also known as 1055 S. Trinity Road, 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 (6 -0). Brian Lockley, Director of Planning and Development, presented the details of the proposal. He stated that the request was for an initial zoning as NR -1 for an acre of land on Trinity Road and Lutha Lane. The subject site had a holding zoning designation of RD -5X which was the initial zoning of annexed property. He reviewed the future land use map, site photos, district comparison of RD -5 and NR -1, the finding that it met the conformation to the future land use element and adequate use of infrastructure. The proposal was recommended by the Planning and Zoning Commission and the Development Review Committee. The Mayor opened the public hearing. No one spoke during the public hearing. The Mayor closed the public hearing. City of Denton City Council Minutes February 18, 2014 Page 18 Council Member Gregory motioned, Mayor Pro Tem Kamp seconded to adopt the ordinance. On roll call vote, Mayor Burroughs "aye ", Mayor Pro Tem Kamp "aye ", Council Member Engelbrecht "aye ", Council Member Gregory "aye ", Council Member King "aye ", Council Member Roden "aye ", and Council Member Hawkins "aye ". Motion carried unanimously. 7. CITIZEN REPORTS A. Review of procedures for addressing the City Council. B. Receive citizen reports from the following: 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 Engelbrecht requested a staff report on the work done as result of the Street Bond Committee. The report should include an overview picture of what had been done with street maintenance over the past year so far. Council Member Roden stated that he had suggested an app for the type of information in the last budget year. 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 9:34 p.m. City of Denton City Council Minutes February 18, 2014 Page 19 MARK A. BURROUGHS MAYOR CITY OF DENTON, TEXAS JENNIFER WALTERS CITY SECRETARY CITY OF DENTON, TEXAS Individual Item A AGENDA INFORMATION SHEET DATE: April 1, 2014 DEPARTMENT: Economic Development CM/ ACM: John Cabrales, Jr. SUBJECT Consider approval of a resolution amending guidelines for public improvement districts; and providing an effective date. BACKGROUND In 2007, the City Council established guidelines for the creation of a Public Improvement District (PID). The original PID Guidelines were created at the request of the developer of Hunter's Ranch, a master - planned residential development that has not been developed at this time. RED Development is currently developing Rayzor Ranch, a large mixed -use development near I -35 and Highway 380. Since RED acquired the project in 2010, around 600,000 square feet of retail has been successfully constructed on the north side of the development, called Rayzor Ranch Marketplace. Additional stores are scheduled for opening later this year, including Academy Sports. RED Development has petitioned the City of Denton to create a public improvement district for the south side of the development, called Rayzor Ranch Town Center. The terms requested by RED Development are not consistent with the City's existing PID Guidelines. In order to establish the PID for Rayzor Ranch Town Center, an amendment to the PID Guidelines is necessary. In Section 3 of the 2007 PID Guidelines, two funding options are allowable. RED Development has requested a third funding option — construction financing. This option has been added in the amended 2014 PID Guidelines, with a minimum assessed value to lien ratio of 3:1. OPTIONS The City Council can approve a resolution to amend PID Guidelines in order to accommodate the PID request by RED Development or the City Council can elect to keep the PID Guidelines as established in 2007. RECOMMENDATION Staff recommends approval of the amended PID Guidelines. Agenda Information Sheet April 1, 2014 Page 2 ESTIMATED SCHEDULE OF PROJECT April 1, 2014 The City Council will consider a resolution to amend PID Guidelines The City Council will call a Public Hearing to create the Rayzor Ranch Town Center PID May 6, 2014 Hold Public Hearing regarding the creation of a PID for Rayzor Ranch Town Center The City Council will consider a resolution to authorize the creation of the PID and to approve the Term Sheet As a separate agenda item, the City Council will also consider a resolution to amend the existing 380 Agreement for Rayzor Ranch Summer 2014 Issue PID bonds if /when RED Development produces all necessary documents and meets all criteria of the Term Sheet PRIOR ACTION/REVIEW (Council, Boards, Commissions) On July 24, 2007, the City Council approved a resolution establishing PID Guidelines (R2007 -020). On March 18, 2014, the City Council received a report from Economic Development staff on this item. On April 1, 2014, the Economic Development Partnership Board will consider a recommendation to the City Council regarding an amendment to the PID Guidelines. FISCAL INFORMATION If and when the City Council considers a resolution to authorize the creation of the PID for Rayzor Ranch Town Center, the City Council will simultaneously approve a Term Sheet which protects the City's financial interests. The Term Sheet is provided as Exhibit 2, and includes the following key considerations to protect the City's financial interests: • The minimum assessed value to lien ratio at each bond issue is 3:1. • Each bond issue will preclude the City from making debt service payments other than from special assessment revenues. • The PID will cover the City's administrative costs. Agenda Information Sheet April 1, 2014 Page 3 FISCAL INFORMATION (Contd) The developer will be required to deposit into escrow cash or a Letter of Credit (Financial Assurance) to cover any projected construction shortfalls. The developer will be required to petition the City to dissolve the PID if no bonds are issued within five years. EXHIBITS Exhibit 1 — Resolution No. R2007 -020 Exhibit 2 — Guidelines Rayzor Ranch PID Term Sheet Exhibit 3 — Resolution to Amend PID Guidelines Respectfully submitted: Aimee Bissett Economic Development Director s:lour documentslresofutions%071pid guidelines.doe EXHIBIT I RESOLUTION NO. A RESOLUTION ESTABLISHING GUIDELINES FOR PUBLIC IMPROVEMENT DISTRICTS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Public Improvement District ( "PID ") Assessment Act (the "Act ") allows a city to levy and collect special assessments on property that is located within the city or within the city's extraterritorial jurisdiction (" ETJ" ); and WHEREAS, the funds from the assessment can be used to make certain improvements as authorized by the Act to the infrastructure to facilitate economic growth within an area; and WHEREAS, these guidelines are intended to aid the City Council in determining if the creation of a PID is financially feasible, practical, and in the best interest of the citizens of the City of Denton; and WHEREAS, these guidelines do not require the City Council to participate in PIDs, nor do they prevent the City Council from establishing PIDs with elements that vary from these guidelines; and WHEREAS, the City agrees with the recommendation of the Economic Development Partnership Board to establish these guidelines; and WHEREAS, this Resolution is in the public interest of the residents of the City of Denton; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The City Council of the City of Denton, Texas, hereby authorizes the adoption of the PID Guidelines, which are attached hereto and made a part hereof by reference. SECTION 2. The City Council may, from time -to -time, consider changes to these guidelines as will be reflected by their future action. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2007. . M Pc E c . McNEILL, MAYOR scour documentsVesoiution071pid guidclines.doc ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY: Page 2 EXHIBIT I scour documents lmiscellaneous1071public improvement district1doe EXHIBIT I Public Improvement District (PID) Guidelines Mixed -Use or Residential PIDs The Public Improvement District (PID) Assessment Act (the "Act ") allows a city to levy and collect special assessments on property that is within the city or within the city's extraterritorial jurisdiction (ETJ) to make certain improvements as authorized by the Act to the infrastructure to facilitate economic growth within an area. The following guidelines are intended to aid the City Council in determining if the creation of a PID is financially feasible, practical and in the best interest of the citizens of Denton. This document does not require the City Council to participate in PIDs, nor does it prevent the City Council from establishing PIDs with elements that vary from these guidelines. Section 1 - Policy Statement The City Council reserves the right to consider PID applications on a case -by -case basis. Projects that bring a unique, high quality desired product to the City of Denton, and such uniqueness or high quality could not be created unless PID funding is available, may be considered. Consideration will be given to developments that provide the types of development that diversify and enhance the tax base. Desired Product is defined as a high quality mixed -use development that does not exist within the City of Denton (or is limited) at the time the PID application is presented. The development must promote the policy of the Denton Plan. Elements of the development may include: • The development should exceed Denton Development Code standards in a combination of areas. Examples might be: • Park land/development • Architectural design • A high quality in building materials not seen in other developments • Lot sizes that exceed the average lot size in Denton • A higher quality of amenities not provided in other developments in Denton • The development provides a significant impact in the quality of residential units on the community. PIDs may also be considered for redevelopment areas such as downtown. • Developments of significant size should have a commercial component that provides services and products that serve the needs of the neighborhood, i.e., cleaners, pharmacy, bank, etc. • The development must have a cohesive theme throughout that identifies the unique nature of the project. • Amenities or characteristics that describe the project as unique must be clearly definable and measurable as the developer will be required to demonstrate the project has been completed as proposed. • Ongoing operation and maintenance costs for amenities or public facilities where the costs are borne by the City of Denton (i.e., library, dedicated parks) may eliminate a project from consideration. Page I of 4 scour documents lmiseellaneous1071public improvement districtldoc EXHIBIT 1 Section 2 - Reimbursable expenditures Public amenities and facilities must be available to all City of Denton citizens. Some or all of the following list of improvements may be financed through PID funds; however, the City Council reserves the right to consider each project on a case -by -case basis and will determine the appropriate improvements applicable to any project: • Water, wastewater, health and sanitation, or drainage improvements (including acquisition, construction, or improvements of water, wastewater or drainage improvements); • Street and sidewalk improvements - (acquiring, constructing, improving, widening, narrowing, closing or rerouting sidewalks, streets or any other roadways or their right-of- way); • Mass transit improvements (acquisition, construction, improvement or rerouting of mass transportation facilities); • Parking improvements (acquisition, construction or improvement of off - street parking facilities); I • Library improvements (acquisition, construction or improvement of libraries); • Park, recreation and cultural improvements (the establishment or improvement of parks); • Landscaping and other aesthetic improvements (erection of fountains, distinctive lighting and signs); • Art installation (acquisition and installation of pieces of art); • Creation of pedestrian malls (construction or improvements of pedestrian malls) • Similar improvements (projects similar to those listed above); • Supplemental safety services, including public safety and security services; • Supplemental business- related services for the improvement of the district, including advertising and business recruitment and development. Section 3 - Funding /Reimbursement of Costs PIDs will not be used for construction financing. The City Council may consider one of two options to reimburse public improvement districts for eligible costs. The City Council will review each development on a case -by -case basis to determine the appropriate funding option. A. Funding Option 1 - Pay As You Go. Under this option, the assessed funds are disbursed annually in an amount that does not exceed the expenditures incurred for eligible project costs. No bonds secured by PID assessments shall be sold. Although this option is used most frequently for maintenance projects, the City Council may consider the Pay As You Go Option for any project. The term for Pay As You Go PIDs may not exceed 30 years for capital expenditures. Operation and Maintenance PIDs may be ongoing. B. Reimbursement Option 2 — Revenue Bond Sales After Construction Under this option, the City Council may approve the sale of bonds secured solely with PID assessments to reimburse eligible costs once a minimum of 50% of the planned residential /commercial construction is at full completed value. If the project is built in phases, bonds may be sold for each phase. The comparative size of each phase must be acceptable to the City. Page 2 of 4 s:lour doe uments lmisceiianeouslp71pub1ic improvement district2.doc EXHIBIT 1 A minimum of 50% of the planned residential /commercial development of each phase must be constructed and accepted by the City of Denton at full completed value before bonds may be sold. Financial security of the developer and feasibility of the project will be reviewed by the City's financial advisors and bond counsel to ensure viability of the project and that PID assessment funds are sufficient to retire the bond debt. The minimum percentage of completion may be reduced if the City believes the financial feasibility report justifies the reduction in completion percentage. The term may not exceed 30 years for capital expenditures. Operation and Maintenance PIDs may be ongoing. Section 4 - Assessment Cap The City Council must consider an assessment amount at the time a PID is created. Assessments should not exceed $0.40 per $100 valuation regardless of whether the project is within the City limits or the City's ETJ. The assessment may be less than $0.40, and the City Council may even consider an amount higher than the recommended $0.40 cap if they believe it is in the best interest of the community. E Section 5 - PID Petition /Documentation Developers requesting a PTD are required to submit a completed PID petition/application to the Economic Development Partnership Board (EDPB). The EDPB will review the proposal and make recommendation to City Council. The application will provide the following: A. Description of the development that clearly defines the elements of the project that exceed the Denton Development Code and how those elements of the project will be measured. B. Documentation that the project provides a desired product that is not available or is limited within the city limits or the ETJ. C. Detailed project financials and developer financial information to ensure the viability of the company. If the developer has participated in previous PIDs, success of previous PIDs must be demonstrated. D. Developers must declare whether they will hold ownership of the residential property within the development or sell sections /lots to builders, and the proposed timing of the sale of such sections /lots. E. Sample documentation to be provided at the time of sale that clearly discloses the existence of the PID, the amount of the assessment, options for payment, and liability to owner should assessment become delinquent. F. Project financial documents must include payment for City of Denton administrative costs. G. Project financial documents must declare the party responsible for maintenance of the improvements and describe how maintenance will be funded. If an element of the PID funds operation and maintenance, a list, of improvements supported by PID funds must be provided. Page 3 of 4 s:lour documents lmiscellaneous1071public improvement districtldoc EXHIBIT 1 H. Project financial documents must include payment for administrative and reasonable legal costs that may be incurred by the City to foreclose on any property within the project for non - payment of PID assessment. Section 6 — Administrative Costs The PID documentation must provide for the reimbursement of the City's on -going administrative and legal costs relative to reviewing, preparing, auditing the feasibility report, preliminary costs estimates, five -year service and assessment plan and assessment roll, and costs relating to foreclosures, etc. A $2,500 deposit must accompany all PID applications to be, applied toward administrative costs related to the processing and review of the application, which may include staff time, public notices, etc. The City will track costs and refund any excess monies once the PID has been established or denied. The applicant will be required to cover all related costs; therefore, it may be necessary for applicants to provide additional funds. Page 4 of 4 EXHIBIT 2 TERM SHEET RAYZOR RANCH SOUTH PUBLIC IMPROVEMENT DISTRICT 3/7/14 In order to form the Rayzor Ranch South Public Improvement District ( "the PID"), the following limitations and performance standards shall apply: FINANCING CRITERIA 1. Maximum Total Indebtedness — PID $ 40,000,000 subject to the limitation that the estimated equivalent tax rate of the assessments upon completion of the development does not exceed $0.50 per $100 of assessed value. 2. Estimated Total Qualified Development Costs $ 32,000,000 — PID 3. Maximum Total Indebtedness — Assessment $ 12,000,000 Area 41 4. Maximum annual assessment rate as $0.50 per $100 of assessed value equivalent tax rate upon completion of development — Assessment Area 41 5. Maximum Construction Costs to be Funded — $ 8,100,000 Assessment Area 41 6. Minimum appraised value to lien ratio at date 3:1 of each bond issue 7. Maximum years of capitalized interest for each 2 bond issue 8. Maximum term of each bond issue (to extent 30 years allowed by law) The aggregate principal amount of bonds required to be issued shall not exceed an amount sufficient to fund: (i) the actual costs of the qualified public improvements (ii) required reserves and capitalized interest during the period of construction and not more than 12 months after the completion of construction and in no event for a period greater than 2 years from the date of the initial delivery of the bonds and (iii) any costs of issuance. Provided, however that to the extent the law(s) which limit the period of capitalized interest to 12 months after completion of construction change, the foregoing limitation may be adjusted to reflect the law(s) in effect at the time of future Bond issuances. Appraisals shall be performed by an independent third parry satisfactory to the City and shall assume development of the property will only include completion of the Authorized Improvements financed with PID Bonds and /or any other financial assurance as required according to the terms herein. MISCELLANEOUS 1. The specific Financing Criteria above includes potential financing activity associated with those land parcels within Rayzor Ranch Town Center and the approximately 100 acres currently owned by RED Development, LLC or its affiliates and identified on Exhibit A as Assessment Area 41. EXHIBIT 2 2. The land owned by Allegiance Hillview, or its affiliates, within Rayzor Ranch South is not included in the above stated Financing Criteria but Allegiance Hillview and /or its affiliates retain the right to submit Financing Criteria similar to the above for Future Assessment Areas as shown on Exhibit A. 3. The proposed PID does not include land located north of University Avenue or any land intended for development as detached single family residential. 4. The City of Denton (the "City ") agrees that PID Bonds, subject to compliance with the standards set forth herein, may be issued in advance of construction for the Authorized Improvements within Assessment Area 41. 5. RED Development, or its assignees, may seek bond issues either in advance of construction of and /or on a reimbursement basis for an individual Phase of the Project subject to compliance with these standards. No PID bonds will be issued without the approval by the City of a Service and Assessment Plan for the Specific Assessment Area within the District. 6. No General Obligation or Certificate of Obligation bonds will be utilized by the City to fund the PIDs. 7. RED Development, Allegiance Hillview, their assignees and the City agree that all PID bond issues, if any, will be subject to approval by the City Council but that the terms outlined here will apply. 8. Special assessments on any given portion of the property may be adjusted in connection with subsequent bond issues as long as the maximum annual assessment rate is not exceeded, and the special assessments are determined in accordance with applicable Service and Assessment Plan(s). Special assessments on any portion of the property will bear a direct proportionate relationship to, and will not exceed, the special benefit of the public improvements to that improvement area. 9. The City shall not be obligated to provide funds for any improvement except from the proceeds of the PID Bonds and /or per the terms of the 380 Agreement, as may be amended from time to time. 10. Each PID Bond Indenture will contain language precluding the City from making any debt service payments for the PID Bonds other than from available special assessment revenues. 11. The PID will be responsible for payment of all of the City's reasonable and customary costs and expenses associated with both the issuance of bonds and the ongoing administration of the PID. 12. It is agreed that the PID will be exempt from any public bidding or other purchasing and procurement policies to the extent the project qualifies under Texas Local Government Code Section 252.022(a) (9) which states that a project is exempt from such policies if "paving drainage, street widening, and other public improvements, or related matters, if at least one -third of the cost is to be paid by or through special assessments levied on property that will benefit from the improvements." 13. The City will not approve any PID Bonds for Assessment Area 41 unless at least 50% of the proposed Gross Leasable Area has been pre - leased or under contract to be sold to retail operators. 14. It is agreed that the improvements to be funded by the PID for Assessment Area 41 or any other parcels located within the PID are limited to those defined as Authorized Improvements under Texas Local Government Code Section 372.003 ( "Authorized Improvements "), and will be dedicated to the City: • Streets and sidewalks; • Public safety and security services; • Water, wastewater, health and sanitation, and drainage facilities • Acquisition of rights of way; • Art; • Creation of pedestrian malls; • Erection of fountains, landscaping and other aesthetics; • Library facilities; • Mass transit; • Park, recreation and cultural facilities; and, • Parking facilities. 2 EXHIBIT 2 15. The City retains the right to approve the use of future PID Bonds for construction costs of Authorized Improvements for Future Assessment Areas or for additional assessments within Assessment Area 41. 16. RED Development, or its assignees, shall be obligated to provide funds, in a cash escrow /trust agreement, or an irrevocable letter of credit (Financial Assurance), to pay projected construction shortfalls, if any, for improvements to be financed with PID Bonds. Such funds or irrevocable letter of credit shall be deposited with the trustee for the PID Bonds at closing. RED Development shall also be obligated to pay any cost overruns for such improvements, if the cost of such improvements exceeds the amount of the PID Bonds and Financial Assurance deposited with the trustee for payment of such costs. 17. It is agreed that, if no PID Bonds are issued within a period of five (5) years from the date of the formation of the PID by the Denton City Council, RED Development, or its assignees, will be required to submit a petition to dissolve the PID. 18. It is agreed that all principal landowners will provide any required continuing disclosure obligations associated with the issuance of PID Bonds as required under the Indenture, any continuing disclosure agreement, or any other regulatory agreement or regulatory agency. 19. In connection with the issuance of the initial PID Bonds on behalf of Assessment Area 41, RED Development, or its assignees, agrees to guarantee the funding of the City's costs associated with the formation of the PID and the issuance of the initial PID Bonds through a mutually negotiated Escrow and Deposit Agreement and to be paid back by the PID Bond proceeds. 20. This term sheet shall remain in place until such time and date that a Financing Agreement is executed by the City, RED Development, Allegiance Hillview and /or their assignees. 21. Assignees of RED Development and /or Allegiance Hillview, for purposes of this Term Sheet, shall include only those parties which have demonstrated to the City's satisfaction that the party has the financial, technical and managerial capacity, experience and expertise to perform any obligations or duties assigned or necessary to develop the Authorized Improvements of the PID. 3 Uj C C PID Boundary Drainage Facilities (offsite shown) Note: Additional public infrastructure onsite not shown RPM PROJECT DESIGNER: Joint Venture between: OR RED DEVELOPMENT, LLC 7500 COLLEGE BLVD SUITE 750 OVERLAND PARK, KS 66210 (913) 214-4600 PHONE (913) 214-4639 FAX NOTE: UNASSIGNED TENANT SPACES ARE SUBJECT TO CHANGE BASED ON CONTINUED LEASING ACTWM. DIMENSIONS ARE FROM LEASE LINE TO LEASE LINE AND DO NOT REFLECT CONSTRUCTION DOCUMENT DIMENSIONS, PROJECT OPENED XWOMATWE SCALE AUG 30 2013 W0411ce NORTH EXHIBIT 2 s:Alegal \our documents \reso1utions \14 \pid resolution amcnding guidclincs.docx EXHIBIT 3 RESOLUTION NO. A RESOLUTION AMENDING GUIDELINES FOR PUBLIC IMPROVEMENT DISTRICTS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council seeks to amend the guidelines for public improvement districts established on July 24, 2007; and WHEREAS, the Public Improvement District ( "PID ") Assessment Act (the "Act ") allows a city to levy and collect special assessments on property that is located within the city or within the city's extraterritorial jurisdiction ( "ETJ "); and WHEREAS, the funds from the assessment can be used to make certain improvements as authorized by the Act to the infrastructure to facilitate economic growth within an area; and WHEREAS, these guidelines are intended to aid the City Council in determining if the creation of a PID is financially feasible, practical, and in the best interest of the citizens of the City of Denton; and WHEREAS, these guidelines do not require the City Council to participate in PIDs, nor do they prevent the City Council from establishing PIDs with elements that vary from these guidelines; and WHEREAS, the City agrees with the recommendation of the Economic Development Partnership Board to establish these guidelines; and WHEREAS, this Resolution is in the public interest of the residents of the City of Denton; NOW, THEREFORE, THE CITY COUNCTL OF THE CTTY OF DENTON HEREBY RESOLVES: SECTION 1. The City Council of the City of Denton, Texas, hereby authorizes the adoption of the PID Guidelines, which are attached hereto and made a part hereof by reference. SECTION 2. The City Council may, from time -to -time consider changes to these guidelines as will be reflected by their future action. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. s:Alegal \our documents\resolutions \14 \pid resolution amending guidclines.docx EXHIBIT 3 PASSED AND APPROVED this the day of 12014. ATTEST: JENNIFER WALTERS, CITY SECRETARY I APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Page 2 MARK A. BURROUGHS, MAYOR Public Improvement District (PID) Guidelines Mixed -Use or Residential PIDs The Public Improvement District (PID) Assessment Act (the "Act ") allows a city to levy and collect special assessments on property that is within the city or within the city's extraterritorial jurisdiction (ETJ) to make certain improvements as authorized by the Act to the infrastructure to facilitate economic growth within an area. The following guidelines are intended to aid the City Council in determining if the creation of a PID is financially feasible, practical and in the best interest of the citizens of Denton. This document does not require the City Council to participate in PIDs, nor does it prevent the City Council from establishing PIDs with elements that vary from these guidelines. Section I - Policy Statement The City Council reserves the right to consider PID applications on a case -by -case basis. Projects that bring a unique, high quality desired product to the City of Denton, and such uniqueness or high quality could not be created unless PID funding is available, may be considered. Consideration will be given to developments that provide the types of development that diversify and enhance the tax base. Desired product is defined as a high quality mixed -use development that does not exist within the City of Denton (or is limited) at the time the PID application is presented. The development must promote the policy of the Denton Plan. Elements of the development may include: • The development should exceed Denton Development Code standards in a combination of areas. Examples might be: • Park land /development • Architectural design • A high quality in building materials not seen in other developments • Lot sizes that exceed the average lot size in Denton o A higher quality of amenities not provided in other developments in Denton • The development provides a significant impact in the quality of residential units on the community. PIDs may also be considered for redevelopment areas such as downtown. • Developments of significant size should have a commercial component that provides services and products that serve the needs of the neighborhood, i.e., cleaners, pharmacy, bank, etc. • The development must have a cohesive theme throughout that identifies the unique nature of the project. • Amenities or characteristics that describe the project as unique must be clearly definable and measurable as the developer will be required to demonstrate the project has been completed as proposed. • Ongoing operation and maintenance costs for amenities or public facilities where the costs are borne by the City of Denton (i.e., library, dedicated parks) may eliminate a project from consideration. Section 2 - Eligible expenditures Public amenities and facilities must be available to all City of Denton citizens. Some or all of the following list of improvements may be financed through PID funds; however, the City Council reserves the right to consider each project on a case -by -case basis and will determine the appropriate improvements applicable to any project. • Water, wastewater, health and sanitation, or drainage improvements (including acquisition, construction, or improvements of water, wastewater or drainage improvements); • Street and sidewalk improvements (acquiring, constructing, improving, widening, narrowing, closing or rerouting sidewalks, streets or any other roadways or their right -of- way); • Mass transit improvements (acquisition, construction, improvement or rerouting of mass transportation facilities); • Parking improvements (acquisition, construction or improvement of off - street parking facilities); • Library improvements (acquisition, construction or improvement of libraries); • Park, recreation and cultural improvements (the establishment or improvement of parks); • Landscaping and other aesthetic improvements (erection of fountains, distinctive lighting and signs); • Art installation (acquisition and installation of pieces of art); • Creation of pedestrian malls (construction or improvements of pedestrian malls) • Similar improvements (projects similar to those listed above); • Supplemental safety services, including public safety and security services; • Supplemental business - related services for the improvement of the district, including advertising and business recruitment and development. Section 3 - Funding /Reimbursement of Costs The City Council may consider one of three options to reimburse public improvement districts for eligible costs. The City Council will review each development on a case -by -case basis to determine the appropriate funding option. A. Funding Option 1 - Pay As You Go. Under this option, the assessed funds are disbursed annually in an amount that does not exceed the expenditures incurred for eligible project costs. No bonds secured by PID assessments shall be sold. Although this option is used most frequently for maintenance projects, the City Council may consider the Pay As You Go Option for any project. The term for Pay As You Go PIDs may not exceed 30 years for capital expenditures. Operation and Maintenance PIDs may be ongoing. B. Reimbursement Option 2 — Revenue Bond Sales After Construction. Under this option, the City Council may approve the sale of bonds secured solely with PID assessments to reimburse eligible costs once a minimum of 50% of the planned residential /commercial construction is at full completed value. If the project is built in phases, bonds may be sold for each phase. The comparative size of each phase must be acceptable to the City. A minimum of 50% of the planned residential /commercial development of each phase must be constructed and accepted by the City of Denton at full completed value before bonds may be sold. Financial security of the developer and feasibility of the project will be reviewed by the City's financial advisors and bond counsel to ensure viability of the project and that PID assessment funds are sufficient to retire the bond debt. The minimum percentage of completion may be reduced if the City believes the financial feasibility report justifies the reduction in completion percentage. The term may not exceed 30 years for capital expenditures. Operation and Maintenance PIDs may be ongoing. C. Financing Option 3 — Revenue Bond Sale for Construction Financing. Under this option, the City Council may approve the sale of bonds secured solely with PID assessments to finance construction with a maximum appraised value to lien ratio of 3:1 at each bond issue. If the project is built in phases, bonds may be sold for each phase. Financial security of the developer and feasibility of the project will be reviewed by the City's financial advisors and bond counsel to ensure viability of the project and that PID assessment funds are sufficient to retire bond debt. The term may not exceed 30 years for capital expenditures, and the maximum number of years of capitalized interest will not exceed two years for each bond issue. Section 4 - Assessment Cap The City Council must consider an assessment amount at the time a PID is created. Assessments should not exceed $0.40 per $100 valuation regardless of whether the project is within the City limits or the City's ETJ. The assessment may be less than $0.40, and the City Council may even consider an amount higher than the recommended $0.40 cap if they believe it is in the best interest of the community. Section 5 - PID Petition /Documentation Developers requesting a PID are required to submit a completed PID petition /application to the Economic Development Partnership Board (EDPB). The EDPB will review the proposal and make recommendation to City Council. The application will provide the following: A. Description of the development that clearly defines the elements of the project that exceed the Denton Development Code and how those elements of the project will be measured. B. Documentation that the project provides a desired product that is not available or is limited within the city limits or the ETJ. C. Detailed project financials and developer financial information to ensure the viability of the company. If the developer has participated in previous PIDs, success of previous PIDs must be demonstrated. D. Developers must declare whether they will hold ownership of the residential property within the development or sell sections /lots to builders, and the proposed timing of the sale of such sections /lots. E. Sample documentation to be provided at the time of sale that clearly discloses the existence of the PID, the amount of the assessment, options for payment, and liability to owner should assessment become delinquent. F. Project financial documents must include payment for City of Denton administrative costs. G. Project financial documents must declare the party responsible for maintenance of the improvements and describe how maintenance will be funded. If an element of the PID funds operation and maintenance, a list of improvements supported by PID funds must be provided. H. Project financial documents must include payment for administrative and reasonable legal costs that may be incurred by the City to foreclose on any property within the project for non - payment of PID assessment. Section 6 — Administrative Costs The PID documentation must provide for the reimbursement of the City's on -going administrative and legal costs relative to reviewing, preparing, auditing the feasibility report, preliminary costs estimates, five -year service and assessment plan and assessment roll, and costs relating to foreclosures, etc. A $2,500 deposit must accompany all PID applications to be applied toward administrative costs related to the processing and review of the application, which may include staff time, public notices, etc. The City will track costs and refund any excess monies once the PID has been established or denied. The applicant will be required to cover all related costs; therefore, it may be necessary for applicants to provide additional funds. Individual Herr€ AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: Economic Development ACM: John Cabrales, Jr. SUBJECT Consider approval of a resolution of the City Council of the City of Denton, Texas, accepting for filing a petition for the creation of Rayzor Ranch Public Improvement District No. l; ordering a public hearing to consider the creation of the District; authorizing and directing the publication and mailing of notices of the public hearing as required by law; and providing for an immediate effective date. BACKGROUND A Public Improvement District (PID) is a defined area where public improvements may be financed through the use of special assessments. Under Chapter 372 of the Local Government Code, a public improvement district may be formed to accomplish any of the following improvements: • Water, wastewater, health and sanitation, or drainage improvements (including acquisition, construction, or improvements of water, wastewater or drainage improvements); • Street and sidewalk improvements (acquiring, constructing, improving, widening, narrowing, closing or rerouting sidewalks, streets or any other roadways or their rights -of -way); • Mass transit improvements (acquisition, construction, improvement or rerouting of mass transportation facilities); • Parking improvements (acquisition, construction or improvement of off - street parking facilities); • Library improvements (acquisition, construction or improvement of libraries); • Park, recreation and cultural improvements (the establishment or improvement of parks); • Landscaping and other aesthetic improvements (erection of fountains, distinctive lighting and signs); • Art installation (acquisition and installation of pieces of art); • Creation of pedestrian malls (construction or improvement of pedestrian malls); • Similar improvements (projects similar to those listed above); • Supplemental safety services for the improvement of the district, including public safety and security services; or • Supplemental business - related services for the improvement of the district, including advertising and business recruitment and development. Agenda Information Sheet April 1, 2014 Page 2 The Project On March 25, 2014, representatives of RED Development filed a petition requesting the City Council consider the creation of a Public Improvement District (PID) to provide for funding for infrastructure improvements for Phase II of the Rayzor Ranch development — Rayzor Ranch Town Center. The proposed District will include approximately 230 acres owned by Allegiance Hillview, L.P. and DB Denton II, LLC ( "Owners ") and located in the southeast quadrant of the intersection of West University Drive (U.S. Highway 380) and Interstate Highway 35. The property is being developed for commercial/retail and multi - family uses comparable in quality to the Rayzor Ranch project north of West University Drive, and will be unique and exceed the standards in the Denton Development Code. No single - family uses will be included. The required public improvements will be financed, in part, from the proceeds of District bonds issued by the City and secured solely by assessments levied against the property on a per -acre basis that takes into consideration permitted uses. Assessments will be secured by a lien on the property that is senior to private financing but junior to the lien for ad valorem taxes. No city property will be assessed, and the City will not otherwise have any liability to pay assessments. All costs of the collection and administration of the District will be paid by property owners as part of the annual installments of assessments. Costs and penalties resulting from assessment delinquencies (including foreclosure) will also be paid by property owners in the same manner as for ad valorem tax delinquencies. The Petition A copy of the petition requesting the creation of the PID is attached. The petition includes: • General nature of the proposed public improvements • Estimated costs of the public improvements • Boundaries of the proposed district • Proposed method of assessment • Management of the district • Proposed advisory board Staff would like to bring to your attention the "Estimated Costs of Proposed Public Improvements." The amount of $40,000,000 shown in Section 2 reflects the total estimated costs of all public improvements to be completed within the District boundaries. Pursuant to the Term Sheet, the maximum indebtedness for Assessment Area 41 will be $12,000,000. The Process The City Council will hold a Public Hearing on May 6, 2014, regarding the creation of a PID for Rayzor Ranch. At the conclusion of the Public Hearing, the City Council will consider a resolution authorizing the creation of the PID and simultaneously adopt the Agenda Information Sheet April 1, 2014 Page 3 Term Sheet. The Term Sheet will dictate the conditions by which the City Council would consider issuing bonds at a future date. The creation of the District will not obligate the City to levy assessments or issue District bonds. If the City Council determines it is in the best interest of the City and the property to levy assessments and issue District bonds, then the amount and terms and conditions of the bonds (as well as the method by which bond proceeds will be administered) will be subject to final approval by the City Council. When assessments have been levied, notice (in a form approved by the City Attorney) will be filed in the real property records so that all purchasers of property in the District will have notice of the District, the amount of the assessments (and corresponding liens) that apply to the property being purchased, the options for payment, and the liability of the owner should the assessments become delinquent. Prior to the City Council considering assessments or bond sales, Council will be provided with the "official reports" which will include a list of the public improvements and the estimated costs that have been prepared by an engineering firm. In addition, Council will receive the Preliminary Service and Assessment Plan, Preliminary Assessment Roll, and Draft Reimbursement Agreement. At this time, Council will be asked to call another Public Hearing where the final Service and Assessment Plan, Assessment Roll, Reimbursement Agreement and Evidence of Enhanced Value will be considered for approval. The final documents must be provided to the City at least ten days prior to the Public Hearing for our review. ESTIMATED SCHEDULE OF PROJECT The proposed resolution simply acknowledges the receipt of the petition and sets the date of May 6, 2014, for a Public Hearing when the City Council will consider creating the District. Creation of the District does not obligate the City Council to levy assessments or approve the sale of bonds. PRIOR ACTION/REVIEW The Economic Development Partnership Board discussed the proposed PID at their March 18, 2014, meeting and gave staff direction to continue to pursue the creation of the PID and the Term Sheet. The City Council discussed the PID request at their March 4, 2014, meeting and directed staff to proceed with the creation of the PID. FISCAL INFORMATION Costs incurred in the creation and administration of the PID will be paid through PID funds. If and when the City Council considers a resolution to authorize the creation of the PID for Rayzor Ranch Town Center, the City Council will simultaneously approve a Term Sheet which protects the City's financial interests. The Term Sheet is provided as Exhibit 2, and includes the following key considerations to protect the City's financial interests: Agenda Information Sheet April 1, 2014 Page 4 • The minimum assessed value to lien ratio at each bond issue is 3:1. • Each bond issue will preclude the City from making debt service payments other than from special assessment revenues. • The PID will cover the City's administrative costs. • The developer will be required to deposit into escrow cash or a Letter of Credit (Financial Assurance) to cover any projected construction shortfalls. • The developer will be required to petition the City to dissolve the PID if no bonds are issued within five years from the date of formation of the PID. FXUTRTTC Exhibit 1 — Petition Requesting PID Creation Exhibit 2 — Rayzor Ranch PID Term Sheet Exhibit 3 — Resolution Accepting Petition and Calling a Public Hearing Respectfully submitted: l I ,� a 6M 0 W Aimee Bissett, Director Economic Development Department EXHIBIT 1 PETITION REQUESTING THE ESTABLISHMENT OF RAYZOR RANCH PUBLIC IMPROVEMENT DISTRICT NO. I This petition (this "Petition ") is submitted and filed with the City Secretary of the City of Denton, Texas (the "City ") by the undersigned owners (collectively, "Owner ") of approximately 229.693 contiguous acres located within the corporate limits of the City east of Interstate Highway 35, north of Scripture Street, west of Bonnie Brae Street, and south of West University Drive (U.S. Highway 380), which property is described by metes and bounds on Exhibit A attached hereto and depicted on Exhibit B attached hereto (the "Pro e "), acting pursuant to Chapter 372, Texas Local Government Code, as amended (the "Act "), requesting that the City Council of the City establish the Rayzor Ranch Public Improvement District No. I (the "District ") to include the Property. In support of this Petition and the creation of the District, Owner presents the following: Section 1. General Nature of the Pro osed Public Improvements. The proposed public improvements authorized by the Act to be undertaken and financed for the special benefit of the Property (the "Authorized Public Improvements") may include, but are not limited to, the following: (a) arterial, collector, and local street improvements including, but not limited to, grading, drainage channels and structures, storm drains, retention basins, paving, curb, gutter, sidewalks, medians, landscaping, street lights, traffic signals, sewer lines, utility lines and appurtenances, irrigation lines and facilities, signing and striping, dust control and erosion protection, any necessary transitions, tapers and temporary improvements to existing roadways and facilities, and other associated improvements; (b) Interstate Highway I -35 frontage roads and associated entry/exit ramp reversal improvements including, but not limited to, grading, drainage channels and structures, storm drains, retention basins, paving, curb, gutter, sidewalks, medians, landscaping, street lights, traffic signals, sewer lines, utility lines and appurtenances, irrigation lines and facilities, signing and striping, dust control and erosion protection, any necessary transitions, tapers and temporary improvements to existing roadways and facilities, and other associated improvements; (c) sanitary sewer line improvements from the main collector and arterial roadways through the Property to serve individual lots and pad sites; (d) water line improvements from the main collector and arterial roadways through the Property to serve individual lots and pad sites; and (e) storm water improvements. Section 2. Estimated Costs of Proposed Public improvements. The estimated cost of the Authorized Public Improvements is $40,000,000.00 (the "Authorized Improvements Cost "). Page 1 Rayzor Ranch PID 1 Petition -March 20, 2014 1915.0 1 0129 1 07.3 EXHIBIT 1 Section 3. Boundaries of the Proposed District. The boundaries of the proposed District are the boundaries of the Property described on Exhibit A attached hereto and depicted on Exhibit B attached hereto. Section 4. , Proposed Method of Assessment. It is proposed that the City Council of the City levy assessments against the Property or portions thereof, from time to time, in a manner that will impose equal shares of the Authorized Improvements Cost on lots, parcels, and tracts that are similarly benefited (including, but not limited to, assessments that may be levied on a per -acre basis related to uses permitted by applicable zoning but not related to the appraised value of the property whether developed or undeveloped), but only to the extent that the City Council determines that the Property or portions thereof, from time to time, being assessed is specially benefitted by the Authorized Public Improvements. It is proposed that the City Council of the City will levy such assessments only after notice and a public hearing as required by the Act, which assessments may be paid in full at any time, including accrued and unpaid interest; and if not paid in full, shall be paid in annual installments for a term that does not exceed 40 years. Annual installments shall be paid pursuant to a reimbursement agreement authorized by the Act between the City and Owner, including principal, interest, costs of collection and delinquencies, and costs of administration. The reimbursement agreement may provide that the collection of annual installments, including the accrual of interest, be deferred or reduced on terms and conditions set forth in the agreement. The amount of an assessment against a lot, parcel, or tract, once levied, may be reduced but not increased; however, the amount of the annual installments of any assessment may be reduced or increased from year to year depending on variations in the costs of collection, delinquencies, and administration. If assessments are levied based on estimates of the costs of Authorized Public Improvements, the levy must be structured so that it will be reduced in the event the actual costs are less than the estimate. Section 5. Proposed Apportionment of Costs between the District and the Cit . The Authorized Improvements Cost will be apportioned 100% to the District. No City property will be assessed, and the City will not be obligated to pay any assessments. Section 6. Management of the District. Owner proposes that the District be managed by the City with the assistance of consultants hired by the City and paid for as an administrative cost of District. Section 7. Owner Requests Establishment of the District. Owner requests and concurs with the establishment of the District and with the levy of assessments against the Property to pay for or finance the Authorized Public Improvements to the extent the Authorized Public Improvements confer a special benefit on the Property. Section S. Advisory Board. An advisory body may be established to develop and recommend an improvement plan to the City Council of the City; however, Owner proposes that the District be established and managed without an advisory body. This Petition is signed by Owner as the owner of 100% of the Property. This Petition is sufficient to create the District under the Act because it is signed by: (1) the owners of taxable real property representing more than fifty percent (50 %) of the appraised value of taxable real Page 2 Rayzor Ranch P1D 1 Petition -March 20, 2014 1915.010129107.3 EXHIBIT 1 property liable for assessment under the proposal, as determined by the current roll of the appraisal district in which the property is located; and (2) record owners of real property liable for assessment under the proposal who: (A) constitute more than fifty percent (50 %) of all record owners of property that is liable for assessment under the proposal; or (B) own taxable real property that constitutes more than fifty percent (50 %) of the area of all taxable real property that is liable for assessment under the proposal. RESPECTFULLY SUBMITTED thiv� skday of March, 2014 Allegiance Hillview, L.P., a New York limited partnership By: TH GP LLC, a Delaware limited liability company, d/b /a TH Dento LLC. D the State of Texas, its gendi5l partner By: Name: Andrew Osborne Authorized SJ9,n1tOf V Title: DB Denton II, LLC, a Delaware limited liability company Name: Title: Page 3 Rayzor Ranch AID I Petition - March 20, 2019 1915.01 0\29107.3 EXHIBIT 1 property liable for assessment under the proposal, as determined by the current roll of the appraisal district in which the property is located; and (2) record owners of real property liable for assessment under the proposal who: (A) constitute more than fifty percent (50 %) of all record owners of property that is liable for assessment under the proposal; or (B) own taxable zeal property that constitutes more than fifty percent (50 %) of the area of all taxable real property that is liable for assessment under the proposal. RESPECTFULLY SUBMITTED this01day of March, 2014 Allegiance Hillview, L.P., a New York limited partnership By: TH GP LLC, a Delaware limited liability company, d/b /a TH Denton GP LLC in the State of Texas, its general partner Name: Title: DB Denton H, LLC, a Delaware limited liability company By: Name: A i4&%trt E b G. - Title: e" .cam Page 3 Rayzor Ranch PtD 1 Petition - March 20, 2014 1915.010129107.3 Exhibit A Legal Description of the Property METES AND BOUNDS DESCRIPTION EXHIBIT 1 BEING a 231.693 acre tract of land situated in the B.B.B. & C.-R.R. Survey, Abstract Number 192, Denton County, Texas, in the City of Denton. Being a portion of the tract of land described as Tract One In the deed to Allegiance Hillview. L.P. recorded in Document Number 2006- 41743, Deed Records of Denton County, Texas and all of Lot 3, Pearcy /Christon Addition No. 1, an addition to the City of Denton, according to the plat recorded in Cabinet B, Page 34, Plat Records of Denton County, Texas, also being all of the tract of land described in the deed to DB Denton 11, LLC recorded in Document Number 2010 - 74478, Deed Records of Denton County, Texas and being a portion of Block 1, Rayzor Ranch South Conveyance Plat according to the Conveyance Plat recorded in Cabinet Y, Slide 470, Plat Records of Denton County, Texas, said 231.693 acre tract of land being more particularly described as follows: BEGINNING at the point of intersection of the easterly right —of —way line of Interstate Highway 35 (a variable width right —of —way) with the southerly right —of —way line of University Avenue (a variable width right —of --way) as described in the Instrument recorded in Document Number 2010- 69548, Deed Records of Denton County, Texas; THENCE with the southerly right —of —way line of University Avenue the following: South 68' 51' 08" East a distance of 233.78 feet to the point of curvature of a curve to the right having a radius of 4,950.00 feet; Southeasterly along said curve through a central angle of 01' 49' 37" an arc distance of 157.83 feet with a chord bearing of South 87' 56' 20" East and a chord distance of 157.83 feet to the point of tangency of said curve; South 87' 01' 32" East a distance of 75.84 feet to the point of curvature of a curve to the left having a radius of 5,050.00 feet; Southeasterly along said curve through a central angle of 01' 49' 36" an arc distance of 161.01 feet with a chord bearing of South 87' 56' 20" East and a chord distance of 161.00 feet to the point of tangency of said curve; South 88' 51' 08" East a distance of 135.55 feet to a point for comer; South 43' 51' 08" East a distance of 42.43 feet to a point for corner; North 85' 26' 14" East a distance of 110.55 feet to a point for comer; North 46' 08' 52" East a distance of 42.43 feet to a point for corner, South 88' 51' 08" East a distance of 156.45 feet to the point of curvature of a curve to the right having a radius of 185.00 feet; Southeasterly along said curve through a central angle of 06' 16' 36" an arc distance of 20.27 feet with a chord bearing of South 85. 42' 50" East and a chord distance of 20.26 feet to the point of tangency of said curve; South 82' 34' 33" East a distance of 78.68 feet to the point of curvature of a curve to the left having a radius of 215.00 feet; Continued next page... SHEET 1 OF 8 Exhibit A to Rayzor Ranch PID 1 Petition - Page 1 1915.010\29107.3 EXHIBIT 1 Exhibit A Legal Description of the Propejjy Continued ... Southeasterly along said curve through a central angle of 06' 16' 36" an arc distance of 23.55 feet with a chord bearing of South 85' 42' 50" East and a chord distance of 23.54 feet to the point of tangency of sold curve; South 88' 51' 08" East a distance of 248.29 feet to the beginning of d non — tangent curve to the left, the radius point of sold curve being situated North 01' 14' 45" East a distance of 5,050.11 feet from said point; Southeasterly along said curve through a central angle of 01' 10' 25" an arc distance of 103.44 feet with a chord bearing of South 89' 24' 27" East and a chord distance of 103.44 feet to the end of said curve; North 84' 31' 22" East a distance of 125.28 feet to a point for corner, North 89' 27' 11" East a distance of 26.81 feet to the point of curvature of a curve to the right having a radius of 185.00 feet; Southeasterly along said curve through a central cmgle of 06' 16' 38" an arc distance of 20.27 feet with a chord bearing of South 87' 24' 30" East and a chord distance of 20.26 feet to the point of tangency of said curve; South 84' 16' 11" East a distance of 78.67 feet to the point of curvature of a curve to the left having a radius of 215.00 feet; Southeasterly along said curve through a central angle of 06' 16' 38" an arc distance of 23.56 feet with a chord bearing of South 87. 24' 30" East and a chord distance of 23.54 feet to the point of tangency of said curve; North 89' 27' 11" East a distance of 290.19 feet to a point for comer, South 44' 41' 59" East a distance of 41.80 feet to a point for comer, North BY 45' 42" East a distance of 110.92 feet to a point for corner; North 45' 18' 01" East a distance of 43.05 feet to a point for comer; North 89' 27' 11" East a distance of 217.23 feet to the point of curvature of a curve to the right having a radius of 4,961.00 feet; Northeasterly along said curve through a central angle of 00' 56' 55" an arc distance of 82.15 feet with a chord bearing of North 89' 55' 38" East and a chord distance of 82.15 feet to a point in the westerly line of Lot 2 of said Pearcy /Christon Addition No. 1; THENCE departing the southerly right —of —way line of University Drive with the westerly line of said Lot 2, Pearcy /Christon Addition No. 1 South 01' 08' 26" West a distance of 593.84 feet to the southwesterly corner of said Lot 2, Pearcy /Christon Addition No. 1; Continued next page... Exhibit A to Rayzor Ranch PID 1 Petition - Page 2 SHEET 2 OF 8 1915.0 1 0129 1 07.3 EXHIBIT 1 Exhibit A Legal Description of the Propert y Continued... THENCE departing the westerly line of said Lot 2, Pearcy /Christon Addition No. 1 with the southerly line of said Lot 2, Pearcy /Christon Addition No. 1 South 89' 04' 34" East a distance of 691.50 feet to a point in the westerly right —of —way line of Bonnie Brae Street (a variable width right —of —way) as described in the Instrument recorded in Document Number 2008- 96935, Deed Records of Denton County, Texas; THENCE with the westerly right —of —way line of Bonnie Brae Street the fol €owing: South 00' 53' 07" West a distance of 481.67 feet to a point for corner, South 01' 03' 42" West a distance of 956.92 feet to a point for corner; South 00' 59' 47" West a distance of 821.01 feet to a point in the easterly extension of the northerly line of the tract of land described in Exhibit X of the instrument recorded in Document Number 2008- 80692, Deed Records of Denton County, Texas; THENCE departing the westerly right —of —way line of Bonnie Broe Street with the easterly extension of and the northerly line of the tract of land described in said Exhibit X North 89' 11' 09" West a distance of 297.98 feet to the northwesterly corner of the tract of land described In said Exhibit X; THENCE departing the northerly line of the tract of land described in said Exhibit X with the westerly line of the tract of land described In said Exhibit X South 00' 46' 51" West a distance of 482.75 feet to the southwesterly corner of the tract of land described in said Exhibit X; THENCE departing the westerly line of the tract of land described in sold Exhibit X with the easterly extension of and the southerly line of the tract of land described in sold Exhibit X South 89' 11' 09" East a distance of 263.85 feet to a point In the westerly right —of —way line of Bonnie Brae Street in a non — tangent curve to the right having a radius of 279.87 feet; THENCE with the westerly right —of —way line of Bonnie Brae Street the following: Southwesterly along said curve through a central angle of 16' 58' 20" an arc distance of 82.90 feet with a chord bearing of South 37' 25' 10" West and a chord distance of 82.60 feet to the point of reverse curvature of a curve to the left having a radius of 437.01 feet; Southwesterly along said curve through a central angle of 56' 13' 56" an arc distance of 428.90 feet with a chord bearing of South 17' 47' 22" West and a chord distance of 411.89 feet to the end of said curve; South 39' 46' 07" West a distance of 25.02 feet to a point in the northerly right —of —way line of Scripture Street (a variable width right —of —way); THENCE departing the westerly right —of —way line of Bonnie Brae Street with the northerly right —of —way line of Scripture Street North 88" 58' 00" West a distance of 373.11 feet to the southeasterly comet of the tract of land described in the deed to Cook Children's Health Care System recorded In Document Number 2008 - 116772, Deed Records of Denton County, Texas also being Lot 2, Block 3. Rayzor Ranch South Conveyance, according to the Conveyance Plat recorded in Cabinet Y Page 690, Plat Records of Denton County, Texas; Continued next page... Exhibit A to Rayzor Ranch PID I Petition - Page 3 SHEET 3 OF 8 1915,010129107.3 EXHIBIT 1 Exhibit A Legal Description of the Pro pert Continued... THENCE departing the northerly right —of —way line of Scripture Street with, the easterly lines of said Cook. Children's Health Care System tract the following: North 01' 04' 41" East a distance of 469.52 feet to a point for comer, North 88' 57' 19" West a distance of 270.25 feet to a point for comer; North 01' 02' 41 " East a distance of 266.87 feet to a point for corner, North 06' 56' 52" West a distance of 192.19 feet to the most northerly northeast corner of said Cook Children's Health Care System tract; THENCE departing the easterly Imes of said Cook Children's Health Care System tract with the northerly lines of said Cook Children's Health Care System tract the following: South 83' 18' 21" West a distance of 349.09 feet to the point of curvature of a curve to the right having a radius of 1,032.50 feet; Southwesterly along said curve through a central angle of 03' 02' 20" an arc distance of 54.76 feet with a chord bearing of South 84' 49' 31" West and a chord distance of 54.76 feet to the point of tangency of said curve; South 86' 20' 41" West a distance of 37.69 feet to the most northerly northwest comer of said Cook Children's Health Care System tract: THENCE departing the northerly line of said Cook Children's Health Care System tract with the westerly lines of sold Cook Children's Health Care System tract the following: South 39. 41' 53" West a distance of 19.91 feet to a point for comer; South 06. 56' 52" East a distance of 26.90 feet to a point of curvature of a curve to the right having a radius of 693.00 feet; Southeasterly along said curve through a central angle of 08' 01' 33" an arc distance of 97.07 feet with a chord bearing of South 02' 56' 06" East and a chord distance of 96.99 feet to the point of tangency of said curve; South 01' 04' 41" West a distance of 208.63 feet to a point for corner; North 88' 55' 19" West a distance of 3.00 feet to a point for corner; South 01. 04' 41" West a distance of 509.21 feet to a point for comer; South 43' 55' 19" East a distance of 19.86 feet to a point in the northerly right —of —way line of Scripture Street; Continued next page... SHEET 4 OF 8 Exhibit A to Rayzor Ranch PID 1 Petition - Page 4 1915.010\29107.3 Exhibit A Lep,al Description of the Property Continued... EXHIBIT 1 THENCE departing the westerly lines of said Cook Chddren's health Care System tract with the northerly right —of —way line of Scripture Street North 88' 58' 00" West a distance of 109.20 feet to the southeasterly corner of the tract of land described In the deed to Texas Oncology Properties, LLC recorded In Document Number 2006- 142313, Deed Records of Denton County, Texas; THENCE departing the northerly right —of —way line of Scripture Street with the easterly line of said Texas Oncology Properties, LLC tract North 01* 02' 00" East a distance of 500.06 feet to the northeasterly corner of said Texas Oncology Properties, LLC tract; THENCE departing the easterly line of said Texas Oncology Properties, LLC tract with the northerly line of said Texas Oncology Properties, LLC tract and the northerly line of Lot 1, Block 1, Rehab Hospital, an addition to the City of Denton according to the plat recorded In Cabinet X. Page 929, Plat Records of Denton County, Texas North 88' 58' 00" West a distance of 761.56 feet to a point In the easterly line of the tract of land described in the deed to 3100 1 -35 N, LLC recorded In Document Number 2011- 109831, Deed Records of Denton County, Texas for the northwesterly comer of said Lot 1, Block 1, Rehab Hospital; THENCE departing the northerly line of said Lot 1, Block 1, Rehab Hospital with the easterly line of said 3100 1 -35 N, LLC tract North 01' 02' 00" East a distance of 2.45 feet to a point In a non — tangent curve to the right having a radius of 532.50 feet for the northeasterly comer of said 3100 1--35 N, LLC tract; THENCE with the northerly lines of said 3100 1 -35 N, LLC tract the following: Southwesterly along said curve through a central angle of 03' 15' 22" an are distance of 30.26 feet with a chord bearing of South 67' 48' 19" West and a chord distance of 30.26 feet to the end of said curve; South 14' 43' 28" East a distance of 6.13 feet to a point in a non — tangent curve to the right having a radius of 638.00 feet; Southwesterly along said curve through a central angle of 05' 40' 50" an arc distance of 63.25 feet with a chord bearing of South 72' 26' 08" West and a chord distance of 63.23 feet to the point of tangency of said curve; South 75' 16' 32" West a distance of 369.19 feet to a point for comer; South 30' 37' 54" West a distance of 42.69 feet to a point in the easterly right —of —way line of Interstate Highway 35 for the northwesterly corner of said 3100 1 -35 N. LLC tract; THENCE departing the northerly lines of said 3100 1 -35 N, LLC tract with the easterly right —of --way line of Interstate Highway 35 the following: North 16' 24' 00" West a distance of 3190.03 feet to a point for corner; North 14' 50' 06" East a distance of 171.01 feet to a point for comer; North 46' 04' 12" East a distance of 303.95 feet to a point for comer; North 60' 32' 22" East a distance of 68.86 feet to the POINT OF BEGINNING; Continued next page.._ Exhibit A to Rayzor Ranch PID I Petition - Page 5 SHEET 5 OF 8 1915.010129107.3 EXHIBIT 1 Exhibit A Legal Description of the Prop Continued... CONTAINING a computed gross area of 231,693 acres (10,092,547 square feet) of land. SAVE AND EXCEPT the following described tract. BEING a 2.000 acre tract of land situated in the B.B.B. & C. R.R. Survey, Abstract Number 192, Denton County, Texas, in the City of Denton. Being all of the tract of land described in the deed to the City of Denton recorded in Document Number 2010- 32727, Deed Records of Denton County, Texas, said 2.000 acre tract of land being more particularly described as follows: COMMENCING at the northwesterly corner of right —of —way for Bonnie Brae Street as described in the instrument recorded in Document Number 2008 - 96935, Deed Records of Denton County, Texas; THENCE with the westerly right —of —way line of Bonnie Brae Street South 00' 53' 07" West a distance of 45.00 feet to a point for corner, THENCE departing the westerly right —of —way line of Bonnie Brae Street North 89' 04' 34" West a distance of 58.75 feet to the POINT OF BEGINNING; THENCE South 00' 53' 07" West a distance of 295.16 feet to a point for corner; THENCE North 89' 04' 34" West a distance of 295.16 feet to a point for comer; THENCE North 00' 53' 07" East a distance of 295.16 feet to a point for comer; THENCE South 89' 04' 34" East a distance of 295,16 feet to the PUNT OF BEGINNING; CONTAINING a computed area of 2.000 acres (87,119 square feet) of land. LEAVING a net computed area of 229.693 acres (10,005,428 square feet) of land. Exhibit A to Rayzor Ranch PID I Petition - Page 6 1915.010\29107.3 EXHIBIT 1 Exhibit B Depiction of the Property_ Exhibit B to Rayzor Ranch PID 1 Petition - Page I 1915.010129107.3 WEST-UNIVERSITY DRIVE/U.S. 380 ? (VARIABLE WIDTH RIGHT -OF -WAIF) U DOCUMENT NUMBER w 202010 -69548 q4 a �ry L1 CT L2 C2 L3 L7 C3 C4 L9 CS L10 C7 L13 L15 L17III CB ___ Q X L4 LS L11 12 L14 16 y� U w W # E:_ POINT OF BEGINNING m - — a OVERALL I n o b �p I I ¢ n o-Q ! { 6 N1 430'06'E 171.01' I L37 589�04'34'fi 133 e LOT 3 691.50' DB DENTON 0. m v PwCY /CH1i15TON NUMBER ' DOCUMENT ADORION NO. 1 i 2010 -74478 CABINET B, PAGE 34 L35 n LOT 1, BLOCK S 0 RAYZOR RANCH SOUTH S DOCUMENT NUMBER SAVE AND EXCEPT TRACT 2010 -119 2.000 ACRES (87,119 SQUARE TEEC) LOT 1, BLOCK 2 iA RAYZOR RANCH SOUTH CONVEYANCE PLAT CABINET Y. SLIDE 470 CITY OF DENTON DOCUMENT NUMBER M 2010 -32727 _p w u..i 4 W # N { �W /- _C, 1.1.1 {?gym r U1 GROSS ACRES 231.693 (10,092.547 SQUARE FEET) o it -SAVE AND EXCEPT ACRES 2.000 (87,119 SQUARE FEET) Co v {°, (T7 NET ACRES 229.693 (10,005,428 SQUARE FEET) Z m° p = EXHIBIT X 05 BLOCK 1 L2 DOCUMENT NUMBER NB9'11'09'W m " 1 = 2006 -80692 6' CONVEYANCE PLAT L22 1 RAYZOR RANCH SOUTH L20 £ CABINET Y, SLIDE 470 L2 w # J 7 � C12 w g C13 + 0 y B N88'58'00`W 1.25 °w C14 6• s N86'ST19'tIT z 51516 39 W I DENTON MED, LP I w 3 LOT 2, BLOCK 3 589'11'09' `A RAYZOR RANCH ;�+ 283.85 'Jbg} DOCUMENT $• ;rN SOUTH NUMBER n �', CONVEYANCE 2007 - 108635 I p S o c c n CABINET Y. P V i z N SLIDE 690 z 6 L27 N88'5800'W LOT 1, BLOCK 4 373.11' RAYZOR a SCRIPTURE STREET ANCE0L5H (VARIABLE WIDTH RIGHT -OF -WAY) 3100 f -35N, LLC. COOKS CHILDREN'S DOCUMENT NUMBER TEXAS ONCOLOGY HEALTH CARE SYSTEM 2011- 109831 PROPERTIES, I.I.C. DOCUMENT NUMBER DOCUMENT NUMBER 2008- 116772 2006- 142313 Exhibit B to Rayzor Ranch PID 1 Petition - Page I 1915.010129107.3 EXHIBIT 1 Exhibit B Depiction of the Property_ Curve Table Line 'fable Central Angle Line Number gearing Distance Ll S8651'08'E 233.78' L2 S8701'32'E 75.84' 1.3 S88'51'OWE 135.55' L4 S43'51'WE 42.43' L5 N85'26'14"E 110.55' L6 N46'08'52"E 42.43' L7 588'51'08 'E 156.45' LS S82'34'33E 78.68' L9 S88'51'OB'E 248.29' LID N84'31'22E 125.28' L11 N89'27'1 1"E 26.81' L12 S84'16'11'E 78.67' L13 N8T27'I 1 "E 290.19' L14 544'41'59'E 41.80' L15 N83'45'421E 110.92' L16 N45'18'01'E 43.05' L17 N89'27'1I'E 217.23' L18 S39'46'07'W 25.02' L19 I N06- 56.52 -W 192.19' L20 S83'18'21"W 349,09' L21 S86'20'412 37.69' L22 S3W41'53"W 19.91' L23 S0656'52'E 26.90' L24 501'04'41 "W 208.63' L25 NST55'19'W 3.00' L26 S43'55'19'E 19.86' L27 N88'58'00'W 109.20' L28 NOi'02'00-E 2.45' L29 S1443'28"E 6,13' L30 S30"37'54W 42.69' L31 N46'04' 12'E 303.95' L32 N60'32'22E 68.86' L33 58T04'34E 295.16' L34 SOO'53'07'W 295.18' L35 N89'04'34W 295.16' L36 NOT53'07'E 295.16' L37 $00'53'07 w 45.00' L38 N89"04'34 W 58.75' EXHIBIT 1 Exhibit B Depiction of the Property_ Curve Table Curve Number Central Angle Radius Arc Length Chord Bearing and Distance C1 1'49'37' 4950.00' 157.83' S87- 56.20 -E 157.83' C2 4 36:- 5050.00' 161.01' SBT56'20"E 161.00' C3 6'16'36" 185.00' 20.27' S8542'50'E 20.26' C4 6'16'36" 215.00' 23.55' S85'42'50'E 23.54' C5 1'10'25" 5050.11' 103.44' S89'24'27'E 103.44' C6 6-16-38- 185.00' 20.27' SS-724.30 -E 20.26' C7 6'16'38" 215.00' 23.56' S87 24'30'E 23.54' C8 0'56'55' 4961.DO' 82.15' N8T55'38'E 82.15' C9 76'58'20" 279.87' 82.90' S3T25'10'W 82.60' C10 56'13'56" 437.01' 428.90' S1747'22 -W 411.89' C11 3'02'20" 1032.50' 54.76' S84'49'31"W 54.76' C12 8'01'33" 693.00' 97.07' S02'56'06'E 96.99' C13 3'15'22" 532.50' 30.26' S6T48'19'W 30.26' C14 5'40'50" 636.00' 63.25' I S72- 26.08 -W 63.23' Exhibit B to Rayzor Ranch PID 1 Petition - Page 2 1915.010129107.3 EXHIBIT 2 TERM SHEET RAYZOR RANCH SOUTH PUBLIC IMPROVEMENT DISTRICT 3/7/14 In order to form the Rayzor Ranch South Public Improvement District ( "the PID"), the following limitations and performance standards shall apply: FINANCING CRITERIA 1. Maximum Total Indebtedness — PID $ 40,000,000 subject to the limitation that the estimated equivalent tax rate of the assessments upon completion of the development does not exceed $0.50 per $100 of assessed value. 2. Estimated Total Qualified Development Costs $ 32,000,000 — PID 3. Maximum Total Indebtedness — Assessment $ 12,000,000 Area 41 4. Maximum annual assessment rate as $0.50 per $100 of assessed value equivalent tax rate upon completion of development — Assessment Area 41 5. Maximum Construction Costs to be Funded — $ 8,100,000 Assessment Area 41 6. Minimum appraised value to lien ratio at date 3:1 of each bond issue 7. Maximum years of capitalized interest for each 2 bond issue 8. Maximum term of each bond issue (to extent 30 years allowed by law) The aggregate principal amount of bonds required to be issued shall not exceed an amount sufficient to fund: (i) the actual costs of the qualified public improvements (ii) required reserves and capitalized interest during the period of construction and not more than 12 months after the completion of construction and in no event for a period greater than 2 years from the date of the initial delivery of the bonds and (iii) any costs of issuance. Provided, however that to the extent the law(s) which limit the period of capitalized interest to 12 months after completion of construction change, the foregoing limitation may be adjusted to reflect the law(s) in effect at the time of future Bond issuances. Appraisals shall be performed by an independent third parry satisfactory to the City and shall assume development of the property will only include completion of the Authorized Improvements financed with PID Bonds and /or any other financial assurance as required according to the terms herein. MISCELLANEOUS 1. The specific Financing Criteria above includes potential financing activity associated with those land parcels within Rayzor Ranch Town Center and the approximately 100 acres currently owned by RED Development, LLC or its affiliates and identified on Exhibit A as Assessment Area 41. EXHIBIT 2 2. The land owned by Allegiance Hillview, or its affiliates, within Rayzor Ranch South is not included in the above stated Financing Criteria but Allegiance Hillview and /or its affiliates retain the right to submit Financing Criteria similar to the above for Future Assessment Areas as shown on Exhibit A. 3. The proposed PID does not include land located north of University Avenue or any land intended for development as detached single family residential. 4. The City of Denton (the "City ") agrees that PID Bonds, subject to compliance with the standards set forth herein, may be issued in advance of construction for the Authorized Improvements within Assessment Area 41. 5. RED Development, or its assignees, may seek bond issues either in advance of construction of and /or on a reimbursement basis for an individual Phase of the Project subject to compliance with these standards. No PID bonds will be issued without the approval by the City of a Service and Assessment Plan for the Specific Assessment Area within the District. 6. No General Obligation or Certificate of Obligation bonds will be utilized by the City to fund the PIDs. 7. RED Development, Allegiance Hillview, their assignees and the City agree that all PID bond issues, if any, will be subject to approval by the City Council but that the terms outlined here will apply. 8. Special assessments on any given portion of the property may be adjusted in connection with subsequent bond issues as long as the maximum annual assessment rate is not exceeded, and the special assessments are determined in accordance with applicable Service and Assessment Plan(s). Special assessments on any portion of the property will bear a direct proportionate relationship to, and will not exceed, the special benefit of the public improvements to that improvement area. 9. The City shall not be obligated to provide funds for any improvement except from the proceeds of the PID Bonds and /or per the terms of the 380 Agreement, as may be amended from time to time. 10. Each PID Bond Indenture will contain language precluding the City from making any debt service payments for the PID Bonds other than from available special assessment revenues. 11. The PID will be responsible for payment of all of the City's reasonable and customary costs and expenses associated with both the issuance of bonds and the ongoing administration of the PID. 12. It is agreed that the PID will be exempt from any public bidding or other purchasing and procurement policies to the extent the project qualifies under Texas Local Government Code Section 252.022(a) (9) which states that a project is exempt from such policies if "paving drainage, street widening, and other public improvements, or related matters, if at least one -third of the cost is to be paid by or through special assessments levied on property that will benefit from the improvements." 13. The City will not approve any PID Bonds for Assessment Area 41 unless at least 50% of the proposed Gross Leasable Area has been pre - leased or under contract to be sold to retail operators. 14. It is agreed that the improvements to be funded by the PID for Assessment Area 41 or any other parcels located within the PID are limited to those defined as Authorized Improvements under Texas Local Government Code Section 372.003 ( "Authorized Improvements "), and will be dedicated to the City: • Streets and sidewalks; • Public safety and security services; • Water, wastewater, health and sanitation, and drainage facilities • Acquisition of rights of way; • Art; • Creation of pedestrian malls; • Erection of fountains, landscaping and other aesthetics; • Library facilities; • Mass transit; • Park, recreation and cultural facilities; and, • Parking facilities. 2 EXHIBIT 2 15. The City retains the right to approve the use of future PID Bonds for construction costs of Authorized Improvements for Future Assessment Areas or for additional assessments within Assessment Area 41. 16. RED Development, or its assignees, shall be obligated to provide funds, in a cash escrow /trust agreement, or an irrevocable letter of credit (Financial Assurance), to pay projected construction shortfalls, if any, for improvements to be financed with PID Bonds. Such funds or irrevocable letter of credit shall be deposited with the trustee for the PID Bonds at closing. RED Development shall also be obligated to pay any cost overruns for such improvements, if the cost of such improvements exceeds the amount of the PID Bonds and Financial Assurance deposited with the trustee for payment of such costs. 17. It is agreed that, if no PID Bonds are issued within a period of five (5) years from the date of the formation of the PID by the Denton City Council, RED Development, or its assignees, will be required to submit a petition to dissolve the PID. 18. It is agreed that all principal landowners will provide any required continuing disclosure obligations associated with the issuance of PID Bonds as required under the Indenture, any continuing disclosure agreement, or any other regulatory agreement or regulatory agency. 19. In connection with the issuance of the initial PID Bonds on behalf of Assessment Area 41, RED Development, or its assignees, agrees to guarantee the funding of the City's costs associated with the formation of the PID and the issuance of the initial PID Bonds through a mutually negotiated Escrow and Deposit Agreement and to be paid back by the PID Bond proceeds. 20. This term sheet shall remain in place until such time and date that a Financing Agreement is executed by the City, RED Development, Allegiance Hillview and /or their assignees. 21. Assignees of RED Development and /or Allegiance Hillview, for purposes of this Term Sheet, shall include only those parties which have demonstrated to the City's satisfaction that the party has the financial, technical and managerial capacity, experience and expertise to perform any obligations or duties assigned or necessary to develop the Authorized Improvements of the PID. 3 Uj C C PID Boundary Drainage Facilities (offsite shown) Note: Additional public infrastructure onsite not shown RPM PROJECT DESIGNER: Joint Venture between: OR RED DEVELOPMENT, LLC 7500 COLLEGE BLVD SUITE 750 OVERLAND PARK, KS 66210 (913) 214-4600 PHONE (913) 214-4639 FAX NOTE: UNASSIGNED TENANT SPACES ARE SUBJECT TO CHANGE BASED ON CONTINUED LEASING ACTWM. DIMENSIONS ARE FROM LEASE LINE TO LEASE LINE AND DO NOT REFLECT CONSTRUCTION DOCUMENT DIMENSIONS, PROJECT OPENED XWOMATWE SCALE AUG 30 2013 W0411ce NORTH EXHIBIT 2 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, ACCEPTING FOR FILING A PETITION FOR THE CREATION OF RAYZOR RANCH PUBLIC IMPROVEMENT DISTRICT NO. 1; ORDERING A PUBLIC HEARING TO CONSIDER THE CREATION OF THE DISTRICT; AUTHORIZING AND DIRECTING THE PUBLICATION AND MAILING OF NOTICES OF THE PUBLIC HEARING AS REQUIRED BY LAW; AND PROVIDING FOR AN IMMEDIATE EFFECTIVE DATE. WHEREAS, Chapter 372 of the Texas Local Government Code, as amended (the "Act ") authorizes the City of Denton, Texas (the "City"), to create public improvement districts within the corporate limits or extraterritorial jurisdiction of the City; and WHEREAS, a petition, a copy of which is attached hereto as Exhibit A (the "Petition "), was filed with the City Secretary requesting the creation of "Rayzor Ranch Public Improvement District No. 1" (the "District ") in accordance with the Act; and WHEREAS, the City Council has determined that it is in the best interest of the City and the owners who have executed the Petition to accept the filing of the Petition and to call a public hearing at which the City Council will consider the Petition and hear public testimony regarding the feasibility and advisability of creating the District. THE CITY COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The recitals set forth in the WHEREAS clauses of this Resolution are true and correct and are incorporated as part of this Resolution. SECTION 2. The filing of the Petition with the City Secretary is hereby confirmed and accepted. SECTION 3. A public hearing to consider the adequacy of the Petition and to hear public testimony on the feasibility and advisability of creating the District is hereby called to be held on Tuesday, May 6, 2014, in the City Council chambers located at 215 East McKinney, Denton, Texas, 76201. SECTION 4. The City Secretary is hereby authorized and directed to give all notices of the public hearing as required by law including notices required by the Texas Open Meetings Act and the published and mailed notices required by the Act. SECTION 5. Upon the closing of the public hearing, the City Council may consider the adoption of a resolution creating the District in accordance with the Act. SECTION 6. This Resolution shall become effective from and after its date of passage in accordance with law. PASSED AND APPROVED this the day of , 2014. MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO FORM: ANITA BURGESS, CITY ATTORNEY e oe 'rte zz EXHIBIT A PETITION REQUESTING THE ESTABLISHMENT OF RAYZOR RANCH PUBLIC IMPROVEMENT DISTRICT NO. 1 This petition (this "Petition ") is submitted and filed with the City Secretary of the City of Denton, Texas (the "City ") by the undersigned owners (collectively, "Owner ") of approximately 229.693 contiguous acres located within the corporate limits of the City east of Interstate Highway 35, north of Scripture Street, west of Bonnie Brae Street, and south of West University Drive (U.S. Highway 380), which property is described by metes and bounds on Exhibit A attached hereto and depicted on Exhibit B attached hereto (the "Pro e "), acting pursuant to Chapter 372, Texas Local Government Code, as amended (the "Act "), requesting that the City Council of the City establish the Rayzor Ranch Public Improvement District No. I (the "District ") to include the Property. In support of this Petition and the creation of the District, Owner presents the following: Section 1. General Nature of the Pro osed Public Improvements. The proposed public improvements authorized by the Act to be undertaken and financed for the special benefit of the Property (the "Authorized Public Improvements") may include, but are not limited to, the following: (a) arterial, collector, and local street improvements including, but not limited to, grading, drainage channels and structures, storm drains, retention basins, paving, curb, gutter, sidewalks, medians, landscaping, street lights, traffic signals, sewer lines, utility lines and appurtenances, irrigation lines and facilities, signing and striping, dust control and erosion protection, any necessary transitions, tapers and temporary improvements to existing roadways and facilities, and other associated improvements; (b) Interstate Highway I -35 frontage roads and associated entry/exit ramp reversal improvements including, but not limited to, grading, drainage channels and structures, storm drains, retention basins, paving, curb, gutter, sidewalks, medians, landscaping, street lights, traffic signals, sewer lines, utility lines and appurtenances, irrigation lines and facilities, signing and striping, dust control and erosion protection, any necessary transitions, tapers and temporary improvements to existing roadways and facilities, and other associated improvements; (c) sanitary sewer line improvements from the main collector and arterial roadways through the Property to serve individual lots and pad sites; (d) water line improvements from the main collector and arterial roadways through the Property to serve individual lots and pad sites; and (e) storm water improvements. Section 2. Estimated Costs of Proposed Public improvements. The estimated cost of the Authorized Public Improvements is $40,000,000.00 (the "Authorized Improvements Cost "). Page 1 Rayzor Ranch PID 1 Petition -March 20, 2014 1915.0 1 0129 1 07.3 Section 3. Boundaries of the Proposed District. The boundaries of the proposed District are the boundaries of the Property described on Exhibit A attached hereto and depicted on Exhibit B attached hereto. Section 4. , Proposed Method of Assessment. It is proposed that the City Council of the City levy assessments against the Property or portions thereof, from time to time, in a manner that will impose equal shares of the Authorized Improvements Cost on lots, parcels, and tracts that are similarly benefited (including, but not limited to, assessments that may be levied on a per -acre basis related to uses permitted by applicable zoning but not related to the appraised value of the property whether developed or undeveloped), but only to the extent that the City Council determines that the Property or portions thereof, from time to time, being assessed is specially benefitted by the Authorized Public Improvements. It is proposed that the City Council of the City will levy such assessments only after notice and a public hearing as required by the Act, which assessments may be paid in full at any time, including accrued and unpaid interest; and if not paid in full, shall be paid in annual installments for a term that does not exceed 40 years. Annual installments shall be paid pursuant to a reimbursement agreement authorized by the Act between the City and Owner, including principal, interest, costs of collection and delinquencies, and costs of administration. The reimbursement agreement may provide that the collection of annual installments, including the accrual of interest, be deferred or reduced on terms and conditions set forth in the agreement. The amount of an assessment against a lot, parcel, or tract, once levied, may be reduced but not increased; however, the amount of the annual installments of any assessment may be reduced or increased from year to year depending on variations in the costs of collection, delinquencies, and administration. If assessments are levied based on estimates of the costs of Authorized Public Improvements, the levy must be structured so that it will be reduced in the event the actual costs are less than the estimate. Section 5. Proposed Apportionment of Costs between the District and the Cit . The Authorized Improvements Cost will be apportioned 100% to the District. No City property will be assessed, and the City will not be obligated to pay any assessments. Section 6. Management of the District. Owner proposes that the District be managed by the City with the assistance of consultants hired by the City and paid for as an administrative cost of District. Section 7. Owner Requests Establishment of the District. Owner requests and concurs with the establishment of the District and with the levy of assessments against the Property to pay for or finance the Authorized Public Improvements to the extent the Authorized Public Improvements confer a special benefit on the Property. Section S. Advisory Board. An advisory body may be established to develop and recommend an improvement plan to the City Council of the City; however, Owner proposes that the District be established and managed without an advisory body. This Petition is signed by Owner as the owner of 100% of the Property. This Petition is sufficient to create the District under the Act because it is signed by: (1) the owners of taxable real property representing more than fifty percent (50 %) of the appraised value of taxable real Page 2 Rayzor Ranch P1D 1 Petition -March 20, 2014 1915.010129107.3 property liable for assessment under the proposal, as determined by the current roll of the appraisal district in which the property is located; and (2) record owners of real property liable for assessment under the proposal who: (A) constitute more than fifty percent (50 %) of all record owners of property that is liable for assessment under the proposal; or (B) own taxable real property that constitutes more than fifty percent (50 %) of the area of all taxable real property that is liable for assessment under the proposal. RESPECTFULLY SUBMITTED thiv� skday of March, 2014 Allegiance Hillview, L.P., a New York limited partnership By: TH GP LLC, a Delaware limited liability company, d/b /a TH Dento LLC. D the State of Texas, its gendi5l partner By: Name: Andrew Osborne Authorized SJ9,n1tOf V Title: DB Denton II, LLC, a Delaware limited liability company Name: Title: Page 3 Rayzor Ranch AID I Petition - March 20, 2019 1915.01 0\29107.3 property liable for assessment under the proposal, as determined by the current roll of the appraisal district in which the property is located; and (2) record owners of real property liable for assessment under the proposal who: (A) constitute more than fifty percent (50 %) of all record owners of property that is liable for assessment under the proposal; or (B) own taxable zeal property that constitutes more than fifty percent (50 %) of the area of all taxable real property that is liable for assessment under the proposal. RESPECTFULLY SUBMITTED this01day of March, 2014 Allegiance Hillview, L.P., a New York limited partnership By: TH GP LLC, a Delaware limited liability company, d/b /a TH Denton GP LLC in the State of Texas, its general partner Name: Title: DB Denton H, LLC, a Delaware limited liability company By: Name: A i4&%trt E b G. - Title: e" .cam Page 3 Rayzor Ranch PtD t Petition - March 20, 2014 19t5.010129107.3 Exhibit A Legal Description of the Property METES AND BOUNDS DESCRIPTION BEING a 231.693 acre tract of land situated in the B.B.B. & C.-R.R. Survey, Abstract Number 192, Denton County, Texas, in the City of Denton. Being a portion of the tract of land described as Tract One In the deed to Allegiance Hillview. L.P. recorded in Document Number 2006- 41743, Deed Records of Denton County, Texas and all of Lot 3, Pearcy /Christon Addition No. 1, an addition to the City of Denton, according to the plat recorded in Cabinet B, Page 34, Plat Records of Denton County, Texas, also being all of the tract of land described in the deed to DB Denton 11, LLC recorded in Document Number 2010 - 74478, Deed Records of Denton County, Texas and being a portion of Block 1, Rayzor Ranch South Conveyance Plat according to the Conveyance Plat recorded in Cabinet Y, Slide 470, Plat Records of Denton County, Texas, said 231.693 acre tract of land being more particularly described as follows: BEGINNING at the point of intersection of the easterly right —of —way line of Interstate Highway 35 (a variable width right —of —way) with the southerly right —of —way line of University Avenue (a variable width right —of --way) as described in the Instrument recorded in Document Number 2010- 69548, Deed Records of Denton County, Texas; THENCE with the southerly right —of —way line of University Avenue the following: South 68' 51' 08" East a distance of 233.78 feet to the point of curvature of a curve to the right having a radius of 4,950.00 feet; Southeasterly along said curve through a central angle of 01' 49' 37" an arc distance of 157.83 feet with a chord bearing of South 87' 56' 20" East and a chord distance of 157.83 feet to the point of tangency of said curve; South 87' 01' 32" East a distance of 75.84 feet to the point of curvature of a curve to the left having a radius of 5,050.00 feet; Southeasterly along said curve through a central angle of 01' 49' 36" an arc distance of 161.01 feet with a chord bearing of South 87' 56' 20" East and a chord distance of 161.00 feet to the point of tangency of said curve; South 88' 51' 08" East a distance of 135.55 feet to a point for comer; South 43' 51' 08" East a distance of 42.43 feet to a point for corner; North 85' 26' 14" East a distance of 110.55 feet to a point for comer; North 46' 08' 52" East a distance of 42.43 feet to a point for corner, South 88' 51' 08" East a distance of 156.45 feet to the point of curvature of a curve to the right having a radius of 185.00 feet; Southeasterly along said curve through a central angle of 06' 16' 36" an arc distance of 20.27 feet with a chord bearing of South 85. 42' 50" East and a chord distance of 20.26 feet to the point of tangency of said curve; South 82' 34' 33" East a distance of 78.68 feet to the point of curvature of a curve to the left having a radius of 215.00 feet; Continued next page... SHEET 1 OF 8 Exhibit A to Rayzor Ranch PID 1 Petition - Page 1 1915.010\29107.3 Exhibit A Legal Description of the Pro e Continued ... Southeasterly along said curve through a central angle of 06' 16' 36" an arc distance of 23.55 feet with a chord bearing of South 85' 42' 50" East and a chord distance of 23.54 feet to the point of tangency of sold curve; South 88' 51' 08" East a distance of 248.29 feet to the beginning of d non — tangent curve to the left, the radius point of sold curve being situated North 01' 14' 45" East a distance of 5,050.11 feet from said point; Southeasterly along said curve through a central angle of 01' 10' 25" an arc distance of 103.44 feet with a chord bearing of South 89' 24' 27" East and a chord distance of 103.44 feet to the end of said curve; North 84' 31' 22" East a distance of 125.28 feet to a point for corner, North 89' 27' 11" East a distance of 26.81 feet to the point of curvature of a curve to the right having a radius of 185.00 feet; Southeasterly along said curve through a central cmgle of 06' 16' 38" an arc distance of 20.27 feet with a chord bearing of South 87' 24' 30" East and a chord distance of 20.26 feet to the point of tangency of said curve; South 84' 16' 11" East a distance of 78.67 feet to the point of curvature of a curve to the left having a radius of 215.00 feet; Southeasterly along said curve through a central angle of 06' 16' 38" an arc distance of 23.56 feet with a chord bearing of South 87. 24' 30" East and a chord distance of 23.54 feet to the point of tangency of said curve; North 89' 27' 11" East a distance of 290.19 feet to a point for comer, South 44' 41' 59" East a distance of 41.80 feet to a point for comer, North BY 45' 42" East a distance of 110.92 feet to a point for corner; North 45' 18' 01" East a distance of 43.05 feet to a point for comer; North 89' 27' 11" East a distance of 217.23 feet to the point of curvature of a curve to the right having a radius of 4,961.00 feet; Northeasterly along said curve through a central angle of 00' 56' 55" an arc distance of 82.15 feet with a chord bearing of North 89' 55' 38" East and a chord distance of 82.15 feet to a point in the westerly line of Lot 2 of said Pearcy /Christon Addition No. 1; THENCE departing the southerly right —of —way line of University Drive with the westerly line of said Lot 2, Pearcy /Christon Addition No. 1 South 01' 08' 26" West a distance of 593.84 feet to the southwesterly corner of said Lot 2, Pearcy /Christon Addition No. 1; Continued next page... Exhibit A to Rayzor Ranch PID 1 Petition - Page 2 SHEET 2 OF 8 1915.0 1 0129 1 07.3 Exhibit A Legal Description of the Propert y Continued... THENCE departing the westerly line of said Lot 2, Pearcy /Christon Addition No. 1 with the southerly line of said Lot 2, Pearcy /Christon Addition No. 1 South 89' 04' 34" East a distance of 691.50 feet to a point in the westerly right —of —way line of Bonnie Brae Street (a variable width right —of —way) as described in the Instrument recorded in Document Number 2008- 96935, Deed Records of Denton County, Texas; THENCE with the westerly right —of —way line of Bonnie Brae Street the fol €owing: South 00' 53' 07" West a distance of 481.67 feet to a point for corner, South 01' 03' 42" West a distance of 956.92 feet to a point for corner; South 00' 59' 47" West a distance of 821.01 feet to a point in the easterly extension of the northerly line of the tract of land described in Exhibit X of the instrument recorded in Document Number 2008- 80692, Deed Records of Denton County, Texas; THENCE departing the westerly right —of —way line of Bonnie Broe Street with the easterly extension of and the northerly line of the tract of land described in said Exhibit X North 89' 11' 09" West a distance of 297.98 feet to the northwesterly corner of the tract of land described In said Exhibit X; THENCE departing the northerly line of the tract of land described in said Exhibit X with the westerly line of the tract of land described In said Exhibit X South 00' 46' 51" West a distance of 482.75 feet to the southwesterly corner of the tract of land described in said Exhibit X; THENCE departing the westerly line of the tract of land described in sold Exhibit X with the easterly extension of and the southerly line of the tract of land described in sold Exhibit X South 89' 11' 09" East a distance of 263.85 feet to a point In the westerly right —of —way line of Bonnie Brae Street in a non — tangent curve to the right having a radius of 279.87 feet; THENCE with the westerly right —of —way line of Bonnie Brae Street the following: Southwesterly along said curve through a central angle of 16' 58' 20" an arc distance of 82.90 feet with a chord bearing of South 37' 25' 10" West and a chord distance of 82.60 feet to the point of reverse curvature of a curve to the left having a radius of 437.01 feet; Southwesterly along said curve through a central angle of 56' 13' 56" an arc distance of 428.90 feet with a chord bearing of South 17' 47' 22" West and a chord distance of 411.89 feet to the end of said curve; South 39' 46' 07" West a distance of 25.02 feet to a point in the northerly right —of —way line of Scripture Street (a variable width right —of —way); THENCE departing the westerly right —of —way line of Bonnie Brae Street with the northerly right —of —way line of Scripture Street North 88" 58' 00" West a distance of 373.11 feet to the southeasterly comet of the tract of land described in the deed to Cook Children's Health Care System recorded In Document Number 2008 - 116772, Deed Records of Denton County, Texas also being Lot 2, Block 3. Rayzor Ranch South Conveyance, according to the Conveyance Plat recorded in Cabinet Y Page 690, Plat Records of Denton County, Texas; Continued next page... Exhibit A to Rayzor Ranch PID 1 Petition - Page 3 SHEET 3 OF 8 1915,010129107.3 Exhibit A Legal Description of the Pro pert Continued... THENCE departing the northerly right —of —way line of Scripture Street with, the easterly lines of said Cook. Children's Health Care System tract the following: North 01' 04' 41" East a distance of 469.52 feet to a point for comer, North 88' 57' 19" West a distance of 270.25 feet to a point for comer; North 01' 02' 41 " East a distance of 266.87 feet to a point for corner, North 06' 56' 52" West a distance of 192.19 feet to the most northerly northeast corner of said Cook Children's Health Care System tract; THENCE departing the easterly Imes of said Cook Children's Health Care System tract with the northerly lines of said Cook Children's Health Care System tract the following: South 83' 18' 21" West a distance of 349.09 feet to the point of curvature of a curve to the right having a radius of 1,032.50 feet; Southwesterly along said curve through a central angle of 03' 02' 20" an arc distance of 54.76 feet with a chord bearing of South 84' 49' 31" West and a chord distance of 54.76 feet to the point of tangency of said curve; South 86' 20' 41" West a distance of 37.69 feet to the most northerly northwest comer of said Cook Children's Health Care System tract: THENCE departing the northerly line of said Cook Children's Health Care System tract with the westerly lines of sold Cook Children's Health Care System tract the following: South 39. 41' 53" West a distance of 19.91 feet to a point for comer; South 06. 56' 52" East a distance of 26.90 feet to a point of curvature of a curve to the right having a radius of 693.00 feet; Southeasterly along said curve through a central angle of 08' 01' 33" an arc distance of 97.07 feet with a chord bearing of South 02' 56' 06" East and a chord distance of 96.99 feet to the point of tangency of said curve; South 01' 04' 41" West a distance of 208.63 feet to a point for corner; North 88' 55' 19" West a distance of 3.00 feet to a point for corner; South 01. 04' 41" West a distance of 509.21 feet to a point for comer; South 43' 55' 19" East a distance of 19.86 feet to a point in the northerly right —of —way line of Scripture Street; Continued next page... SHEET 4 OF 8 Exhibit A to Rayzor Ranch PID 1 Petition - Page 4 1915.010\29107.3 Exhibit A Leszal Description of the Property Continued... THENCE departing the westerly lines of said Cook Chddren's health Care System tract with the northerly right —of —way line of Scripture Street North 88' 58' 00" West a distance of 109.20 feet to the southeasterly corner of the tract of land described In the deed to Texas Oncology Properties, LLC recorded In Document Number 2006- 142313, Deed Records of Denton County, Texas; THENCE departing the northerly right —of —way line of Scripture Street with the easterly line of said Texas Oncology Properties, LLC tract North 01* 02' 00" East a distance of 500.06 feet to the northeasterly corner of said Texas Oncology Properties, LLC tract; THENCE departing the easterly line of said Texas Oncology Properties, LLC tract with the northerly line of said Texas Oncology Properties, LLC tract and the northerly line of Lot 1, Block 1, Rehab Hospital, an addition to the City of Denton according to the plat recorded In Cabinet X. Page 929, Plat Records of Denton County, Texas North 88' 58' 00" West a distance of 761.56 feet to a point In the easterly line of the tract of land described in the deed to 3100 1 -35 N, LLC recorded In Document Number 2011- 109831, Deed Records of Denton County, Texas for the northwesterly comer of said Lot 1, Block 1, Rehab Hospital; THENCE departing the northerly line of said Lot 1, Block 1, Rehab Hospital with the easterly line of said 3100 1 -35 N, LLC tract North 01' 02' 00" East a distance of 2.45 feet to a point In a non — tangent curve to the right having a radius of 532.50 feet for the northeasterly comer of said 3100 1--35 N, LLC tract; THENCE with the northerly lines of said 3100 1 -35 N, LLC tract the following: Southwesterly along said curve through a central angle of 03' 15' 22" an are distance of 30.26 feet with a chord bearing of South 67' 48' 19" West and a chord distance of 30.26 feet to the end of said curve; South 14' 43' 28" East a distance of 6.13 feet to a point in a non — tangent curve to the right having a radius of 638.00 feet; Southwesterly along said curve through a central angle of 05' 40' 50" an arc distance of 63.25 feet with a chord bearing of South 72' 26' 08" West and a chord distance of 63.23 feet to the point of tangency of said curve; South 75' 16' 32" West a distance of 369.19 feet to a point for comer; South 30' 37' 54" West a distance of 42.69 feet to a point in the easterly right —of —way line of Interstate Highway 35 for the northwesterly corner of said 3100 1 -35 N. LLC tract; THENCE departing the northerly lines of said 3100 1 -35 N, LLC tract with the easterly right —of --way line of Interstate Highway 35 the following: North 16' 24' 00" West a distance of 3190.03 feet to a point for corner; North 14' 50' 06" East a distance of 171.01 feet to a point for comer; North 46' 04' 12" East a distance of 303.95 feet to a point for comer; North 60' 32' 22" East a distance of 68.86 feet to the POINT OF BEGINNING; Continued next page.._ Exhibit A to Rayzor Ranch PID 1 Petition - Page 5 SHEET 5 OF 8 1915.010129107.3 Exhibit A Legal Description of the Prop Continued... CONTAINING a computed gross area of 231,693 acres (10,092,547 square feet) of land. SAVE AND EXCEPT the following described tract. BEING a 2.000 acre tract of land situated in the B.B.B. & C. R.R. Survey, Abstract Number 192, Denton County, Texas, in the City of Denton. Being all of the tract of land described in the deed to the City of Denton recorded in Document Number 2010- 32727, Deed Records of Denton County, Texas, said 2.000 acre tract of land being more particularly described as follows: COMMENCING at the northwesterly corner of right —of —way for Bonnie Brae Street as described in the instrument recorded in Document Number 2008 - 96935, Deed Records of Denton County, Texas; THENCE with the westerly right —of —way line of Bonnie Brae Street South 00' 53' 07" West a distance of 45.00 feet to a point for corner, THENCE departing the westerly right —of —way line of Bonnie Brae Street North 89' 04' 34" West a distance of 58.75 feet to the POINT OF BEGINNING; THENCE South 00' 53' 07" West a distance of 295.16 feet to a point for corner; THENCE North 89' 04' 34" West a distance of 295.16 feet to a point for comer; THENCE North 00' 53' 07" East a distance of 295.16 feet to a point for comer; THENCE South 89' 04' 34" East a distance of 295,16 feet to the PUNT OF BEGINNING; CONTAINING a computed area of 2.000 acres (87,119 square feet) of land. LEAVING a net computed area of 229.693 acres (10,005,428 square feet) of land. Exhibit A to Rayzor Ranch PID 1 Petition - Page 6 1915.010\29107.3 Exhibit B Depiction of the Property_ Exhibit B to Rayzor Ranch PID 1 Petition - Page 1 1915.010129107.3 WEST-UNIVERSITY DRIVE/U.S. 380 ? (VARIABLE WIDTH RIGHT -OF -WAIF) U DOCUMENT NUMBER w 202010 -69548 q4 a �ry L1 CT L2 C2 L3 L7 C3 C4 L9 CS L10 C7 L13 L15 L17III CB ___ Q X L4 LS L11 12 L14 16 y� U w W # E:_ POINT OF BEGINNING m - — a OVERALL I n o b �p I I ¢ n o-Q ! { 6 N1 430'06'E 171.01' I L37 589�04'34'fi 133 e LOT 3 691.50' DB DENTON 0. m v PwCY /CH1i15TON NUMBER ' DOCUMENT ADORION NO. 1 i 2010 -74478 CABINET B, PAGE 34 L35 n LOT 1. BLOCK S 0 RAYZOR RANCH SOUTH S DOCUMENT NUMBER SAVE AND EXCEPT TRACT 2010 -119 2.000 ACRES (87,119 SQUARE TEEC) LOT 1, BLOCK 2 iA RAYZOR RANCH SOUTH CONVEYANCE PLAT CABINET Y. SLIDE 470 CITY OF DENTON DOCUMENT NUMBER .,{ 2010 -32727 _p w u..i 4 LL1 # N { �W /- _C, 1.1.1 {?gym r U1 GROSS ACRES 231.693 (10,092.547 SQUARE FEET) o it -SAVE AND EXCEPT ACRES 2.000 (87.119 SQUARE FEET) Co v °n (T1 NET ACRES 229.693 (10.005.428 SQUARE FEET) Z m° p = EXHIBIT X 05 BLOCK 1 L2 DOCUMENT NUMBER NB9'11'09'W m " 1 = 2006 -80692 6' CONVEYANCE PLAT L22 1 RAYZOR RANCH SOUTH L20 £ CABINET Y, SLIDE 470 L2 w # J 7 � C12 w g C13 + 0 y B N88'58'00`W 1.25 °w C14 6• s N86'ST19'tIT z 51516 39 W I DENTON MED, LP I w 3 LOT 2, BLOCK 3 589'11'09' `A RAYZOR RANCH ;�+ 283.85 'Jbg} DOCUMENT $• ;rN SOUTH NUMBER n �', CONVEYANCE 2007 - 108635 I p S o c c n CABINET Y. P V i z N SLIDE 690 z 6 L27 N88'5800'W LOT 1, BLOCK 4 373.11' RAYZOR a SCRIPTURE STREET ANCE0L5H (VARIABLE WIDTH RIGHT -OF -WAY) 3100 f -35N, LLC. COOKS CHILDREN'S DOCUMENT NUMBER TEXAS ONCOLOGY HEALTH CARE SYSTEM 2011- 109831 PROPERTIES, I.I.C. DOCUMENT NUMBER DOCUMENT NUMBER 2008- 116772 2006- 142313 Exhibit B to Rayzor Ranch PID 1 Petition - Page 1 1915.010129107.3 Exhibit B Depiction of the Property_ Curve Table Line 'fable Central Angle Line Number gearing Distance Ll S8651'08'E 233.78' L2 S8701'32'E 75.84' 1.3 S88'51'OWE 135.55' L4 S43'51'WE 42.43' L5 N85'26'14"E 110.55' L6 N46'08'52"E 42.43' L7 S88'51'OS'E 156.45' LS S82'34'33E 78.68' L9 S88'51'OB'E 248.29' LID N84'31'22E 125.28' L11 N89'27'1 1"E 26.81' L12 S84'18'1 1 'E 78.67' L13 N8T27'I 1 "E 290.19' L14 544'41'59'E 41.80' L15 N83'45'42"E 110.92' L16 N45'18'01'E 43.05' L17 N89'27'1I'E 217.23' L18 S39'46'07'W 25.02' L19 N06 56'52 W 192.19' L20 S83'18'21"W 349,09' L21 S86'20'41'W 37.69' L22 S3W41'53"W 19.91' L23 S06-56 -52-E 26.90' L24 501'04'41 "W 208.63' L25 NST55'19'W 3.00' L26 S43'55'19'E 19.86' L27 N88'58'00'W 109.20' L28 NOi'02'00'E 2.45' L29 S1443'28"E 6,13' L30 S30"37'54W 42.69' L31 N46'04' 12'E 303.95' L32 N60'32'22E 68.86' L33 58T04'34E 295.16' L34 SOO'53'07'W 295.18' L35 N89'04'34W 295.16' L36 N00'53'07'E 295.16' L37 $00'53'07 w 45.00' 08 N89"04'34 W 58.75' Exhibit B Depiction of the Property_ Curve Table Curve Number Central Angle Radius Rdi Arc Length Chord Bearing and Distance C1 1'49'37 4950.00' 157.83' S8T56'20'E 157.83' C2 744'36' 5050.00' 161.01' SBT56'20"E 161.00' C3 6'16'36" 185.00' 20.27' S8542'50'E 20.26' C4 6'16'36" 215.00' 23.55' S85'42'50'E 23.54' C5 1'10'25" 5050.11' 103.44' S89'24'27'E 103.44' C6 6116'38' 185.00' 20.27' S87'24'30'E 20.26' C7 6'16'38" 215.00' 23.56' S87 24'30'E 23.54' C8 0'56'55' 4961.DO' 82.15' N8T55'38'E 82.15' C9 16'58'20" 279.87' 82.90' S3T25'10'W 82.60' C10 5513'56" 437.01' 428.90' S1747'22 -W 411.89' C11 3'02'20" 1032.50' 54.76' S84'49'31"W 54.76' C12 8'01'33" 693.00' 97.07' S02'56'06"E 96.99' C13 3'15'22" 532.54' 30.26' S6T48'19'W 30.26' C14 5'40'50" 636.00' 63.25' I S72- 26.08 -W 63.23' Exhibit B to Rayzor Ranch PID 1 Petition - Page 2 1915.010129107.3 Individual Item C AGENDA INFORMATION SHEET AGENDA DATE: April 1, 2014 DEPARTMENT: Planning and Development, Building Inspections Division ACM: John Cabrales, Jr. Y� SUBJECT Consider adoption of an ordinance of the City of Denton, Texas amending Chapter 28, specifically sections 28 -253 and 28 -254, of the Code of Ordinances to provide for the adoption of the 2012 International Energy Conservation Code, as published by the International Code Council; providing for amendments thereto; providing a penalty for violation of a fine not to exceed $2,000.00; providing for severability; repealing all ordinances in conflict therewith; and providing an effective date. BACKGROUND On May 4, 2010, the City adopted the 2009 International Energy Conservation Code (IECC) as amended by the City. On September 11, 2010, the City adopted amendments to the 2009 International Energy Conservation Code. The 2012 IECC was published by the International Code Council in the last few months of 2011. After this publication, the Energy and Green Advisory Board of the North Central Texas Council of Governments ( NCTCOG) began their review of this new Energy Code. Upon reviewing of the 2012 version of the IECC and seeing some significant changes from the 2009 IECC to the 2012, the Energy and Green Advisory Board voted to amend specific sections of the code to less restrictive code requirements. However, because the State preempts the NCTCOG, these less restrictive code amendments will become invalid when the State Energy Conservation Office (SECO) adopts the 2012 IECC for the State of Texas. Currently, SECO has not moved toward adoption of the 2012 Energy Code. The Regional Code Coordinating Committee and the NCTCOG published their recommended regional amendments in January 2013. The Building Inspections Division has reviewed the NCTCOG amendments, and has incorporated additional changes found in the recommended Building Inspections Division amendments. Some of the more significant amendments staff is recommending are as follows: • Verify building leakage rate of 5 ACH or less in residential dwellings — the 2012 IECC is more restrictive at a leakage rate of 3 ACH or less. • Minimum wall insulation of R -13 in residential dwellings — the 2012 IECC is more restrictive with a minimum of R -13 plus an R -5 exterior insulation. Agenda Information Sheet April 1, 2014 Page 2 of 4 • Batt insulation shall be supported on all 6 sides - be completely enclosed. • Raters and Energy Compliance verifiers shall have acceptable certifications or approvals. • Energy raters shall use the Denton report forms. • Energy raters shall be required to verify code compliance in all commercial projects that include energy inspections. • Which energy compliance software simulation tools will be accepted. Since the 2012 IECC is significantly more restrictive than the 2009 IECC; staff is also recommending that the City not adopt the traditional requirement for residential dwellings to surpass the Energy Code by at least 10 %. Instead, staff recommends the adoption of the amended 2012 Energy Code with a 4% above code requirement for a residential dwelling. According to staff s research, the amended 2012 IECC surpasses the 2009 IECC by approximately 9 %, which means that it is 1% less than our current requirement (2009 code plus 10 %); however, if the City requires a passing rate of 4% above code, homebuilder applicants will still be required to beat the code but will also avoid expensive upgrades required to reach at 10% above code requirement. Staff has verified that the builders of residential dwellings will be able to meet the recommended 4% above code requirement with the addition of a combination of some of the following: • Windows with better U- Factor • Windows with better Solar Heat Gain Coefficients • Radiant barrier roof sheathing • Insulated wall sheathing • More efficient Heat Pump and /or Air Conditioning unit • More efficient Water Heaters • Additional ceiling insulation • Natural gas Furnace and or Water Heater. In conclusion, staff is recommending the adoption of the 2012 IECC as amended by the Building Inspections Division. On March 27, 2014 a presentation was made to the Health and Building Standards Commission and after discussing the adoption of the 2012 IECC, Commissioners voted unanimously to recommend adoption of the 2012 Energy Code with all staff recommended amendments except the amendment which requires that residential dwellings surpass the code by an additional 4 %. Staff is prepared to discuss this in detail during the Council presentation. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On February 3, 2014, staff made a presentation to the Committee on the Environment recommending the adoption of the 2012 IECC with staff recommended amendments. During this presentation the Committee on the Environment was concerned that the adoption of the 2012 IECC, without the traditional 10% above code amendment, would in fact be less stringent than Agenda Information Sheet April 1, 2014 Page 3 of 4 the current 2009 IECC with the 10% above code requirement. Therefore, staff was given direction to research this concern and return with more information and make a second presentation to the Committee on the Environment. On March 3, 2014, staff made a second presentation to the Committee on the Environment recommending the adoption of the 2012 IECC with staff recommended amendments. One amendment worth noting is the requirement for residential dwellings to surpass the amended 2012 IECC by 4 %. The Committee on the Environment is recommending passage by the Council. On March 18, 2014, staff made a presentation to the City Council recommending the adoption of the 2012 IECC with staff recommended amendments, including an amendment for residential dwellings to surpass the 2012 IECC by 4 %. Council also directed staff to place this item under individual consideration to allow for a public discussion. On March 27, 2014, staff made a presentation to the Health and Building Standards Commission (HaBSCo) recommending the adoption of the 2012 IECC with staff recommended amendments. The HaBSCo recommends passage of the 2012 IECC by the Council without the requirement that residential dwellings surpass the code by an additional 4 %. FISCAL IMPACT Staff does not anticipate any fiscal impact as a result of adopting this code. OPTIONS 1. Request more information about the 2012 IECC. 2. Adoption of this ordinance as amended by the Building Inspections Division. 3. Direct staff to make further amendments to the 2012 IECC. 4. Postpone consideration. 5. Table item for future consideration. RECOMMENDATION Staff recommends that the City Council endorse Staff s recommendation to adopt the 2012 IECC as amended by the Building Inspections Division. EXHIBIT 1. February 3, 2014 City Council Committee on the Environment Draft minutes 2. March 3, 2014 City Council Committee on the Environment Draft minutes 3. The proposed 2012 IECC adoption ordinance as amended by the Building Inspections Division Agenda Information Sheet April 1, 2014 Page 4 of 4 Respectfully prepared and submitted by, Z�� 7vawAL"' Kurt Hansen Building Official City of Denton 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 37 38 39 40 41 42 43 44 45 46 47 Exhibit 1 CITY COUNCIL COMMITTEE ON THE ENVIRONMENT AGENDA ITEM #1 DRAFT MINUTES CITY COUNCIL COMMITTEE ON THE ENVIRONMENT February 3, 2014 After determining that a quorum of the Committee on the Environment of the Denton City Council was present, the Committee on the Environment thereafter convened into an Open Meeting on Monday, February 3, 2014 at 1:32 p.m. in the City Council Work Session Room 215 E. McKinney, Denton, Texas. Present: Council Member Pete Kamp, Council Member Dalton Gregory and Council Member Jim Engelbrecht Also Present: Howard Martin, Utilities ACM; Dr. Kenneth Banks, Director, Environmental Services & Utility Budgets; Katherine Barnett, Sustainable and Utilities Special Projects Administrator; Brian Lockley, Director Planning and Development; Nana Appliah, Planning Supervisor; Kurt Hansen, Bldg Inspection Div Mgr /Bldg Official; Cindy Jackson, Senior Planner; Erica Maronic, Planning Supervisor; Ron Menguita, Develop Review Committee Admin; and Kim Mankin, Administrative Supervisor Steven Freedson, 2044 W. Oak Elise Ridenhour, 2044 W. Oak Peggy Riddle, Denton County Director of the Office of History and Culture OPEN MEETING: 1. Consider approval of the Committee on the Environment meeting minutes of November 19, 2013. Approved as circulated 2. Receive a report, hold a discussion, and give staff direction concerning design and installation of solar panels on properties within Historic Overlay and Conservation Districts and on Historic Landmark designated properties. The discussion will include how neighboring cities within the Metroplex area address installation of solar panels in their Historic Districts. Nana Appiah gave the presentation and stated that he is seeking advice and recommendations on installations on solar panels in historic districts and on historic properties. The background on this item included a request from a property owner to install solar panels on a roof top of his property in the Oak - Hickory Historic District. After several discussions and deliberations the Historic Landmark Commission decided to deny the request. The concerns are inadequate design guidelines for installation of solar panels in Historic or Conservation Districts location and visibility of the solar panels. Draft Minutes of Committee on the Environment Meeting November 19, 2013 Page 2 of 7 1 Appiah stated that the City has historic districts including: Oak - Hickory, West Oak Area and 2 Bell Avenue Historic Conservation. The first two have minimum regulations that guide 3 installation of solar panels, the last has no regulations. 4 5 The Denton Development Code requirements are: 6 Oak - Hickory Historic District: The Commission may allow skylights and solar panels on a 7 building if their placement does not have an adverse effect on the architecture of a building or 8 the district as a whole. 9 10 West Oak Area Historic District: 11 The Historic Landmark Commission may allow skylights and solar panels on a building if their 12 placement does not have an adverse effect on the architecture of a building or the district as a 13 whole. 14 15 Some of the discussions at the January 13 HLC meeting included how surrounding cities handle 16 installation of solar panels. Before the meeting the cities were contacted and the ordinances were 17 reviewed. The cities of Dallas and Fort Worth have design guidelines. The cities of Plano, 18 McKinney and Irving do not have specific regulations however they follow the department of 19 interiors guidelines. The City of Lewisville does not have any regulations but rely on the Old 20 Town Design Committee to assist with those installations. The cities of Flower Mound, 21 Lewisville, and Grand Prairie do not have any design guidelines. 22 23 Kamp asked if the Lewisville Old Town Design Committee is a City committee or a Council 24 committee. Appliah stated he believes it is a committee that oversees any renovations or designs 25 in the historic district. 26 27 Riddle stated that the way Flower Mound, Lewisville and Grand Prairie differ from the City of 28 Denton is the City of Denton has a historic preservation ordinance and they do not. 29 30 Appliah went on to say that Dallas and Fort Worth have specific guidelines for solar panels and 31 showed a diagram with the specifications. 32 33 City of Fort Worth - Solar panels located on front roof slopes or primary roof slopes shall only 34 be permitted provided that they increase energy production by more than 10 %. 35 36 City of Dallas — Edison /LaVista Court Historic District - No solar panels and skylights may be 37 visible from the street. Junius Heights Historic District - Mechanical equipment, skylights, and 38 solar panels on the roof must be set back or screened so that they are not visible to a person 39 standing at ground level on the opposite side of any adjacent right -of -way. Peak's Suburban 40 Addition Historic District - Solar panels, skylights, and mechanical equipment must be set back 41 or screened so as not to be visible from ground level on the opposite side of any adjacent right - 42 of -way. 43 44 The cities that do not have specifications default to the department of interior standards which 45 does not want the solar panels to be seen from ground level, some examples were shown. 46 Draft Minutes of Committee on the Environment Meeting November 19, 2013 Page 3 of 7 1 Appliah asked for direction and would answer any questions. 2 3 Kamp stated that she attended the last HLC meeting and requested that this come to the 4 Committee on the Environment meeting because there is some confusion and needs some policy 5 direction on whether information needs to be added to the current policy or do we need a 6 different policy. There are three historic districts currently. 7 8 Martin stated that the policy that the COE recommended to the Council and ultimately approved 9 dealing with alternate energy was a wind turbine regulation only. If solar panels or other forms 10 need to be added as a component, there is no reason that could not be added. 11 12 Kamp stated that with the sustainability plan and implementation plans Council has stated many 13 times as far as conservation and alternate energy what they would like but are now up against the 14 historical policy. Kamp asked if the best course for staff and Council would be to send it back to 15 come up with similar to what was done with the wind energy? Martin answered if it is the desire 16 of the committee the policy can be handled in that direction. Brian Lockley added that one thing 17 staff could do is take what has already been approved by Council and COE back to HLC to give 18 them more of a since of what direction and let them know that this would be taken to Council in 19 the future for further direction specifically as it relates to solar panels as it relates to historical 20 structures and how they are located within historic districts. Martin stated it would relate to 21 historical and a community as well. There are 19 residential installations and a couple of 22 commercial ones. The regulations through DME have primarily been focused on safety issues. 23 24 Kamp stated that there was not a policy in place to allow wind energy so staff came up with one 25 with guidelines. 26 27 Gregory reiterated that the suggestion is for staff to come up with a policy. Martin stated that 28 what he understands is that staff will look at a policy that is comprehensive enough that it will 29 address the historic application of solar panels as well as routine residential installation that is 30 being experienced across the city. Regulate not from an appearance standpoint but from a safety 31 standpoint. Any application in the historic district would need to follow the same safety 32 applications as across the city. Lockley added that in addition to safety what the HLC and 33 citizen's struggle with the appearance and ascetics. How can the panels be installed in a way that 34 minimizes the visual impact on that district. 35 36 Gregory finds it interesting that each districts wording is slightly different. His suggestion would 37 be to craft a statement not unlike the one that staff already has but to impose on all three districts. 38 Leaning toward a policy that we not only need to conserve our natural resources through solar 39 panels but also need to conserve our historic assets of the community. 40 41 Englebrecht would like a dialog about how any new technology is incorporated. Historic 42 character does need to be maintained but at the same time we are not a static environment. The 43 environment is constantly changing and all sorts of things have been adapted over the years for 44 example plumbing vents. There are sorts of things that are changing and how are those things 45 allowed and maintain the character. There is also the orientation of the neighborhood. If the 46 neighborhood is oriented in certain direction do you eliminate. 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 Draft Minutes of Committee on the Environment Meeting November 19, 2013 Page 4 of 7 Lockley stated that another issue was in the case of the application that was being heard that evening that generated a lot of the discussion within historic districts there is what you call contributing and non - contributing properties. Districts as a whole need the sensitivity and balance. Martin stated he finds it interesting that examples that were used were all solar panels that were attached to the roof of the structure. Solar panels do not necessarily have to be attached to the roof of the structure they can be free standing. Kamp said that is something that will have to be comprehensive and will need to be addressed. Martin clarified that Englebrech wanted to include more than wind turbines and solar panels it should be inclusive of passive heating and cooling components solar hot water components. There was some discussion regarding the different ideas. Kamp stated that last year was the best year ever of solar but it has not bumped up against anything else like this time. Gregory liked the idea of expanding the policy and wondered if there is anything in the policy about satellite dishes. Riddle answered that there is. Gregory stated to be as broad as possible with the direction that none of the things should distract or take away from the character. Kamp understands what is being asked but the priority is to take care of the solar panel aspect. 3. Receive a report, hold a discussion, and give staff direction regarding an ordinance to adopt the 2012 International Energy Conservation Code (IECC) as amended by the City. Kurt Hansen, Building Official, made the presentation. It is time to consider a new version of the energy code. Currently the City is on the 2009 version. The energy code adoption history is as follows: 2000 IECC adopted November 2001, 2003 IECC adopted February 2006, 2006 IECC Adopted February 2009 and the 2009 IECC Adopted May 2010. The 2012 has been published NCTCOG has gone through the code and proposed some amendments and Denton wants to be a forward thinking city as far as energy and energy conservation. Hansen showed the differences of the code on a table. 2006 IECC 2009 IECC 2012 COG IECC 2012 IECC Window U- Factor 0.65 0.50 0.35 0.35 Window SHGC 0.40 0.30 0.25 0.25 Attic Insulation R -30 R -30 R -38 R -38 Wall Insulation R -13 R -13 R -13 R -20 or R -13 +5 Floor Insulation R -19 R -19 R -19 R -19 House Tightness - < 7 ACH 5 ACH 3 ACH Duct Tightness - 8 CFM /100 SF 4 CFM /100 SF 4 CFM /100 SF High - Efficacy Bulbs - 50% 75% 75% Mechanical Ventilation - - 60 CFM 60 CFM Draft Minutes of Committee on the Environment Meeting November 19, 2013 Page 5 of 7 Code Cost Increase Baseline $1,514 No Data $4,042 Net Annual Savings Baseline $164 No Data $449 1 2 Gregory asked on the U- factor it looks like the lower the number the more efficient. Hansen 3 agreed. Gregory then asked on house tightness is the lower the number the more efficient as 4 well. Hansen agreed. 5 6 Hansen then stated that the energy systems laboratory tests each one of the codes and compares 7 to the code before. Texas systems energy laboratory recommends to State Energy Conservation 8 Office (SECO) that the newest code is more restrictive than the old code and that the state should 9 adopt it. SECO has the authority to when they say yes within 9 months it is a state law for all 10 non - attainment counties, Denton is one. SECO does not want to make a determination on the 11 2012 code they see the big jump; they are waiting for the 2015 code to see how it is affected. 12 They will make a determination at that time to go to the 2012 or 2015. NCTCOG can be in the 13 middle ground but when SECO says 2012, and then the NCTCOG amendments will go away. 14 15 With each version of the code more efficiency for homes is being added. 16 17 After a discussion regarding the different codes Hansen then spoke about the cost increase. 18 From 2006 to 2009 a typical 2,000 square foot house cost $1,514 more to build implementing the 19 new restrictions. From 2006 to 2012 a typical 2,000 square foot house would cost $4,042 more 20 to build. The house is tighter and more efficient but cost more to build. The annual savings 21 from 2006 to 2009 are about $164 and from 2009 to 2012 the annual savings would be about 22 $450. There is no data for the 2012 NCTCOG cost comparison. 23 24 Gregory asked if the Committee would receive the cost comparison and the annual savings for 25 the 2012 NCTCOG. Hansen didn't believe NCTCOG would have that information. The big 26 expense for sure would be the insulation increase. Kamp asked where foam comes in. Hansen 27 answered it is not much more than just a bat. The benefit of foam it fills all the space. If you 28 don't put in the batting in correctly there can be a problem. 29 30 Englebrecht asked if there are rebates for windows. There was some discussion and believe the 31 rebates are for replacement windows only. Hansen stated that if the 2012 code is adopted and a 32 citizen comes for a permit the minimum would be U- factor .35. Martin added what you will 33 generally see with DME they will try to take another step and increase the energy efficiently. 34 Not on all of the items listed but there was an issue with the window and not being able to get 35 those windows around this area. The incentives will be revised based on where the code is. 36 37 Englebrecht stated it would be interested in seeing the 2012 IECC. The average person would 38 not know this exists or know what the house is being built too. How does the city go about 39 making this information more available. If the public had more knowledge it would be 40 beneficial. 41 42 Hansen stated that the City is at liberty to adopt 2012 IECC COG or 2012 IECC that can be 43 published and get comments from the citizens if you want to take time for that. 44 Draft Minutes of Committee on the Environment Meeting November 19, 2013 Page 6 of 7 1 Kamp stated she believes in the past the City of Denton was one of the first to adopt the new 2 standards. Hansen agreed. Kamp stated that Denton wanted to be an example. As far as the 3 code and the requirements the purchaser of the home doesn't need to know but the builder would 4 need this information. Hansen stated that when the permit is submitted the information is looked 5 for. Kamp asked why we wouldn't adopt the 2012 COG as opposed to the 2012 IGCC. Kamp 6 asked if Hansen was on the committee for COG. Hansen answered yes there are about 25 people 7 from all over the region on that committee. Kamp would lean toward the 2012 COG. 8 9 Gregory asked about the amendments that were listed in the AIS including building leakage rates 10 and batt insulation. Hansen explained that the City already requires those amendments but they 11 are not in the code, wants them to roll over with the newly adopted 2012 code. 12 13 Gregory then asked if there is a technical advisory committee. Hansen answered there is a 14 Health and Building standards commission. Those committee members are electricians, 15 contractors, real estate, and other professions. Gregory asked if they have seen the new 16 standards. Hansen answered not yet but will after staff decides which way to go. 17 18 Englebrecht if there is a way to get more batt in the 2" x 4" wall. Hansen answered there is an 19 R -15 but you can't stuff it in that area and be productive. R -13 is the best for 2" x 4 ". There was 20 some further discussion regarding insulation. 21 22 Banks asked Hansen about the 2009 + the 10% which staff is currently using. The table doesn't 23 compare what is currently being used and the 2012 COG and the 2012. Martin thought there was 24 also conversation how the 2012 actually compared to the 2009 + 10% that they are very close to 25 being the same. 26 27 Hansen stated that in the 2012 IECC the minimums passed by a small amount. HE used the 28 prescriptive minimums of the code and added them to the computer model and the 2012 IECC 29 passed by a small amount. He then added the minimums and put them into the 2012 COG IECC 30 and the house passed by 8 %. The minimums for into the 2009 IECC were added and the house 31 passed by 12 %. Kamp stated this would be overall. If 10% was taken off what is already 32 required, it would pass by 2 %. Hansen agreed. Hansen was trying to communicate that if the 33 2012 IECC is passed it will be very difficult to get those standards plus 10 %. 34 35 Hansen does not have an IECC compliance with straight COG amendments that is what is 36 needed to be seen. Hansen would discourage the extra 10% compliance. 37 38 Banks stated that there isn't a percentage increase of the 2012 COG IECC and how that would 39 compare with the 2009 IECC + 10 %. Staff doesn't know if that might be a step backward from 40 the 2009 + 10% or an incremental step forward in terms of energy efficiency. Banks briefly 41 looked at the 2012 and his perspective staff has gotten to the point now where the plateau has 42 been reached on energy efficiency. The 10% was applicable for the 2009 but the more stringent 43 the standards become the less the percentage would be. Trying to exceed the 2012 base code or 44 the 2012 COG by 10% would be difficult to do. Banks would like to know how they compare to 45 the 2009 + 10 %. 46 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 37 38 39 40 41 42 43 44 Draft Minutes of Committee on the Environment Meeting November 19, 2013 Page 7 of 7 Kamp stated to make a recommendation that information is what would be necessary. Hansen will do the research and put together the information that has been asked for. He will send that information to the Committee members by informal staff report then will take on to Council in a work session. Gregory asked for more information when it goes to work session. It is very important to have the 2009 + 10% to be able to compare. Without all the information it would be hard to make a recommendation. Barnett stated that what is needed for comparison would be the 2009 baseline, 2009 + 10 %, 2012 baseline and the 2012 COG. The Committee decided that Hansen was to put the information into the table and bring it back to the Committee on the Environment Meeting and then take to Council. 4. Receive a report hold a discussion, and give staff direction concerning Resolution establishing a Municipal Green Building Policy and process. Katherine Barnett stated that the resolution included is for review to back up the green building policy from the last Committee on the Environment meeting. The policy has different areas for buildings less than 5,000 square feet and buildings over 5,000 square feet. It also reiterates the city's commitment to energy efficient sustainability design. The resolution is ready to take to Council. 5. ACM update: a. STAR Community Index update 6. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the Committee on the Environment 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 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. It was decided to take the items out of order due to guest that wanted to speak on behalf of new business. 7. Official Action, if necessary, on Closed Meeting item(s) under §551.071- 551.088 of the Texas Government Code, as amended. The meeting was adjourned by consensus at 2:55 p.m. 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 37 38 39 40 41 42 43 44 45 46 47 Exhibit 2 CITY COUNCIL COMMITTEE ON THE ENVIRONMENT AGENDA ITEM #1 DRAFT MINUTES CITY COUNCIL COMMITTEE ON THE ENVIRONMENT March 3, 2014 After determining that a quorum of the Committee on the Environment of the Denton City Council was present, the Committee on the Environment thereafter convened into an Open Meeting on Monday, March 3, 2014 at 2:22 p.m. in the City Council Work Session Room 215 E. McKinney, Denton, Texas. Present: Council Member Pete Kamp, Council Member Dalton Gregory and Council Member Jim Engelbrecht Also Present: Howard Martin, Utilities ACM; Dr. Kenneth Banks, Director, Environmental Services & Utility Budgets; Katherine Barnett, Sustainable and Utilities Special Projects Administrator; Kurt Hansen, Bldg Inspection Div Mgr /Bldg Official; Shirlene Sitton, Recycling Manager; Alana Presley, Recycling Education Coordinator; and Kim Mankin, Administrative Supervisor Heather Gregory, SCRAP OPEN MEETING: 1. Consider approval of the Committee on the Environment meeting minutes of February 3, 2014. Approved as circulated 2. Receive a report, hold a discussion, and give staff direction regarding an ordinance to adopt the 2012 International Energy Conservation Code (IECC) as amended by the City. Kurt Hansen made the presentation. Hansen gave some history stating that the 2000 IECC was adopted in November 2001, the 2003 IECC +10% was adopted in February 2006, the 2006 IECC +10% was adopted in February 2009 and the 2009 IECC +10% was adopted in May 2010. The 2012 IECC has been published the NCTCOG has looked through it and gave some recommended amendments that the cities are free to adopt. With each new version of the code it becomes more stringent. Hansen went through the code table. Councilman Gregory stated that in public schools the air conditioning and heating units had to have a mix of certain percentage of outside air. When there are requirements for public buildings are there are requirements comparable for homes. Hansen said the outside air does need to be brought in and that is in the mechanical ventilation area of the code. That air is brought in and mixed in with your home air, it is the first time it has been recorded in the code. Gregory then asked if domestic heating and air conditioning provide for that. Hansen answered not typically; an extra duct is run with a damper on it. Gregory asked if that offsets the tightness of the house, Hansen answered yes. Draft Minutes of Committee on the Environment Meeting March 3, 2014 Page 2 of 5 2 Hansen went on with the presentation stating that moving from the 2006 to the 2009 code it cost 3 $1,514, to move from the 2009 to the 2012 it would cost another $2,528. The net annual savings 4 would be from $164 in 2009 to $449 in 2012. Gregory added that in 2009 the annual savings 5 was about 10% for 2012 that savings is about 17 %. 6 7 Engelbrecht asked if there was a duct insulation standard. Hansen answered that the code states 8 that if the insulation is within the thermal envelope you do not have to have insulation. If it is in 9 the attic or outside the envelope the supply air has to have an R -8 insulation and return air can be 10 R -6. That has not increased. Engelbrecht was surprised that hasn't changed. 11 12 Hansen then showed the energy code comparison. Some of those included window U- factor 13 changed from .50 in the 2009 IECC to .35 in 2012 COG IECC. 14 15 Gregory asked if the City is free to choose COG or choose the straight IECC or combine. 16 Hansen answered the state code is the 2009 IECC. As long as the City does not go below those 17 standards all is well. Currently the COG and the 2012 IECC are just suggested. Gregory asked 18 since there is a lot of new development and construction before Council will revise this code 19 again if staff wants to get in front of the curve. Hansen stated when a new energy code comes 20 out the Engineers at Texas A &M test to see if it is more energy efficient than the state code. 21 Texas A &M wrote a letter to State Energy Conservation Office (SECO) and said the new code 22 has been tested and are free to adopt the 2012 code. There has been some resistance so SECO 23 decided to wait on the 2012 code and see what the 2015 code shows. If at some point the state 24 adopts the 2012 code then anything that is chosen that is below the 2012 code will have to come 25 up to the new standards. Kamp stated that now there is flexibility. Hansen stated it will 26 probably be a year or two before the state makes any changes. 27 28 Engelbrecht asked if these codes apply to apartments. Hansen stated the code that staff is 29 looking at today is one and two family dwellings. Apartments maybe a small apartment complex 30 would be captured under this code. Most are under the commercial side of the energy code. 31 Engelbrecht stated most that is being constructed currently is apartments and would be curious to 32 see that information. Hansen will send the information. 33 34 Engelbrecht asked if there is a way to encourage builders to use the outside sheathing on the 35 insulation. Also is there a way to know if that has been added to a new construction. Hansen 36 stated that when a house is built there is a sticker that will have that information. 37 38 Hansen stated he was at a new build recently in The Preserves. It was being built beyond the 39 City Code. The walls were 2" x 6" and had rigid insulation on the outside and radiant barrier in 40 the attic. Builders are beginning to use energy efficient as a marketing tool. 41 42 Hansen went on to say the current code is 2009 + 10 %. Using the minimum 2012 COG IECC 43 code it passes the current code by 9 %. It is less than 1% of what is currently being required. 44 Using the 2012 code it would be about 12% above the 2009 IECC code. 45 46 Staff would recommend using the 2012 COG IECC plus 4 %. Draft Minutes of Committee on the Environment Meeting March 3, 2014 Page 3 of 5 2 The committee agreed to recommend the 2012 COG IECC plus 4 %. 3 4 3. Receive a presentation regarding SCRAP Denton. 5 6 Heather Gregory made the presentation regarding SCRAP which is a 501(c)3 nonprofit that 7 inspires creative reuse and environmentally sustainable behavior by providing educational 8 programs and affordable materials to the community. 9 10 There are a number of programs that SCRAP uses. They are most known for the retail resale 11 store. Citizens made donations and SCRAP sells the items. It is open to the public. Some items 12 are art supplies, yarn, and bottle caps to name a few. SCRAP is highly dependent on volunteers. 13 The Advisory Board is comprised of volunteers as well. 14 15 SCRAP also has a vision gallery which showcases art from local artist. The items are at least 16 75% reuse materials. 17 18 SCRAP has a boutique, it a place for local artist and crafters to sell their work. It is a 19 consignment boutique which benefits SCRAP as well as the artist. 20 21 The education program is key to the SCRAP mission. SCRAP teaches kids and adults in class 22 and out in the community. The education is important for behavior change to help divert waste 23 from the landfill. 24 25 SCRAP has been open since January 2012. In the past year SCRAP has received over 12 tons of 26 material donations. Three jobs have been created in the non - profit sector. Over 250 kids and 27 adults were educated at SCRAP and schools and hundreds more at community events such as the 28 Redbud festival, the Great American Cleanup and the community market. In January SCRAP 29 was out at Scout Day that was hosted at the landfill. SCRAP has partnered with UNT, Denton 30 Solid Waste & Recycling and Keep Denton Beautiful to further the mission. Materials are also 31 donated to places like local schools and organizations, Big Brothers Big Sisters, Girl Scouts, and 32 Cardo's Farm Project. 33 34 At the beginning of 2014 SCRAP did a survey to see who their customers are. Below 35 elementary to 55+ ages are being served. Also 60% of the customers are at $50,000 or below for 36 family income. 37 38 The survey results were that 100% of the people feel inspired while at SCRAP. 100% of the 39 people feel at the prices are fair. 85% have or hope to attend classes at SCRAP. Things that 40 Denton loves about SCRAP are the variety and quantity of materials, the mission and community 41 engagement efforts, the opportunity to donate, and the staff and volunteers. 42 43 Room for improvement was also a question on the survey. Some suggestions included; more 44 retail space, provide better organization, more hours, better signage and more classes. In January 45 the retail space was increased by 30 %. In February the hours were increased, the store is open 46 six days a week. Signage and more classes have not been addressed due to lack of funds. Draft Minutes of Committee on the Environment Meeting March 3, 2014 Page 4 of 5 2 One of the big focuses for this year is the education program. SCRAP is currently working on 3 developing a creative reuse curriculum. Later in March a fundraising campaign will be 4 launched. In May an event will be held to establish a scholarship fund. March 11 will start three 5 days of spring break camp and all summer there will be educational opportunities for children. 6 Currently the education coordinator is a volunteer position; SCRAP hopes to have that as a paid 7 position in 2014. 8 9 Councilman Gregory asked what the money will go for from the fundraising. Heather Gregory 10 answered it will go toward hiring the education coordinator, general program operation and 11 scholarships. Councilman Gregory then asked if SCRAP needs marketing for the camps and the 12 education areas. Gregory stated money certainly could be used. When the teaching learning 13 guide is complete they will need money to print and bind. 14 15 Gregory stated another goal for 2014 is to nurture current partnerships and develop new 16 partnerships. 17 18 Lastly Gregory talked about ideas for the City and SCRAP. Engage SCRAP to meet 19 sustainability plan goals including material resources management, sustainable schools and 20 community education. Incorporate a reuse strategy to meet waste reduction goals and divert 21 materials from the landfill. Provide financial support to this valuable community resource. 22 Recognize SCRAP for its waste reduction and behavior change efforts. 23 24 Kamp thanked Gregory for the presentation and for what she does in the community with 25 SCRAP. Martin asked the business address which is 215 W. Oak Street. The website is 26 www.scrapdenton.org. 27 28 Councilman Gregory asked if there is anything SCRAP needs from the City of Denton. Gregory 29 responded that recognition and working in the sustainability plan would be good. If there was a 30 link on the City of Denton website it would be very helpful. Some capital needs are from 31 signage to a cash register. SCRAP started in Portland, Oregon in 1999. The City gave them a 32 grant to cover their rent they are under contract now for materials that are diverted from the 33 landfill and waste management services that are provided to the City. 34 35 Kamp stated they will explore to see what can be accomplished in the future. 36 37 Engelbrecht asked if SCRAP is on the calendar. Sitton answered not specific. Some of the 38 events that are sponsored by Solid Waste and SCRAP attends are one the calendar. 39 40 4. ACM update: 41 a. Locally enforced idling restrictions. 42 43 5. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the 44 Committee on the Environment or the public with specific factual information or recitation of 45 policy, or accept a proposal to place the matter on the agenda for an upcoming meeting. 46 AND Draft Minutes of Committee on the Environment Meeting March 3, 2014 Page 5 of 5 1 Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of 2 community interest regarding which no action will be taken, to include: expressions of 3 thanks, congratulations, or condolence; information regarding holiday schedules; an honorary 4 or salutary recognition of a public official, public employee, or other citizen; a reminder 5 about an upcoming event organized or sponsored by an entity other than the governing body 6 that was attended or is scheduled to be attended by a member of the governing body or an 7 official or employee of the municipality; or an announcement involving an imminent threat 8 to the public health and safety of people in the municipality that has arisen after the posting 9 of the agenda. It was decided to take the items out of order due to guest that wanted to speak 10 on behalf of new business. 11 12 Engelbrecht would like the Energy Code for apartments. 13 14 6. Official Action, if necessary, on Closed Meeting item(s) under §551.071- 551.088 of the 15 Texas Government Code, as amended. 16 17 The meeting was adjourned by consensus at 3:16 p.m. Exhibit 3 The proposed 2012 IECC adoption ordinance as amended by the Building Inspections Division sAiegal\our documents \ordinances \14 \energy code ordinance 2014 - redline version (3).doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS AMENDING CHAPTER 28, SPECIFICALLY SECTIONS 28 -253 AND 28 -254, OF THE CODE OF ORDINANCES TO PROVIDE FOR THE ADOPTION OF THE 2012 INTERNATIONAL ENERGY CONSERVATION CODE, AS PUBLISHED BY THE INTERNATIONAL CODE COUNCIL; PROVIDING FOR AMENDMENTS THERETO; PROVIDING A PENALTY FOR VIOLATION OF A FINE NOT TO EXCEED $2,000.00; PROVIDING FOR SEVERABILITY; REPEALING ALL ORDINANCES IN CONFLICT THEREWITH; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON TEXAS HEREBY ORDAINS: SECTION 1. Chapter 28, Section 28 -253 of the Code or Ordinances of the City of Denton is hereby amended in its entirety to read as follows: Sec. 28 -253. Adoption of the energy conservation code. The International Energy Conservation Code, 2012 edition as published by the International Code Council is hereby adopted and designated as the energy conservation code for the city subject to the deletions and amendments enumerated in section 28 -254. A copy of this code shall be maintained in the Office of the City Secretary and be available for public inspection. SECTION 2. Section 28 -254 is hereby amended in its entirety to read as follows: Section 28 -254. Amendments to the 2012 International Energy Conservation Code (1) Section C1021RI02; add Section C102.1.2 and R102.1.2 to read as follows: C102.1.2/11102.1.2 Alternative compliance. A building certified by a national, state, or local accredited energy efficiency program and determined by the Energy Systems Laboratory to be in compliance with the energy efficiency requirements of this section may, at the option of the Code Official, be considered in compliance. The United States Environmental Protection Agency's Energy Star Program certification of energy code equivalency shall be considered in compliance. (2) Section C202 and R202; add the following definition: GLAZING AREA. Total area of the glazed fenestration measured using the rough opening and including sash, curbing or other framing elements that enclose conditioned space. Glazing area includes the area of glazed fenestration assemblies in walls bounding conditioned basements. For doors where the daylight opening area is less that 50 percent of the door area, the glazing area is the daylight opening area. For all other doors, the glazing area is the rough opening area for the door including the door and the frame. (3) Section. 401.2; change to read as follows: R401.2 Compliance. Projects shall comply with Sections identified as "mandatory" and with either sections identified as "prescriptive" or surpass the performance approach in Section R405 by a minimum of 4 %. (4) Table R402.1.1 INSULATION AND FENESTRATION REQUIREMENTS BY COMPONENT, Amend by changing the WOOD FRAME WALL R -VAL UE for CLIMATE ZONE 3 to read as follows: 13 (S) Table R402.1.3 EQUIVALENT U- FACTORS; Amend by changing the WOOD FRAME WALL U- FACTOR for CLIMATE ZONE 3 to read as follows: 0.082 (6) R402.4.1.2 Testing; Add a last paragraph to read as follows: Testing may only be performed by individuals that are certified HERS Raters or Rating Field Inspectors by RESNET or Performance Verification Technicians certified by Texas HERO, or other certifications as may be approved by the building official. The certified individuals must be an independent third -party entity, and may not be employed; or have any financial interest in the company that constructs the structure. (7) Section R402.4.1.2 Testing; the first sentence of the first paragraph amended to read as follows; the remainder of the paragraph's text remains unchanged: R402.4.1.2 Testing. The building or dwelling unit shall be tested and verified as having an air leakage rate of not exceeding 5 air changes per hour in Climate Zones 3. (8) R403.2.2 Sealing (Mandatory); Add a new paragraph at the end of R403.2.2 to read as follows: Testing may only be performed by individuals that are certified HERS Raters or Rating Field Inspectors by RESNET or Performance Verification Technicians certified by Texas HERO, or other certifications as may be approved by the building official. The certified individuals must 2 be an independent third -party entity, and may not be employed; or have any financial interest in the company that installed the duct system. (9) Section R403.2.2; Amend to read as follows: R403.2.3 Building cavities (Mandatory). Building framing cavities shall not be used as supply ducts. Building framing wall cavities in the exterior thermal envelope shall not be used as return ducts (10) Section C402.2.91R402.2; Add Section C402.2.9 and R402.2.13 to read as follows: Section C402.2.9/11402.2 Insulation installed in walls. To insure that insulation remains in place, insulation batts installed in walls shall be totally secured by an enclosure on all sides consisting of framing lumber, gypsum, sheathing, wood structural panel sheathing, netting or other equivalent material approved by the building official. (11) Section R405.4.2(3); change to read as follows: 3. Name, phone number, and certification number of individual completing the compliance report. The preparer of the compliance report shall have one of the listed certification: ICC (International Code Council) Commercial Energy Inspector, ICC Commercial Energy Plans Examiner, ICC Residential Energy Inspector /Plans Examiner, HERS (Home Energy Rating) rater; or may be a Texas Registered Architect or a Texas Licensed Professional Engineer with the approval of the Building Official; and (12) Section R405.4.3; add the following to this section: 4. Final testing compliance reports shall be completed on the City of Denton Energy Compliance form. (13) Section R405.6.2; add the following sentence to the end of paragraph: Acceptable performance software simulation tools may include, but are not limited to, REM Rate TM, Energy Gauge and IC3. Other performance software programs accredited by RESNET BESTEST and having the ability to provide a report as outlined in R405.4.2 may also be deemed acceptable performance simulation programs and may be considered by the building official. 3 (14) Section C101.4.3 Additions, alterations, renovations or repairs; add exception #9 to read as follows: 9. Replacement of existing fenestration, provided, however, that the area of the replacement fenestration does not exceed 25% of the total fenestration area of an existing building and that the U- factor and SHGC will be equal to or lower than before the fenestration replacement. (1 S) Section C402.2.9; Add Section C402.2.9 to read as follows: Section C402.2.9 Insulation installed in walls. Insulation batts installed in walls shall be totally surrounded by an enclosure on all sides consisting of framing lumber, gypsum, sheathing, wood structural panel sheathing or other equivalent material approved by the building official. (16) Section C407.4.2; add (6) to read as follows: 6. Compliance reports, all additional documentation, and a final compliance verification report shall be prepared by a qualified third party energy verifier. The third party energy verifier shall include his name, phone number, and certification number on each document provided to the city. The third party energy verifier shall be certified with one of the following certifications: ICC (International Code Council) Commercial Energy Inspector, ICC Commercial Energy Plans Examiner, HERS (Home Energy Rating) rater; or may be a Texas Registered Architect or a Texas Licensed Professional Engineer with the approval of the Building Official. Secs. 28 -255 - -- 28 -295. Reserved. SECTION 3. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect any other provision or application, and to this end the provisions of this ordinance are severable. SECTION 4. All provisions of the ordinances of the City of Denton in conflict with the provision of this ordinance are hereby repealed, and all other provisions of the ordinances of the City or Denton, not in conflict with the provision of this ordinance, shall remain in full force and effect. SECTION 5. Any person violating any provision of this ordinance shall, upon conviction, be fined a sum not to exceed two thousand dollars ($2,000.00). Each day that a provision of this Ordinance is violated shall constitute a separate and distinct offence. 0 SECTION 6. This ordinance shall become effective May 1, 2014 and the City secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record Chronicle, the official newspaper of the City of Denton, Texas, within ten (10) days of the date of its passage. PASSED AND APPROVED this, the day of , 2014 MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY . APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY] BY: L 2 `V1' 5