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HomeMy WebLinkAboutOctober 21, 2014 AgendaCity f Denton City Hall Y 215 E. McKinney St. Denton, Texas 76201 ttu�ltli www.cityofdenton.com 1 ��NT N Meeting Agenda City Council Tuesday, October 21, 2014 2:00 PM Work Session Room & Council Chambers After determining that a quorum is present, the City Council of the City of Denton, Texas will convene in a Work Session on Tuesday, October 21, 2014 at 2:00 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: 1. Citizen Comments on Consent Auenda 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 October 21, 2014. 3. Work Session Reports A. ID 14 -0652 Receive a report, hold a discussion and give staff direction regarding a proposed convention center. B. ID 14 -0679 Receive a report from the Denton County Health Department, hold a discussion and give staff direction regarding Ebola education and preparedness measures in the City of Denton and Denton County. Attachments: Exhibit 1 Ebola FAQ C. ID 14 -0640 Receive a report, hold a discussion, and give staff direction regarding innovation districts and a technology recruitment initiative for Denton. Attachments: Exhibit 1 PowerPoint Presentation 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. 1. Closed Meeting: A. ID 14 -0620 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; and Consultation with Attorneys - Under Texas Government Code Section 551.071. Discuss, deliberate, receive information from staff and provide staff with direction pertaining to the acquisition of real property interests located in the Morreau Forrest Survey, Abstract Number 417, Denton County, Texas, located generally in the 200 block of North Mayhill Road, in the City of Denton, Denton County, Texas. City ofDenton Page I Printed on 1011612014 City Council Meeting Agenda October 21, 2014 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 proceedings or potential litigation. (Mayhill Road Widening and Improvements Project: Parcel M085 - CCBV, LLC) [ID 14 -0621] B. ID 14 -0623 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Discuss, deliberate, receive information from staff and provide staff with direction pertaining to the acquisition of real property interests in the in the J. Haney Survey, Abstract No. 515, City of Denton, Denton County, Texas, generally located east of Masch Branch Road and south of FM 1173. 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 Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceedings or potential litigation. ( Masch Branch Substation, DME) [File ID 14 -0624] C. ID 14 -0625 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff, discuss, deliberate, and provide staff with direction regarding the site selection process for the DME Hickory substation and the potential acquisition of real property interests. Consultation with the City's attorneys regarding legal issues associated with the condemnation or acquisition of the real property interests 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. D. ID 14 -0641 Consultation with Attorneys - Under Texas Government Code Section 551.071; Deliberations regarding Economic Development Negotiations - Under Texas Government Code Section 551.087; and Deliberations regarding Real Property - Under Texas Government Code Section 551.072. Receive a report and hold a discussion regarding an economic development incentive agreement for a catalyst project, and a lease of real property where a deliberation in an open meeting would have a detrimental effect on the position of the governing body in negotiations with a third party. This discussion shall include City ofDenton Page 2 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 commercial and financial information the City Council has received from the developer which the City 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 and lease negotiations; including the offer of financial or other incentive. Hold consultation with the City's attorneys regarding the above 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 Local Government Code. E. ID 14 -0565 Consultation with Attorneys - Under Texas Government Code Section 551.071. 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 vested rights; impacts of federal and state law and regulations; impacts of gas well drilling upon protected uses and vice - versa; moratorium on drilling and production; other concerns about municipal regulatory authority or matters relating to enforcement of the Gas Well Ordinance; settlement matters concerning gas well drilling in the City; surface development issues involving surface and mineral estates; and legal matters associated with a citizen's initiative regarding hydraulic fracturing where a public discussion of these legal matters would conflict with the duty of the City's attorneys under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. ANY FINAL ACTION, DECISION, OR VOTE ON A MATTER DELIBERATED IN A CLOSED MEETING WILL ONLY BE TAKEN IN AN OPEN MEETING THAT IS HELD IN COMPLIANCE WITH TEXAS GOVERNMENT CODE, CHAPTER 551, EXCEPT TO THE EXTENT SUCH FINAL ACTION, DECISION, OR VOTE IS TAKEN IN THE CLOSED MEETING IN ACCORDANCE WITH THE PROVISIONS OF §551.086 OF THE TEXAS GOVERNMENT CODE (THE `PUBLIC POWER EXCEPTION'). THE CITY COUNCIL RESERVES THE RIGHT TO ADJOURN INTO A CLOSED MEETING OR EXECUTIVE SESSION AS AUTHORIZED BY TEX. GOV'T. CODE, §551.001, ET SEQ. (THE TEXAS OPEN MEETINGS ACT) ON ANY ITEM ON ITS OPEN MEETING AGENDA OR TO RECONVENE IN A CONTINUATION OF THE CLOSED MEETING ON THE CLOSED MEETING ITEMS NOTED ABOVE, IN ACCORDANCE WITH THE TEXAS OPEN MEETINGS ACT, INCLUDING, WITHOUT LIMITATION §551.071- 551.086 OF THE TEXAS OPEN MEETINGS ACT. Regular Meeting of the City of Denton City Council at 6:30 p.m. in the Council Chambers at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: 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 City ofDenton Page 3 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 A. ID 14 -0445 Pulmonary Hypertension Awareness Month B. ID 14 -0575 Distinguished Budget Presentation Award for FY 2013 -14 Budget C. ID 14 -0577 Certificate of Achievement for Excellence in Financial Reporting for FY 2012 -13 CAFR D. ID 14 -0618 Presentation by Denton High School regarding the donation of a park bench to the City E. ID 14 -0619 Mean Green Fridays F. ID 14 -0675 Reverse Litter Week 3. CITIZEN REPORTS A. Review of procedures for addressing the City Council. B. Receive citizen reports from the following: A. ID 14 -0671 Ed Prout regarding noise concerns in the downtown area. 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 — Q). 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 — Q below will be approved with one motion. If items are pulled for separate discussion, they may be considered as the first items following approval of the Consent Agenda. A. ID 14 -0578 Consider adoption of an ordinance of the City of Denton, Texas to declare the intent to reimburse capital program expenditures of the Electric Utility ($67,925,000), Solid Waste ($6,289,500), Street Improvement ($600,000) and General Government ($6,800,000) with Tax Preferred Obligations (Certificates of Obligation) with an aggregate maximum principal amount equal to $81,614,500; and providing an effective date. The Public Utilities Board recommends approval (5 -0). Attachments: Exhibit 1 - FY 2014 -15 Capital Budget Exhibit 2 - Ordinance Exhibit 3 - Draft PUB Minutes B. ID 14 -0580 Consider adoption of an ordinance of the City of Denton, Texas prohibiting parking on both sides of Jim Christal Road from its intersection with West Oak Street to its eastern terminus; providing a repealer clause; 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 City ofDenton Page 4 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 Ordinances of the City of Denton; and providing for an effective date. The Traffic Safety Commission recommends approval (4 -0). Attachments: Exhibit 1- Ordinance Exhibit 2 -Site Map Exhibit 3- Photos of parking conditions Exhibit 4 -No Parking Petition Exhibit 5 -Draft Minutes Jim Christal C. ID 14 -0581 Consider adoption of an ordinance of the City of Denton, Texas prohibiting parking on the west side of Corbin Road from its intersection with Airport Road to its intersection with Shelby Lane; providing a repealer clause; 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 (4 -0). Attachments: Exhibit 1- Ordinance Exhibit 2 -Site Map Exhibit 3- Photos of Parking Conditions Exhibit 4 -No Park Petition Exhibit 5 -Draft Minutes Corbin D. ID 14 -0608 Consider adoption of an ordinance of the City of Denton, Texas, Nunc Pro Tune, correcting an inadvertent mistake in Ordinance No. 2014 -287 for water service rates; providing for a savings clause; and providing for an effective date. Attachments: Exhibit 1- Ordinance 2014 -287 Exhibit 2- Proposed Ordinance E. ID 14 -0628 Consider adoption of an ordinance approving a water line oversize participation agreement between the City of Denton and Robson Denton Development L.P., for an amount not to exceed $89,995.32. Attachments: Exhibit 1 Robson Oversize Site Map.pdf Exhibit 2 ROBSON RANCH- 24 AND 30 WATER TRANSMISSION LINE.pdf Exhibit 3 Water Oversize Participation Agreement- Robson Ranch - mc.pdf Exhibit 4 CIP Improvements Proiect Sheet.pdf Exhibit 5 Robson Denton Development Oversize Water Main Participation Agre( F. ID 14 -0629 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 two (2) backhoes and one (1) dozer for the City of Denton Drainage, Water Distribution, and Street Departments; and providing an effective date (File 5662 awarded to Holt CAT in the amount of $326,336.04). The Public Utilities Board recommends approval (5 -0). City ofDenton Page 5 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 Attachments: Exhibit 1- Comparison and Quotes -Water Dist Exhibit 2- Comparison and Quotes- Street backhoe Exhibit 3- Comparison and Quotes -Dozer Exhibit 4 -PUB Minutes Exhibit 5- Ordinance G. ID 14 -0630 Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract with the Houston - Galveston Area Council of Governments (H -GAC) Cooperative Purchasing Program for the acquisition of three (3) Asphalt Rollers for the City of Denton Street Department; and providing an effective date (File 5665- awarded to Kirby -Smith Machinery, Inc. in the amount of $296,870). Attachments: Exhibit 1- Comparison and Quotes Exhibit 2- Ordinance H. ID 14 -0631 Consider adoption of an ordinance authorizing the City Manager to execute a Cooperative Purchasing Program Agreement with the City of Sherman, Texas under Section 271.102 of the Local Government Code, to authorize City of Denton contracts for the purchase of various goods and services; authorizing the expenditure of funds therefor; and declaring an effective date (File 5661- Cooperative Purchasing Program Agreement with the City of Sherman). Attachments: Exhibit 1- Annual Contract Exhibit 2- Ordinance Exhibit 3- Cooperative Apr L ID 14 -0632 Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a Professional Services Agreement by and between the City of Denton, Texas and Dunaway Associates, L.P., for design services for the Evers Park Bridge and Trail Project which includes the installation of two (2) pedestrian bridges across Cooper Creek and the extension of Cooper Creek Trail; authorizing the expenditure of funds therefor; and providing an effective date (File 5658 in the amount not -to- exceed $190,000). Attachments: Exhibit 1 -Map Exhibit 2- Ordinance Exhibit 3- Contract J. ID 14 -0633 Consider adoption of an ordinance of the City of Denton Texas, authorizing the City Manager to execute the "Third Amendment to Professional Services Agreement" for further engineering services to be utilized in the preparation, development and submittal of a Texas Commission on Environmental Quality (TCEQ) permit application for lateral expansion and associated services pertaining to the City of Denton Landfill (Municipal Solid Waste (MSW) Permit 41590A); authorizing the expenditure of additional funds therefor in an amount not -to- exceed $248,250; providing an effective date (File 4683 -CP &Y, Inc. aggregating an amount not -to- exceed $1,340,530). The Public Utilities Board recommends approval (5 -0). City ofDenton Page 6 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 Attachments: Exhibit 1 -PUB Agenda Information Sheet Exhibit 2 -PUB Minutes Exhibit 3- Ordinance Exhibit 4- Agreement K. ID 14 -0634 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the supply of Soil, Sand, Limestone, and Aggregate Rock for various City of Denton departments; providing for the expenditure of funds therefor; and providing an effective date (RFP 5634- awarded to multiple vendors as shown on Exhibit A in the three (3) year not -to- exceed amount of $3,900,000). Attachments: Exhibit 1- Pricing and Evaluation Sheet Exhibit 2- Ordinance Exhibit 3- Contracts L. ID 14 -0635 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for temporary labor services for various City of Denton departments; providing for the expenditure of funds therefor; and providing an effective date (RFP 5556- awarded to Labor Finders in the three (3) year not -to- exceed amount of $1,400,000). Attachments: Exhibit 1- Evaluation and BAFO Exhibit 2- Ordinance Exhibit 3- Signed Contract M. ID 14 -0636 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of one (1) dozer, one (1) water truck, one (1) excavator and one (1) dump truck for the City of Denton Landfill.; providing for the expenditure of funds therefor; and providing an effective date (RFP 5359- awarded to Kirby -Smith Machinery, Inc. in the amount of $1,949,256). The Public Utilities Board recommends approval (5 -0). Attachments: Exhibit 1 -PUB Agenda Sheet Exhibit 2- Evaluation /Pricing Sheet Exhibit 3 -PUB Minutes Exhibit 4- Ordinance N. ID 14 -0637 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 Cold Recycler and Soil Stabilizer Machine for the City of Denton Street Department; and providing an effective date (File 5650 awarded to Kirby -Smith Machinery, Inc. in the amount of $531,378). Attachments: Exhibit 1- Comparison and Quotes Exhibit 2- Ordinance O. ID 14 -0639 Consider approval of a resolution appointing members to the Board of Directors of the North Texas Higher Education Authority and declaring an effective date. Attachments: Exhibit 1- Resolution NTHEA City ofDenton Page 7 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 P. A14 -0001d Consider adoption of an ordinance on second reading of the City of Denton, Texas regarding the annexation of 40.33 acres of land, more or less, generally located on the west side of Cooper Creek Road, approximately 800 feet south of Silver Dome Road, and approximately 1,800 feet north of Mingo Road, more specifically described in Exhibits "A" and `B "; approving a service plan for the subject property and temporarily placing the property in the Rural Residential - 5 (RD -5) zoning district; providing for an update to the City Map to include the annexed lands; providing for a savings clause and effective date. (A14- 0001) Attachments: Exhibit 1 Staff Analysis Exhibit 2 Site Location Aerial Map Exhibit 3 Zoning Map Exhibit 4 Future Land Use Map Exhibit 5 Annexation Schedule Exhibit 6 Service Analysis Exhibit 7 Service Plan Exhibit 8 Ordinance Q. ID 14 -0673 Consider approval of the minutes of: August 5, 2014 August 12, 2014 Attachments: August 5, 2014 Minutes August 12, 2014 Minutes 5. ITEMS FOR INDIVIDUAL CONSIDERATION — CONSIDERATION OF THE USE OF EMINENT DOMAIN TO CONDEMN REAL PROPERTY INTERESTS A. ID 14 -0621 Consider adoption of an ordinance finding that a public use and necessity exists to acquire through the exercise of the right of eminent domain, fee simple to a 0.535 acre tract (the "Property Interests "), for the public use of expanding and improving Mayhill Road, a municipal street and roadway; generally located in the 200 block of North Mayhill Road, the affected tract located in the Morreau Forrest Survey, Abstract No. 417, City of Denton, Denton County, Texas, as more particularly described on "Exhibit "A ", attached to the ordinance and made a part thereof, authorizing the filing and prosecution of eminent domain proceedings to acquire the Property Interests; authorizing the expenditure of funds therefore; making findings; providing a savings clause; and providing an effective date. (Mayhill Road Widening and Improvements project: Parcel M085 - CCBV, LLC) Attachments: Exhibit 1 - Location Map Exhibit 2 - M085 CCBV ED Ordinance B. ID 14 -0624 Consider adoption of an ordinance finding that a public use and necessity exists to acquire fee simple title to a 15.037 acre tract located in the J. Haney Survey, Abstract No. 515, City of Denton, Denton County, Texas, as more particularly described and depicted on the Exhibits "A" and `B" attachments to the ordinance and located generally south of FM 1173, east of Masch Branch Road ( "Property City ofDenton Page 8 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 Interests "), for the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines, facilities, and structures, including substations and switch stations; authorizing the City Manager, or his designee, to make a final offer to McKee -Krum Properties, LLC, a Texas limited liability company ( "Owner ") to purchase the Property Interests for the price of one hundred eighty -seven thousand, nine hundred sixty -three and 00 /100 dollars ($187,963.00), and other consideration, as set forth in the Contract of Sale attached as Exhibit `C" to the ordinance; authorizing the filing of eminent domain proceedings to acquire the Property Interests if the final offer is not accepted; authorizing the expenditure of funds; and providing an effective date. Attachments: Exhibit 1 Site Map Exhibit 2 Ordinance 6. ITEMS FOR INDIVIDUAL CONSIDERATION A. ID 14 -0674 Consider nominations /appointments to the City's Boards and Commissions: Health & Building Standards Commission, Human Services Advisory Committee, Library Board, and Traffic Safety Commission. Attachments: Exhibit 1- Nominations Sheet 7. PUBLIC HEARINGS A. Z14 -0006 Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for approval of a detailed plan for 1.37 acres located within Planned Development 12 (PD -12) zoning district; generally located on the North side of Winston Drive, approximately 139 feet East of the intersection of Winston Drive and Waterford Way, 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 of this request (7 -0). Attachments: Exhibit 1 Staff Analysis Exhibit 2 Aerial Map Exhibit 3 Zoning Map Exhibit 4 Letter From Applicant Exhibit 5 Concept Plan Ord. No. 86 -109 Exhibit 6 Proposed Detailed Plan Exhibit 7 Proposed Utility Plan Exhibit 8 Proposed Drainage Plan Exhibit 9 ESA Map Exhibit 10 Notification Map and Responses Exhibit 11 Site photos Exhibit 12 P &Z minutes Exhibit 13 Ordinance B. Z14 -0015 Hold a public hearing and consider adoption of an ordinance of the City of Denton, City ofDenton Page 9 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 Texas regarding a rezoning 1 district and use classification district and use classification or north of East University Drive drive and Old North Road; and $2,000.00 for violations thereof, date. (Z14- 0015). The Planning this request (6 -1). Attachments: Exhibit 1 - Staff Analysis om a Neighborhood Residential 3 (NR -3) zoning to a Neighborhood Residential 6 (NR -6) zoning approximately 16.03 acres of land generally located and south of Foxcroft Circle, between Nottingham providing for a penalty in the maximum amount of providing a severability clause and an effective and Zoning Commission recommended approval of Exhibit 2 - Site Location, Aerial Map Exhibit 3 - Existing Zoning Map Exhibit 4 - Proposed Zoning Map Exhibit 5 - Future Land Use Map Exhibit 6 - Letter from the Applicant Exhibit 7 - Notification Map & Responses Exhibit 8 - Site Photos Exhibit 9 - Neighborhood Meeting Notes Exhibit 10 - September 10, 2014 P & Z draft minutes Exhibit 11 - Z14 -0015 Ordinance 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. 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 City of Denton Page 10 Printed on 1011612014 City Council Meeting Agenda October 21, 2014 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. City of Denton Page 11 Printed on 1011612014 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0652, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: City Manager's Office CM/ ACM: Jon Fortune Date: October 21, 2014 SUBJECT Receive a report, hold a discussion and give staff direction regarding a proposed convention center. BACKGROUND This item has been placed on your agenda to give the City Council an opportunity, if necessary, to discuss the convention center project, ask staff additional questions, or receive an update as new information develops. As of the time this agenda material was distributed to the City Council, staff did not have any updates prepared. However, if available, staff will plan to share any new information with you at the meeting. Please let me know if you have any questions. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Respectfully submitted: Jon Fortune Assistant City Manager Prepared by: Jon Fortune Assistant City Manager City of Denton Page 1 of 1 Printed on 10/16/2014 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0679, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: City Manager's Office CM/ ACM: Jon Fortune Date: October 21, 2014 SUBJECT Receive a report from the Denton County Health Department, hold a discussion and give staff direction regarding Ebola education and preparedness measures in the City of Denton and Denton County. BACKGROUND Ebola, previously known as Ebola hemorrhagic fever, is a severe, often fatal disease. The U.S. Centers for Disease Control (CDC) confirmed on September 30, 2014, the first laboratory - confirmed case of Ebola to be diagnosed in the United States in a person who had traveled to Dallas, TX from West Africa. The patient did not have symptoms when leaving West Africa, but developed symptoms approximately four days after arriving in the United States. The person sought medical care at Texas Presbyterian Hospital of Dallas after developing symptoms consistent with Ebola. Based on the person's travel history and symptoms, CDC recommended testing for Ebola. The medical facility isolated the patient and sent specimens for testing at CDC and at a Texas laboratory. Local public health officials have identified all close contacts of the person for further daily monitoring. The patient died of Ebola on October 8 and was cremated. Two healthcare workers at Texas Presbyterian Hospital of Dallas who provided care for the Ebola patient have subsequently tested positive for Ebola, are in isolation at the hospital, and receiving treatment. As of October 14, there are 75 individuals identified as Ebola contact cases being monitored by health officials in the DFW Metroplex. For the group that is currently under observation, these individuals have been instructed to immediately notify their county health department if they begin to show any signs or symptoms of Ebola. The Texas State Department of Health Services has provided guidance and procedures for 911 call takers, EMS practices on possible Ebola exposure patients, and hospital and emergency treatment practices for transport of Ebola patients. The Denton Fire Department is prepared to respond as the emergency medical provider to transport a suspected patient or as a hazardous materials team to assist a hospital or other agency in containment of a scene. We have City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0679, Version: 1 reviewed our long- standing operating procedures and treatment protocols for dealing with infectious diseases and found them consistent with the recommendations from the Center for Disease Control. Additional quantities of cleaning solution and personal protective equipment have been ordered to supplement our current stock. Extra screening procedures have been implemented for the 911 call takers to ask of any medical patients. All fire operations personnel have gone through training on signs and symptoms of Ebola infections, CDC suggested screening criteria, and tabletop exercises on infection control procedures and patient care. As part of EMS protocols, fire operations personnel are trained to deal with infectious diseases. Any suspected Ebola cases will be managed utilizing standardized precautions for the patient and EMS personnel. Fire command staff met with Denton County Health Department and Denton County Emergency Services to review CDC guidance for Ebola and determine best practices for Denton County EMS providers. The City emergency management staff is monitoring the situation and has the Emergency Operations Center (EOC) on standby to activate when necessary. Links to Ebola information are in the process of being placed on the City Website and Public Information Officers are ready to assist citizens with questions or concerns regarding the City's preparation. It is important to remember that Ebola is not spread through the air or by water (including sewer systems). Ebola is spread by direct contact with bodily fluids of a person who is sick with or has died with Ebola, objects contaminated with the virus (needles, medical equipment), or infected animals (by contact with blood or fluids or infected meat). There is no evidence that mosquitoes or other insects can transmit the Ebola virus. City of Denton staff are working closely with the Denton County Health Department, UNT, TWU, Denton ISD, and our health care partners at Denton Regional Medical Center and Texas Health Presbyterian Hospital of Denton in order to coordinate preparedness and response activities. In the event of a suspected or confirmed case, City staff will follow CDC guidelines and coordinate activities with stakeholders through the EOC. Juan Rodriguez, Chief Epidemiologist and Sandi Wiggins, Coordinator for the Health Alert Emergency Response Team with the Denton County Health Department will present an update on the situation at the October 21 Council Work Session. FYUIRITC Exhibit l: Ebola FAQ Respectfully submitted: Jon Fortune Assistant City Manager Prepared by: Michael Penaluna Emergency Management Coordinator City of Denton Page 2 of 2 Printed on 10/16/2014 Exhibit 1 Texas Department of State Health Services Categorized Responses to Inquiries about Ebola - General Public Undei-stand n Ebola Ebola is a disease caused by the Ebola virus that can lead to severe and often fatal disease in humans and some animals that become infected. l low is Eboh. spre� .id? /11ow c°.i a I get Ebo1 .i? Ebola virus is spread through direct contact with blood and body fluids of a person who is infected with Ebola and has symptoms, or who has died from Ebola. Direct contact means that body fluids (including but not limited to urine, saliva, sweat, feces, vomit, breast milk, and semen) from an infected person have touched someone's eyes, nose, mouth, or an open cut, wound, or abrasion. Ebola virus is not spread through the air or by water. There is no evidence that mosquitoes or other insects transmit Ebola. A person infected with Ebola is only contagious after they begin to have symptoms. Ebola virus has been found in blood and body fluids. Body fluids include saliva, mucus, vomit, feces, sweat, tears, breast milk, urine, and semen. C�.m Eboh.i spre�.id by coughing or sneezing? Ebola virus is spread by direct contact with blood and body fluids of an infected person who has symptoms of Ebola disease. If a person with Ebola coughs or sneezes on someone, and saliva or mucus in that cough or sneeze come into contact with that person's eyes, nose, or mouth, these fluids may transmit the disease. 11A W'e the SiLlIAS MAd SVI11 MOMS of Ebo1 .i? A person infected with Ebola virus is not contagious until symptoms appear. Signs and symptoms of Ebola virus typically include: • Fever (greater than 101.5 degrees) • Severe headache • Muscle pain • Vomiting • Diarrhea • Stomach pain • Unexplained bleeding or bruising Symptoms usually appear 8 to 10 days after exposure, but may appear anywhere from 2 to 21 days after exposure. Created 10/14/14 Updated 10/15/14 Exhibit 1 Texas Department of State Health Services Categorized Responses to Inquiries about Ebola - General Public Please note that these symptoms are similar to the flu - you should only consider Ebola as your illness if you have been in contact with a person with confirmed Ebola or have recently travelled to an Ebola affected area. If in doubt please call your doctor as soon as possible. In wlnit countries is the Eboh. outbre�fl< occurring"? Sierra Leone, Liberia, and Guinea, all countries in West Africa, are the countries that currently have Ebola outbreaks. When travelers or patients are screened for recent travel to Ebola- affected areas, these are the three countries that are asked about. Guinea should not be confused with Equatorial Guinea or Guinea Bissau, which are different countries. Ill llon (tees Eboh.i live outside the body? Ebola virus can only survive for several hours on dry surfaces (such as doorknobs and countertops). If the virus is still in a body fluid, such as blood, then it can survive up to several days at room temperature. Reference: http: / /www.cdc.gov/ vhf /ebola /transmission /gas.htmI Currently, there are no FDA - approved vaccines or medicines, or antiviral drugs, which have been proven to be effective against Ebola. C�.m soineone who survived Eboh.i still sp re� .id the virus "? Ebola virus has been found in semen for up to 3 months. People who recover from Ebola are advised to abstain from sex (including oral sex) for at least three months. If abstinence is not possible, condoms may help prevent the spread of the disease. There is not enough evidence to provide guidance on when it is safe to resume breastfeeding after a mother's recovery, unless her breast milk can be shown to be Ebola virus -free by laboratory testing. In the one case in which breast milk was tested, Ebola virus was identified in the breast milk of a lactating woman 7 and 15 days after disease onset. Other than those methods, once someone recovers from Ebola, they can no longer spread the virus. Created 10/14/14 Updated 10/15/14 Exhibit 1 Texas Department of State Health Services ate o rized Responses to Inquiries about bolga. - General Public What products can be used to kill Bola? If you need to clean up after a patient with suspected Ebola, please contact your local health department for assistance. Anyone who lives in an area not covered by a local health department can contact their DSHS Health service Region for information. How can I protect inyselffroin Ebola"? The best way to prevent any infectious disease is to practice good hygiene. Wash your hands frequently using soap and warm water. If you cannot wash your hands, you can use alcohol -based hand sanitizer. Avoid contact with blood and body fluids of any person, particularly someone who is sick. If you do come into contact with blood or body fluids, wash your hands as soon as possible. Promptly clean items that come into contact with blood or body fluids. Neither the Centers for Disease Control and Prevention nor the State of Texas has made this recommendation for the general public. Ain I at a high risk of exposure" During outbreaks of Ebola, those at highest risk include health care workers treating patients with Ebola and family and friends in close contact with Ebola patients. How did the nurse beco ine infected? How are healfficare workers Protected? At this time we do not know how the nurse became infected, but there is an ongoing evaluation to determine what transpired so that it can be prevented from happening again. Hospitals and healthcare workers were provided with recommended protocols from the Centers for Disease Control and Prevention for what protective equipment they should wear when in contact with an Ebola patient, including how to put it on and remove it. Q)aflas Specific Questions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I live n/ rook in/recently visited Dallas Ain I at risk "? Public health workers have identified people who were in contact with the Ebola patients when they had symptoms. If you were not in direct contact with the patients while they were showing symptoms you are not at risk to contract Ebola from them. Those who Created 10/14/14 Updated 10/15/14 Exhibit 1 Texas Department of State Health Services Categorized Responses to Inquiries about Ebola - General Public were in direct contact with the patients are being monitored for symptoms of the disease and will be isolated and receive supportive treatment immediately should they show symptoms. Ebola is not contagious until symptoms appear. Public health workers, including those working for Dallas County Health and Human Services, the Texas Department of State Health Services, and the Centers for Disease Control and Prevention are all working together to prevent the spread of this disease. They have worked to identify all people who may have been in contact with the patients once they had symptoms. Public health workers are monitoring those individuals for symptoms, including twice -daily fever checks. By monitoring these people closely, we will be able to isolate them at the first sign of symptoms, and thus prevent further spread of the disease. While we cannot guarantee that no one else will begin showing symptoms, our investigations and monitoring will assist us in preventing a widespread outbreak. I �.un worried �.ibout the p. ,itjent being treated in �.i Mflh.is hospjt� li Is the hospjt� ll s�.ffe? All hospitals have protocols for preventing the spread of infectious diseases. Hospitals have been provided recommended protocols for handling patients with Ebola -like symptoms. There will be an investigation by the hospital and the CDC, among others, to determine how the health care worker was infected, so future infections can be prevented. Patients who are treated at the same hospital where the patient is receiving treatment are not at risk of contracting Ebola. I �.un worried �.ibout the p Ajent h�wjng been tnuisported in �.in �.unbuh:uic Is it s�.ff to rid Ambulance providers regularly handle patients with infectious diseases and have protocols for making the ambulance unit safe for the next patient. Patients who are transported in ambulances in Dallas are not at risk of contracting Ebola. The ambulance that transported the patient to the hospital was removed from service to be decontaminated. The second patient drove her personal vehicle to the hospital. My children Ate d D llh.is Ilubll c Schools Are they �.It risk"? People infected with Ebola are not contagious until they have symptoms. No additional people being monitored have shown symptoms. Children attending Dallas Public Schools are not at risk. Created 10/14/14 Updated 10/15/14 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0640, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Economic Development CM/ ACM: John Cabrales, Jr. Date: October 21, 2014 SUBJECT Receive a report, hold a discussion, and give staff direction regarding innovation districts and a technology recruitment initiative for Denton. BACKGROUND Under the direction of the Economic Development Partnership Board and the City Council, the Economic Development Department has been in the process of developing new recruitment strategies and programs. One of those initiatives is focused on the recruitment of hi -tech and emerging technology companies, and the support of entrepreneurship and innovation. The objectives of such an initiative would include: • To create knowledge- based, high - paying jobs • To gainfully employ our college graduates in order to keep them living and working in Denton • To support entrepreneurship and innovation • To recruit, create and retain successful innovative businesses • To diversify and strengthen our tax base • To increase the average household income in Denton • To encourage infill development and redevelopment • To create substantial investment in Denton businesses • To develop a workforce that is agile, technologically advanced, and employable • To foster technology solutions to address community -wide needs Since the Spring of 2014, a core group of community stakeholders has been meeting regularly to explore partnership opportunities and the creation of a program to fill this specific need in Denton. This group has included representatives from UNT, the City of Denton, TechMill (a local grassroots organization), the DEC (Dallas Entrepreneur Center), and a variety of interested community members and technology -based business representatives. The City Council will receive an update on the progression of those discussions and staff will seek direction on some potential program components, and partnership opportunities. PRIOR ACTION In a joint meeting between EDP and the City Council on April 7, 2014, program components were presented and discussed. EDP and the City Council gave staff direction to consider pursuing the initiative and developing the program. City of Denton Page 1 of 2 Printed on 10/16/2014 File M ID 14 -0640, Version: 1 This same discussion was brought before the Economic Development Partnership Board as a Work Session on October 14, 2014. FISCAL INFORMATION In a Budget Workshop on July 31, 2014, and in a Budget Work Session on August 19, 2014, the City Council heard a budget request for $220,000 for the formation of this program. This program has been funded for the 2014 -15 Fiscal Year. EXHIBITS Exhibit 1 - PowerPoint Presentation Respectfully submitted: Aimee Bissett Economic Development Director City of Denton Page 2 of 2 Printed on 10/16/2014 CODENTO PQ kN D V 'G - 0d - HDEAS 6,.',; (D ISM lU N CT""Y ',,,,, III ��III y ',,,, o u IIn c III � W aII �k Ses �r III �;,lli inn cdli �,,,,,,1 '° �i I' �,,,,,,1 g '� �;,,, , Community-driven demand o Hi-tech and emerging technology recruitment o Support of entrepreneurs and iireireovafioire 10/16/2014 1 Program Components Entrepreneurship •co-working space "hub" *programs & events e3rdparty operator � C 'ib �� . . . . ..... Recruitment *quality of life as driver • utilize network • wage-based incentives *workforce Technology infrastructure & partners f��iber, wifi, small cell Education & workforce Ipartinerslhilps UNI Innovation Greenhouse, Discovery Park, Denton ISD Nonprofit & investment partners lechMill, Dallas Entre/Dreneur Center (1he DEQ, I lub & S/Doke, StOl-ft]/D community o Leal estate/development 10/16/2014 2 10/16/2014 ...... . . . ' � �' � III I Lo,I Space owerlkiM - daily or monthly desk and office rentals o (Business IIncubator Accelerator - Ipro ra to launch or scale enew startup businesses o Events - mentoring, guest lectures, IhacIkaflhoiris o Investment - recruiting/matching venture capital, angel funding 3 o Has Ihosted over 100 events in a year o 50 companies, 120 Ipeople fulltime , o Launched multiple programs o Directly responsible for inatioina programs in DFW Recently contracted with City of Addison to operate Treehouse . . . . . . . �� e a a s . .... . .. . ... . . . .... .. .. . ... ............... �f I ........ .. I ........ .. . . .. . ... . . . ......... ...... . . . ... o Has Ihosted over 100 events in a year o 50 companies, 120 Ipeople fulltime , o Launched multiple programs o Directly responsible for inatioina programs in DFW Recently contracted with City of Addison to operate Treehouse 10/16/2014 al . . . . . . . �� e a a s . ........... f�� . ......... ............. . ............ I ........ .. I ........ .. . . .. . ... . . , . ......... II ...... . . . ... 10/16/2014 al Local grassroots effort o Existing co working space o Naming opportunity o Programming/events LitfleDOCC StartupWeekend Denton Open Hack Denton Community Partners .. . . . . .. . .. . .. 10/16/2014 5 10/16/2014 �� oo, Uz„ ��z„ �� C 0 .. . .. . .. . .. ... . Do you support the Iparfinerslhilps proposed in this Iprogram? o Do you support the operating model and third party operator discussed for the coworking space? 10/16/2014 7 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 14 -0578, Version: 1 Agenda Information Sheet DEPARTMENT: Finance ACM: Bryan Langley Date: October 21, 2014 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas to declare the intent to reimburse capital program expenditures of the Electric Utility ($67,925,000), Solid Waste ($6,289,500), Street Improvement ($600,000) and General Government ($6,800,000) with Tax Preferred Obligations (Certificates of Obligation) with an aggregate maximum principal amount equal to $81,614,500; and providing an effective date. The Public Utilities Board recommends approval (5 -0). BACKGROUND The purpose of this item is to allow staff to begin these projects prior to the debt sale. Initially, funding for the expenditures will be provided with existing bond proceeds or unreserved fund balance. Once the debt is sold, these expenditures will be reimbursed from the debt proceeds. The debt sale is anticipated to be in early summer of 2015. The FY 2014 -15 Capital Improvement Program (CIP) Budget includes capital projects for Electric, Solid Waste, Street Improvement, and General Government. Denton Municipal Electric is proposing to utilize $67,925,000 to fund ongoing capital expansion of the distribution and transmission facilities approved as part of the FY 2014 -15 CIP Budget. This amount represents only a portion of the total CIP Budget for FY 2014 -15, including revenue funded projects, of $105,371,109. A complete list of the projects planned for FY 2014 -15, some of which will be funded by COs, is included with the attached ordinance. Solid Waste is proposing to utilize $6,289,500 to fund ongoing capital expenditures for refuse and recycling collection operations approved as part of the FY 2014 -15 CIP Budget. This amount represents only a portion of the $10,350,000 in new Certificates of Obligations planned for issuance in FY 2014 -15. The total CIP Budget for FY 2014 -15, including revenue funded projects, is $11,003,000. A complete list of the projects planned for FY 2014 -15, some of which will be funded by COs, is included with the attached ordinance. The City Council will consider the purchase of $1,949,256 in equipment purchases, which is a portion of this FY 2014 -15 CIP Budget, as a separate agenda item on October 21, 2014. Street Improvement is proposing to utilize $600,000 to fund the purchase of a Cold Recycler and Soil Stabilizer Machine approved as part of the FY 2014 -15 CIP Budget. The annual debt service will be paid from the Street Improvement Fund. The City Council will consider the purchase of this machine as a separate agenda item on October 21, 2014. City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0578, Version: 1 General Government is proposing to utilize $6,800,000 of Certificates of Obligation to fund new fire station improvements, Civic Center pool improvements, vehicle replacements, and replacement of facility HVAC, roofs and floorings. A complete list of the projects planned for FY 2014 -15, some of which will be funded by COs, is included with the attached ordinance. RECOMMENDATION Staff recommends approval of the ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On October 13, 2014, the Public Utility Board unanimously approved that a reimbursement ordinance for Denton Municipal Electric and Solid Waste be forwarded to the City Council for consideration. FISCAL INFORMATION This ordinance will allow the Certificates of Obligation to reimburse the respective funds totaling $81,614,500. These capital projects were included in the FY 2014 -15 Adopted CIP Budget. EXHIBITS 1. FY 2014 -15 Capital Budget 2. Ordinance 3. Draft PUB Minutes Respectfully submitted: Chuck Springer Director of Finance Prepared by: Antonio Puente, Jr. Assistant Director of Finance City of Denton Page 2 of 2 Printed on 10/16/2014 Exhibit 1 The Capital Improvement Program (CIP) represents the City's plan for development. The CIP is reviewed each year to reflect changing priorities, to provide a framework for identifying capital requirements, and to assess the impact of capital projects on operating budgets and the scheduling and coordination of related projects. The CIP budget appropriates all available programmed funds, planned funding from other sources, and planned issuances of new General Obligation Bonds (GOs) and Certificates of Obligation (COs). Available programmed funds include unspent bond proceeds, internal revenue transfers and outside contributions. Internal revenue transfers and outside contributions comprise the bulk of planned other funding. Provided below is a summary of the total FY 2014 -15 CIP adopted budget. Further CIP detail for planned issuances is provided in the following pages for each division. TOTAL PLANNED PROGRAMMED OTHER CO GO TOTAL DIVISION AVAILABLE FUNDING ISSUANCES2 ISSUANCES3 PROPOSED General Government $ 121,137,130 $ 2,759,545 $ 8,100,000 $ 23,400,000 $ 155,396,675 Electric 64,812,548 1,717,458 67,925,000 - 134,455,006 Water 15,373,427 8,886,944 12,000,000 36,260,371 Wastewater 23,552,130 6,062,912 11,500,000 41,115,042 Solid Waste 7,319,349 400,000 10,350,000 - 18,069,349 TOTAL $ 232,194,584 $ 19,826,859 $ 109,875,000 $ 23,400,000 $ 385,296,443 'Expected balance as of October 1, 2014 including approximately $77 million in unspent Regional Toll Revenue (RTR) funds received for the Mayhill Road and Bonnie Brae Street expansion projects (total received was approximately $91 million). 2Certificates of Obligation (COs) sold for the Electric, Water, Wastewater, Solid Waste and Airport are self- supporting from revenues associated with these operations. Utililty System Revenue Bonds were previously sold for the Electric, Water and Wastewater utilities, but Certificates of Obligation (COs) are now utilized due to the substantial cost savings associated with this financing method. 3Represents the third debt sale associated with the $20.4 million bond program approved by voters in November 2012 and includes $19 million associated with the first year of a six year Bond Program to be considered by voters in November 2014. sAegai\our documcnts\ordinances\1 4\exhibit 2- ordinance (2),doc:x Exhibit 2 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS TO DECLARE THE INTENT 1-0 REIMBURSE CAPITAL, PROGRAM EXPENDITURES OF THE ELECTRIC IJ'I I ILITY ($67,925,000), SOLID WASTE ($6,289,500), STREET IMPROVEMENT ($600,000), AND GENERAL GOVERNMENT ($6,800,000) WITH TAX-PREFI, ' RRED OBLIGA-FIONS (CERTIFICATES OF OBLIGATION) WITH AN AGGREGATE MAXIMUM PRINCIPAL AMOUNT EQUAL TO $81,614,500; AND PROVIDING AN EFFEC'"FIVE DATE. WHEREAS, the City of Denton (the "Issuer") is a municipal corporation/political subdivision of the State of Texas; and WHEREAS, the Issuer expects to pay, or have paid on its behalf" expenditures in connection with the ongoing capital expansion of the Electric Utility distribution and transmission facilities approved as part of the FY 2014-15 Capital Improvement Program Budget and described in Attachment I hereto ('the "Electric Utility Projects") prior to the issuance of Certificates of Obligation for which a prior expression of' intent to Finance or refinance is required by Federal or state law to finance the Electric Utility Projects; and WHEREAS, the Issuer expects to pay, or have paid on its behalf, expenditures in connection with the ongoing capital expansion of the Solid Waste refuse and recycling activities approved as partt of the FY 2014-15 Capital Improvement Program Budget and described in Attachment 2 hereto (the "Solid Waste Projects") prior to the issuance of Certificates of Obligation for which a prior expression of intent to finance or refinance is required by Federal or state law to finance the Solid Waste Projects; and WHEREAS, the Issuer expects to pay, or have paid on its behalf, expenditures in connection with the ongoing capital expansion of Street Improvement projects approved as part of` the FY 2014-15 Capital Improvement Program Budget and described in Attachment 3 hereto (the "Street Improvement Projects") prior to the issuance of` Certificates of Obligation for which a prior expression of intent to finance or refinance is required by Federal or state law to finance the Street Improvement Projects; and WHEREAS, the Issuer expects to pay, or have paid on its behalf-', expenditures in connection with the ongoing capital expansion of the General Government projects approved as part of the FY 2014-15 Capital Improvement Program Budget and described in Attachment 3 hereto (the "General Government Projects" and, together with the Electric Utility Projects, the Solid Waste Projects, the Street Improvement Projects, the "Projects") prior to the issuance of Certificates of Obligation for which a prior expression of intent to finance or refinance is required by Federal or state law to finance the General Government Projects; and WHEREAS, the Issuer finds, considers, and declares that the reimbursement of the Issuer for the payment of such expenditures will be appropriate and consistent with the lawful objectives of the Issuer and, as such, chooses to declare its intention to reimburse itself for such payments at such time as it issues the obligations to finance the Projects; NOW,TFIEREFORE, sAlegahour doctjinents\ordiriajiccs\14\exiiibit 2- Mdinance (2).docx I'llf'COUNCIL OF THE CITY OF DFNTON HEREBY ORDAINS: SECTION I . The Issuer reasonably expects to incur debt, as one or more series of tax- exempt obligations, tax-credit obligations and/or obligations for which a prior expression of intent to finance or refinance is required by Federal or state law (collectively and individually, the "Tax-Preferred Obligations"), with an aggregate maximum principal amount equal to $81,614,500 for purpose of paying the costs of the Projects. SECTION 2. All costs to be reimbursed pursuant hereto will be capital expenditures. No Tax-Preferred Obligations will be issued by the Issuer in furtherance of this ordinance after a date which is later than 18 months after the later of (I ) the date the expenditures are paid, or (2) the date on which the property, with respect to which such expenditures were made, is placed in service. SECTION 3, The foregoing notwithstanding, no Tax-Preferred Obligation will be issued pursuant to this ordinance more than three years after the date any expenditure which is to be reimbursed is paid. SECTION 4. 'The foregoing Sections 2 and 3 notwithstanding, all costs to be reimbursed with qualified tax credit obligations shall not be paid prior to the date hereof and no tax credit obligations shall be issued after 18 months of the date the original expenditure is made. SECTION 5. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the . . . ........ day of 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY mm APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Page 2 CHRIS WATTS, MAYOR Attachment 1 DENTON MUNICIPAL Project Categories 2014 -15 Approved CIP Automated Meter Reading $ 917,250 Major Substation Expenses Pockrus Substation Mckinney Substation Long Road Substation King's Row Substation Locust Substation Arco Substation Hickory Substation North Spencer Substation Woodrow Substation Replace 150 MVA Autotransformer North Lakes Substation Teasley Substation RD Wells Interchange Land Brinker Substation Other Misc. Substation Expenses Total Major Substation Planned Expenses 4,710,000 _ 2,320,000 4,770,000 2,670,000 6,960,000 7,160,000 6,110,000 4,800 „000 2,280,000 3,000,000 900,000 1,220,000 500,000 470,000 2,668,000 $ 50,538,000 Major Transmission Line Expense Woodrow - King's Row 69kV TL King's Raw - Denton North 69kV TL North Lakes - Bonnie Brae 69kV TL Spencer - Pockrus 138kV TL Hickory - Locust 69kV TL Teasley - Pockrus TL Reconstruction Hickory - Bonnie Brae TL Upgrade Denton - North Lakes TL Spencer Switch - Locust 69kV TL Various Other Transmission Line Expenses Total Transmission Line Planned Expenses 3,120,000 2,690,000 2,220,000 2,140,000 4,460,000 4,900,000 1,320,000 700,000 600,000 1,630,000 $ 23,680,000 Distribution Feeders & Extensions New Residential & Commercial Distribution Transformers Bldg Upgrades & Improvements Other* 2 $ 16,2 39 9,,,..,... ,832 $ 4,413,200 $ 2,424,201 $ 3,058,166 $ 4,100,460 TOTAL $ 105,371,109 * Includes Vehicles and other revenue funded projects Attachment 2 CITY OF DENTON SOLID WASTE & RECYCLING FY 2014 - 2015 REIMBURSEMENT ORDINANCE PROJECTS Projected Capital Expenditures Prior to FY 2015 Bond Sale Project Title $ Project Costs Auto Side Load $ 302,000 Auto Side Load $ 302,000 Auto Side Load $ 302,000 Rear Load $ 258,000 Front -Load $ 297,000 Front -Load $ 297,000 Roll -Off $ 225,000 Side Load $ 276,000 Collection Trucks Subtotal $ 2,259,000 SW Technology Research and Development $ 70,000 Program Development $ 200,000 Legal Services $ 250,000 Administrative / Permitting / Legal $ 520,000 Processing Equipment $ 850,000 Heavy Equipment $ 720,000 Heavy Equipment $ 200,000 Landfill Compactor $ 800,000 Heavy Equipment $ 940,500 Operating Equipment $ 3,510,500 FY 2015 SW CIP $ funding prior to FY 2015 Bond Sale $ 6,289,500 Attachment 3 DIV./DEPT. CATEGORY 2014-15 Trans Streets 4,000,000 Trans Public Art 400,000 Various Future GO Bond Program 19,000,000 General Obligation Bonds 23,400,000 Fire Fire Station Improvements 800,000 Facilities Building/Land Acquisition and Improvements 700,000 Airport West Side Runway - Parks Civic Center Pool Improvements 1,600,000 Fleet Vehicle/Equipment Replacements 2,900,000 Streets Vehicle/Equipment Additions 600,000 Build/Equip Facility Maintenance Program" 1,500,000 Trans Matching Funds for Road Improvements - Certificates of Obligation 8,100,000 Airport Land Acquisition 2,000,000 Streets Vehicle/Equipment Additions 575,715 Fleet Vehicle/I Equi firne tit Additions 183,830 Revenue Funded 2,759,545 GRAND TOTAL $ 34,259,545 Revenue Funded $ 2,759,545 General Obligation Bonds 23,400,000 Certificates of Obligation 8,100,000 GRAND TOTAL $ 34,259,545 Planned Bond Sale 31,500,000 *Does not include funds available frorn prior year sales, ** Facility Maintenance program is for HVAC, Flooring, Roof'Replacernents and Facility Improvements. Exhibit 3 DRAFT MINUTES PUBLIC UTILITIES BOARD October 13, 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, October 13, 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, Vice Chair Billy Cheek, Secretary Randy Robinson, Barbara Russell and Charles Jackson Ex Officio Members: Howard Martin, ACM Utilities Absent: Phil Gallivan, Lilia Bynum and George Campbell City Manager OPEN MEETING: CONSENT AGENDA: 2. Consider a recommendation for the adoption of an ordinance of the City of Denton, Texas, to declare the intent to reimburse capital program expenditures of the Electric Fund with Certificates of Obligation (COs) with an aggregate maximum principal amount equal to $67,925,000 to allow Denton Municipal Electric to continue funding the expansion of the distribution and transmission electric facilities. Motion was made to approve item 2 by Board Member Robinson with the second by Board Member Russell. The vote was 5 -0 approved. Adjournment 10:05 a.m. Exhibit 3 DRAFT MINUTES PUBLIC UTILITIES BOARD October 13, 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, October 13, 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, Vice Chair Billy Cheek, Secretary Randy Robinson, Barbara Russell and Charles Jackson Ex Officio Members: Howard Martin, ACM Utilities Absent: Phil Gallivan, Lilia Bynum and George Campbell City Manager OPEN MEETING: CONSENT AGENDA: 4. Consider a recommendation for the adoption of an ordinance of the City of Denton, Texas to declare the intent to reimburse capital program expenditures of Solid Waste & Recycling with Certificates of Obligation, with an aggregate maximum principal amount equal to $6,289,500; to allow the Solid Waste & Recycling Department to purchase and acquire refuse and recycling trucks and equipment to continue providing solid waste refuse and recycling operations; and to obtain funding for continuation of the ongoing Municipal Solid Waste permit amendment process, and providing an effective date. Motion was made to approve item 4 by Board Member Robinson with the second by Board Member Russell. The vote was 5 -0 approved. Adjournment 10:05 a.m. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0580, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Transportation Operations CM/ ACM: Jon Fortune Date: October 21, 2014 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas prohibiting parking on both sides of Jim Christal Road from its intersection with West Oak Street to its eastern terminus; providing a repealer clause; 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 (4- 0). BACKGROUND Jim Christal Road is a two lane, two -way road whose eastern terminus is approximately 600 feet west of I -35W and extends west to FM 156. The segment of Jim Christal from its eastern terminus and extending west past the Mayday Manufacturing facility's western entrance is approximately 23 feet wide. This has become a concern for public safety due to heavy on- street semi - trailer truck delivery parking encroaching into both travel lanes. A site map, attached as Exhibit 2, is provided for reference. This on- street parking severely restricts both the travel lanes and access to businesses by more than 220 Mayday Manufacturing /Hi -Tech Metal Finishing employees and approximately 15 employees of 84 Lumber. This situation is particularly significant for Mayday shift workers arriving /departing in pre- daylight hours. Directing trucks off the street and into facility parking through vendor notification to truck drivers is not a viable solution due to the nature of freight brokering through independent lines and driver turnover. As a result, the president of Mayday Manufacturing/Hi -Tech Metal Finishing has requested the City to install no parking restrictions on both the north and south sides of Jim Christal from its eastern terminus to its intersection with West Oak Street to abate on- street parking. The customary notification letter, petition with stamped return envelope, proposed ordinance and subsequent enforcement of the no parking restrictions were provided to all six residents and property owners along the subject roadway. This information was delivered in person and discussed with available property owners and mailed to remaining property owners on September 22 nd . At the time this document was prepared, staff has received two signed petition responses, both in support of the proposed no parking restriction. A third respondent verbally stated support of parking restrictions. His signed petition has not yet been received. There has been no further response. City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0580, Version: 1 OPTIONS 1. Adopt proposed ordinance prohibiting parking on both sides of Jim Christal Road from its intersection with West Oak Street to its eastern terminus. 2. Adopt proposed ordinance, with conditions, to prohibit parking on Jim Christal Road from its intersection with West Oak Street to its eastern terminus. 3. Do not adopt an ordinance that would prohibit parking on the identified segment of Jim Christal Road. RECOMMENDATION The Traffic Safety Commission recommends Council consideration of Option lby a 4 -0 vote. ESTIMATED SCHEDULE OF PROJECT If adopted, requisite signage could be installed and the restriction implemented within 30 days. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Traffic Safety Commission considered the proposed ordinance at the October 7, 2014, meeting and recommended Council consideration by a 4 -0 vote. FISCAL INFORMATION Depending on visibility of the signs, at least four signs and a post for each will be required, less than $1,200 EXHIBITS I . Ordinance 2. Site Map 3. Photos of Jim Christal Parking Conditions 4. No Park Petition - Jim Christal 5. Excerpt, Draft Traffic Safety Commission Meeting Minutes Respectfully submitted: Mark Nelson Transportation Director Prepared by: Michelle Cunningham Business Development Officer City of Denton Page 2 of 2 Printed on 10/16/2014 sAlegal \our documents \ordinances \14 \no parking ordinance jim christal.doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, PROHIBITING PARKING ON BOTH SIDES OF JIM CHRISTAL ROAD FROM ITS INTERSECTION WITH WEST OAK STREET TO ITS EASTERN TERMINUS; PROVIDING A REPEALER CLAUSE; 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 COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. When signs and /or marking or any combination thereof are in place giving notice thereof, no person shall park a vehicle on either side of Jim Christal Road from its intersection with West Oak Street to its eastern terminus. SECTION 2. The provisions of Section I prohibiting the parking of vehicles shall apply on the designated portion of the above named street or streets except when it is necessary to stop a vehicle to avoid conflict with other traffic or in compliance with the direction of a police officer or official traffic control device. SECTION 3. That all provisions of the ordinances of the City of Denton in conflict with the provisions of this ordinance are hereby repealed, and all other provisions of the ordinances of the City of Denton, not in conflict with the provisions of this ordinance, shall remain in full force and effect. 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 invalidity. SECTION 5. Save and except as amended hereby, all the provisions, sections, subsections, paragraphs, sentences, clauses, and phrases of the Code of Ordinances shall remain in full force and effect. SECTION 6. Any person found liable of violating this Ordinance by a court of competent jurisdiction shall be fined a sum not to exceed five hundred dollars ($500). Each day that a provision of this Ordinance is violated shall constitute a separate offense. The disposition of parking citations issued pursuant to this Ordinance shall be governed by Division 3 titled "Parking Violations Division" of Chapter 18 of the Code of Ordinances. SECTION 7. This Ordinance providing for a penalty shall become effective 14 days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this Ordinance to be published twice in the Denton Record - Chronicle, the official newspaper of the City of Denton, Texas, within 10 days of the date of its passage. 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 CHRIS WATTS, MAYOR N Q1 cr Q1 L C6 z° aU E W (U V) N U E Westbound on Jim Christal in front of 84 Lumber and Mayday Manufacturing with just the south lane parked. Z O E U F- C C V) W _0 G LIJ a) c� LLJ w ro LL OZ _ o. LLaC0 C: O a ° E ° ¢ V a L C7� ao n w.s, � v z Lu �Q¢E --mom.: Um �_* �O z -° o 0- W n _0 �O Q U) LL LL U Z ^ tai p ,u W U W I— Z a- < `= z oZ w Y Z o 4t O O LL 0 n cz F Z O — Q �wYwYZ:..� ¢ Q j Z O F- U F- C UJ W C W P U LLI O Z � d L as 0 Oww0 d W oWU)U z d W U �( <<w V F- w W U CO 0 iY L L n f L LL C O L W 2 m F W F= (L v z c W p zo Q LL 00 L 3 Z wY z j o sc a LU O ra 'm a ®z � I L ` an has ILL w � O Q ro 0f, WUQ' !- C Q) J .. V) J H 0 LL 2 O LL 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 DRAFT MINUTES CITY COUNCIL MOBILITY COMMITTEE TRAFFIC SAFETY COMMISSION Monday, October 6, 2014 After determining that a quorum of the Traffic Safety Commission was present, the Commission convened the meeting on Monday, October 6, 2014 at 5:35 p.m. in the City Council Work Session Room, City Hall, 215 East McKinney Street, Denton, Texas. Present: Chair Wally Campbell, John Murphy, Kenneth Leathers, and Patrice Lyke Absent: Adam Reese and Nancy DiMarco Also Present: Mark Nelson, Director of Transportation; John Davis, Director of Engineering Services; Frank Payne, City Engineer; Bernard Vokoun, Senior Engineer; Michelle Cunningham, Business Development Officer and Kim Mankin, Administrative Supervisor. OPEN MEETING 1) Consider approval of the Mobility Committee of the Denton City Council meeting minutes of September 8, 2014. Approved with one correction 2) Consider the recommendation of an ordinance to the Denton City Council prohibiting parking on the west side of Corbin Road from its intersection with Airport Road /FM 1515 to the projection of the northerly Right -of -Way line with its intersection of Shelby Lane; providing a repealer clause; 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 Mark Nelson talked about this item and showed maps of the area. Nelson stated that Michelle Cunningham with Economic Development has received request from businesses regarding this item. The no park area would be from the intersection of Airport Road and FM1515 south to Shelby Lane on the west side of Corbin Road. The problem seems to be truck traffic lining up for Target Distribution Center. Nelson showed pictures of the issues. With the other businesses in that area the employees have problems moving down the street in a safe manner. Cunningham spoke with Target Distribution and Fastenal; they are in favor of a no park on the west side of Corbin Road. Lyke asked where the trucks will park if the road is not available. Cunningham answered the trucks are normally concentrated on both sides of the street. They will still be allowed to 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 Traffic Safety Commission Meeting Draft Minutes October 6, 2014 Page 2 of 2 park on the east side of Corbin Road. Lyke then asked if this is a collector. Vokoun agreed it is a collector. Leathers clarified the striping on the street. Nelson stated the striping wouldn't change. Leathers made a motion in support of this item with a second from Lyke. Commissioners voted 4 -0 approved 3) Consider the recommendation of an ordinance to the Denton City Council prohibiting parking on both sides of Jim Christal Road from its intersection with West Oak Street to its eastern terminus; providing a repealer clause; 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. Mark Nelson talked about this item and showed maps of the area. The no park area would be from the intersection of West Oak to the east end. There are manufacturing businesses in this area as well as the armory. The Mayday Manufacturing building was vacant for some time now it has about 200 employees. Cunningham has also visited with Mayday Manufacturing and 84 Lumber to look at opportunities to improve the situation. The road in that area is 23 feet wide. Staff's recommendation would be to advance to Council for approval. Lyke stated that in both this item and the previous item the streets are not wide enough. With the Denton Plan 2030 there is a push to make that area much more light industrial. What would trigger expansion of the roads. Nelson stated that when the tract is developed on the south side of Jim Christal that would be a mechanism, otherwise funding would have to be identified from another source. Murphy made a motion in support of this item with a second from Leathers. Commissioners voted 4 -0 approved. With no further business to address, the Commission adjourned at 6:09 p.m. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0581, Version: 1 DEPARTMENT: CM/ ACM: Date: Transportation Jon Fortune October 21, 2014 Legislation Text Agenda Information Sheet SUBJECT Consider adoption of an ordinance of the City of Denton, Texas prohibiting parking on the west side of Corbin Road from its intersection with Airport Road to its intersection with Shelby Lane; providing a repealer clause; 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 (4- 0). BACKGROUND Corbin Road is a two -lane, two -way road in various stages of improvement that extends southerly about one mile from its intersection with Airport Road /FM 1515 (past the Corbin Business Park) then turns easterly for approximately 2,700 feet to intersect with South Bonnie Brae. It is closed to the public just west of IH35W. The segment of Corbin Road from its intersection with Airport Road /FM 1515, extending south past the Target Distribution facility freight entrance, has become a concern of public safety due to heavy on- street semi - trailer truck delivery parking. The public safety concerns relate to access to the driveways, requisite line of sight distance for getting out of the impacted driveways and restricted width due to trucks parking across from the driveway on both sides. A site map, attached as Exhibit 2, is provided for reference. Although this segment has been constructed for industrial usage, trucks are parking solidly along both sides of north Corbin in an attempt to secure faster delivery time positions into the Target facility. This on- street parking restricts access to more than 210 Fastenal employees spread across three shifts. This situation is particularly significant for Fastenal shift workers arriving /departing in nighttime and pre -dawn hours. The Target Distribution facility is also concerned regarding the impact of its deliveries to its industrial neighbors and has stated they have been unsuccessful in attempting to notify freight delivery drivers due to the nature of vendor freight brokering through independent lines and the high rate of driver turnover. As a result, and with the support of Target Distribution Facility's General Manager, Fastenal's Area Manager has requested the City install no parking restrictions on the west side of Corbin Road from its intersection with Airport Road/FM 1515 to the projection of the northerly right -of -way line with its intersection of Shelby Lane to abate on- street parking. The customary notification letter, petition with stamped return envelope, proposed ordinance and subsequent enforcement of the no parking restrictions were provided to all four residents and property owners along the City of Denton Page 1 of 3 Printed on 10/16/2014 File #: ID 14 -0581, Version: 1 subject roadway. This information was delivered in person and discussed with available property owners and mailed to remaining property owners on September 22 nd . At the time this document was prepared, staff has received two signed petition responses, both in support of the proposed no parking restriction. There has been no further response. OPTIONS 1. Adopt the proposed ordinance prohibiting parking on the west side of Corbin Road from Airport Road to Shelby Lane. 2. Adopt an ordinance, with conditions, to prohibit parking on Corbin Road from its intersection with Airport Road to Shelby Lane. 3. Do not adopt an ordinance prohibiting parking on the identified segment of Corbin Road. RECOMMENDATION The Traffic Safety Commission recommends Council consideration of Option 1 by a 4 -0 vote. ESTIMATED SCHEDULE OF PROJECT If adopted, requisite signage could be installed and the restriction implemented within 30 days. PRIOR ACTION/REVIEW The Traffic Safety Commission considered the proposed ordinance at the October 7, 2014, meeting and recommended Council consideration by a 4 -0 vote. EXHIBITS 1. Ordinance 2. Site Map 3. Photos of Corbin Road Parking Conditions 4. No Park Petition - Corbin Road 5. Excerpt, Draft Traffic Safety Commission Meeting Minutes October 6, 2014 submitted: Mark Nelson Transportation Director Prepared by: Respectfully City of Denton Page 2 of 3 Printed on 10/16/2014 File #: ID 14 -0581, Version: 1 Michelle Cunningham Business Development Officer City of Denton Page 3 of 3 Printed on 10/16/2014 s:Alegal \our documents \ordinances \14 \no parking ordinance west side corbin road.doe ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, PROHIBITING PARKING ON THE WEST SIDE OF CORBIN ROAD FROM ITS INTERSECTION WITH AIRPORT ROAD TO ITS INTERSECTION WITH SHELBY LANE; PROVIDING A REPEALER CLAUSE; 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 COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. When signs and /or marking or any combination thereof are in place giving notice thereof, no person shall park a vehicle on the west side of Corbin Road from its intersection with Airport Road to its intersection with Shelby Lane. SECTION 2. The provisions of Section 1 prohibiting the parking of vehicles shall apply on the designated portion -of the above named street or streets except when it is necessary to stop a vehicle to avoid conflict with other traffic or in compliance with the direction of a police officer or official traffic control device. SECTION 3. That all provisions of the ordinances of the City of Denton in conflict with the provisions of this ordinance are hereby repealed, and all other provisions of the ordinances of the City of Denton, not in conflict with the provisions of this ordinance, shall remain in full force and effect. 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 invalidity. SECTION 5. Save and except as amended hereby, all the provisions, sections, subsections, paragraphs, sentences, clauses, and phrases of the Code of Ordinances shall remain in full force and effect. SECTION 6. Any person found liable of violating this Ordinance by a court of competent jurisdiction shall be fined a sum not to exceed five hundred dollars ($500). Each day that a provision of this ordinance is violated shall constitute a separate offense. The disposition of parking citations issued pursuant to this Ordinance shall be governed by Division 3 titled "Parking Violations Division" of Chapter 18 of the Code of Ordinances. SECTION 7. This Ordinance providing for a penalty shall become effective 14 days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record- Chronicle, the official newspaper of the City of Denton, Texas, within 10 days of the date of its passage. PASSED AND APPROVED this the day of , 2014 ATTEST: JENNIFER WALTERS, CITY SECRETARY C APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY r a.. BY: Page 2 CHRIS WATTS, MAYOR L O U O a� N Q1 L C6 z0 a� N O Q O L N x w Northbound from Fastenal Parking Lot Southbound from Fastenal Parking Lot Northbound from the Target Distribution Facility Truck Entrance Note how the tractor trailer constricts the turn lane. Z 0 E 2 as C) n !E F- U) W LU C U -u LL C7 Lu 0 Z LL LL < H (L 0 ni 7 o w W 0� 0 t . o x , - t- < < 0- 2 - - 0 M La) al i W z 0 > 5< Z 0- w F- `JAW w LU X C) IM 0 a) z 0 0 < W 2 W of < nq = LL o 0 -0 Z LL 0 < Z LL 0 Z W >- P -01 0 p 0 LU - L) W Z a. Z 0 0 W Y E` Z U W < CL < LL 0 0 (, n Z 0 0 Z . Eli x — k.- < Q� C) . L) Z < < 50 :s LLJ O( C) M — o c " Z 0 C) � m W rL aM , Ism CL L LL Lu IIJ 0, 0 o U) I rr cy a) 34 Z o (D Z U. w a) 0 0 - w 0 0 x —N I'll Z9 © g 0 e 01 I'lls X ------ --- - 7 77 - 7 7 7, .1 Z O E �G W H t ` LL C) U W i.N W LL [a O Z LL Q�� �- Q ca (U ra. a0 pao.; w W o L 1 c/) Q.4 Q V a N...�7... Q � w a � Z 'c 2 U - c'. w ~ W ° N - c Z�a W c 0 c " V U) _j N W C) co :r O Q) UF- o00 oa Ile w� O W 0 CLa U) _O LL Q F-Z �— LL a Z ` O LL C) i Z m LU H H O g () W w = Z a7 n Q Z p (7 := U Z Fai u. W � Y Z o Q a Q. p o L o 2a> c z Isc j 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 DRAFT MINUTES CITY COUNCIL MOBILITY COMMITTEE TRAFFIC SAFETY COMMISSION Monday, October 6, 2014 After determining that a quorum of the Traffic Safety Commission was present, the Commission convened the meeting on Monday, October 6, 2014 at 5:35 p.m. in the City Council Work Session Room, City Hall, 215 East McKinney Street, Denton, Texas. Present: Chair Wally Campbell, John Murphy, Kenneth Leathers, and Patrice Lyke Absent: Adam Reese and Nancy DiMarco Also Present: Mark Nelson, Director of Transportation; John Davis, Director of Engineering Services; Frank Payne, City Engineer; Bernard Vokoun, Senior Engineer; Michelle Cunningham, Business Development Officer and Kim Mankin, Administrative Supervisor. OPEN MEETING 1) Consider approval of the Mobility Committee of the Denton City Council meeting minutes of September 8, 2014. Approved with one correction 2) Consider the recommendation of an ordinance to the Denton City Council prohibiting parking on the west side of Corbin Road from its intersection with Airport Road /FM 1515 to the projection of the northerly Right -of -Way line with its intersection of Shelby Lane; providing a repealer clause; 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 Mark Nelson talked about this item and showed maps of the area. Nelson stated that Michelle Cunningham with Economic Development has received request from businesses regarding this item. The no park area would be from the intersection of Airport Road and FM1515 south to Shelby Lane on the west side of Corbin Road. The problem seems to be truck traffic lining up for Target Distribution Center. Nelson showed pictures of the issues. With the other businesses in that area the employees have problems moving down the street in a safe manner. Cunningham spoke with Target Distribution and Fastenal; they are in favor of a no park on the west side of Corbin Road. Lyke asked where the trucks will park if the road is not available. Cunningham answered the trucks are normally concentrated on both sides of the street. They will still be allowed to 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 Traffic Safety Commission Meeting Draft Minutes October 6, 2014 Page 2 of 2 park on the east side of Corbin Road. Lyke then asked if this is a collector. Vokoun agreed it is a collector. Leathers clarified the striping on the street. Nelson stated the striping wouldn't change. Leathers made a motion in support of this item with a second from Lyke. Commissioners voted 4 -0 approved 3) Consider the recommendation of an ordinance to the Denton City Council prohibiting parking on both sides of Jim Christal Road from its intersection with West Oak Street to its eastern terminus; providing a repealer clause; 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. Mark Nelson talked about this item and showed maps of the area. The no park area would be from the intersection of West Oak to the east end. There are manufacturing businesses in this area as well as the armory. The Mayday Manufacturing building was vacant for some time now it has about 200 employees. Cunningham has also visited with Mayday Manufacturing and 84 Lumber to look at opportunities to improve the situation. The road in that area is 23 feet wide. Staff's recommendation would be to advance to Council for approval. Lyke stated that in both this item and the previous item the streets are not wide enough. With the Denton Plan 2030 there is a push to make that area much more light industrial. What would trigger expansion of the roads. Nelson stated that when the tract is developed on the south side of Jim Christal that would be a mechanism, otherwise funding would have to be identified from another source. Murphy made a motion in support of this item with a second from Leathers. Commissioners voted 4 -0 approved. With no further business to address, the Commission adjourned at 6:09 p.m. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EYFON File #: ID 14 -0608, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Environmental Services and Utility Budgets CM/ ACM: Howard Martin DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas, Nunc Pro Tunc, correcting an inadvertent mistake in Ordinance No. 2014 -287 for water service rates; providing for a savings clause; and providing for an effective date. BACKGROUND Ordinance Number 2014 -287 amended the schedule of water rates contained in Ordinance Number 2013 -235 to reflect the Water rate increases proposed in the 2014 -2015 budget, as adopted by the City Council on September 16, 2014. After the ordinance was adopted, staff discovered a mistake in the fee associated with "Water Taps with Meter" fees for the category of a I inch tap and 3 /4inch x 3/4 inch meter" and I inch tap with 1 inch meter" for paved streets. These fees are found on page 14 of Ordinance number 2014 -287, which is provided as Exhibit 1. The fee in Ordinance 2014 -287 for I inch tap with 3 /4inch x 3/4 inch meter" is listed as $2,545.00. The correct value for this fee is $2,445.00. The fee in Ordinance 2014 -287 for I inch tap with 1 inch meter" is listed as $2,575.00. The correct value for this fee is $2,475.00. The corrected values have been included in the 2014 -15 rate schedules. This Nunc Pro Tunc ordinance is being brought forward to correct Ordinance Number 2014 -287. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table the item. RECOMMENDATION Staff recommends approval of this request. ESTIMATED SCHEDULE OF PROJECT Not applicable. PRIOR ACTION/REVIEW (Council, Boards, Commissions) None City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0608, Version: 1 FISCAL INFORMATION Not applicable. BID INFORMATION Not applicable. EXHIBITS 1. Ordinance 2014 -287 2. Proposed Ordinance Nunc Pro Tunc Respectfully submitted: Howard Martin Assistant City Manager/Utilities Prepared by: Kenneth Banks, Director Environmental Services & Utility Budgets City of Denton Page 2 of 2 Printed on 10/16/2014 EXHIBIT 1 ORDINANCE NO. 2014 -287 AN ORDINANCE AMENDING THE SCHEDULE OF WATER RATES CONTAINED IN ORDINANCE NO. 2013 -235 FOR WATER SERVICE RATES AND WATER RATES; AMENDING THE RESIDENTIAL WATER SERVICE RATE (SCHEDULE WR); AMENDING THE COMMERCIAL /INDUSTRIAL WATER SERVICE RATE (SCHEDULE WC); AMENDING THE METERED WATER FROM FIRE HYDRANT RATE (SCHEDULE WFH); AMENDING THE WHOLESALE TREATED WATER SERVICE RATE TO THE UPPER TRINITY REGIONAL WATER DISTRICT (SCHEDULE WW); AMENDING THE WHOLESALE RAW WATER SERVICE RATE TO UPPER TRINITY REGIONAL WATER DISTRICT (SCHEDULE WRW); AMENDING THE WHOLESALE RAW WATER PASS - THROUGH RATE TO UPPER TRINITY REGIONAL WATER DISTRICT FROM LAKE CHAPMAN INTO LAKE LEWISVILLE (SCHEDULE WCL); AMENDING THE WATER TAP AND METER FEES; PROVIDING FOR A REPEALER; PROVIDING FOR A SEVERABILITY CLAUSE; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The Rate Schedules for water service as provided for in Chapter 26 of the Code of Ordinances, are amended to read as follows: WR Residential Water Service WC Commercial /Industrial Water Service Rate WFH Metered Water From Fire Hydrant PAGE 2 6 9 WW Wholesale Treated Water Service to Upper Trinity Regional Water District 10 WRW Wholesale Raw Water Service to Upper Trinity Regional Water District 12 WCL Wholesale Raw Water Pass - Through to Upper Trinity Regional Water District 13 from Lake Chapman into Lake Lewisville Water Tap and Meter Fees 14 Fire Hydrant Installation 16 Water Laboratory Testing Fees 17 Special Facilities Rider 18 Special Conditions Rider 18 SCHEDULE WR RESIDENTIAL WATER SERVICE (Effective 10/01/14) APPLICATION Applicable for single - family residential service, and individually- metered apartments, mobile homes, or multi - family facilities with less than four units, with wastewater service within the corporate limits of the City of Denton, Texas. (WR) Applicable for single - family residential service, and individually- metered apartments, mobile homes, or multi - family facilities with less than four units outside the corporate limits of the City of Denton, Texas with or without wastewater service. (WRO) Applicable where the metered water is used for domestic purposes and is not returned to the wastewater system for collection and treatment. ) Applicable where the metered water is used for landscape irrigation purposes and is not returned to the wastewater system for collection and treatment. (WRI) Applicable where metered water is outside the corporate limits of the City of Denton, Texas and is used for landscape irrigation purposes and is not returned to the wastewater system for collection and treatment. (WRIO) Not applicable to resale, temporary, standby, or supplementary service except in conjunction with applicable rider. MONTIILY RATE (WI — RESIDENTIAL WATER SERVICE; AND MONTIJLY I TI,_(! RN) – Ml 1`EI I<D WATER NOT W "'I`1. RNED TO WASTEWATER TER SYSTEM FOR COLLECTION AND "1REATMENT'l- ._ (1) Facility Charge 3/4 inch Meter 1 inch Meter 1-1/2 inch Meter 2 inch Meter (2) Volume Charge RATE BLOCK PER 30 DAYS 0- 15,000 gals 15,001- 30,000 gals 30,001 - 50,000 gals Over 50,000 gals Per Bill $ 13.85 $ 18.40 $ 23.85 $ 30.35 Rate Per 1,000 Gallons WINTER SUMMER Billing months of Billing months of NOV. b °0 , 1I APRIL MAY through OCT. $ 3.80 $ 3.80 $ 3.80 $ 5.50 $ 3.80 $ 7.40 $ 3.80 $ 9.75 0 MONTHLY RATES O) — WATER SI "RV1C;E OUTSIDE CORPORATE LIMITS MONTHLY RATE (1) Facility Charge Per Bill 3/4 inch Meter $ 15.90 1 inch Meter $ 21.15 1 -1 /2 inch Meter $ 27.40 2 inch Meter $ 34.90 (2) Volume Charge Rate Per 1,000 Gallons RATE BLOCK PER 30 DAYS WINTER SUMMER Billing months Billing months NOV through APRIL MAY through OCT 0- 15,000 gals $4.35 $4.35 15,001- 30,000 gals $4.35 $6.35 30,001 - 50,000 gals $4.35 $8.50 Over 50,000 gals $4.35 $11.20 MONTHLY RATES ()YRI) — METERED WATER SERVICE FOR IRRIGATION MONTHLY RATE (1) Facility Charge Per Bill 3/4 inch Meter $13.85 1 inch Meter $18.40 1-1/2 inch Meter $23.85 2 inch Meter $30.35 (2) Volume Charge Rate Per 1,000 Gallons RATE BLOCK PER 30 DAYS WINTER SUMMER Billing months Billing months NOV through APRIL MAY through OCT 0- 15,000 gals $3.80 $5.50 15,001- 30,000 gals $3.80 $7.40 Over 30,000 gals $3.80 $9.75 11 MONTHLY RATES (WRIO) — METERED WATER SERVICE FOR IRRIGATION MONTHLY RATE (1) Facility Charge 3/4 inch Meter 1 inch Meter 1 -1 /2 inch Meter 2 inch Meter (2) Volume Charge Per Bill $15.90 $21.15 $27.40 $34.90 Rate Per 1,000 Gallons RATE BLOCK PER 30 DAYS WINTER Billing months NOV through APRIL 0- 15,000 gals $4.35 15,001- 30,000 gals $4.35 Over 30,000 gals $4.35 MINIMUM BILLING Facility Charge SUMMER Billing months MAY throuah OCT $6.35 $8.50 $11.20 Bills are due when rendered, and become past due if not paid within fifteen (15) calendar days from date of issuance. SPECIAL FACILITIES All services which require special facilities in order to meet Customer's service requirements shall be provided, subject to the Special Facilities Rider. VOLUME CHARGE Billing for the water consumption shall be based on the gallon consumption during the billing period. Formula: Gallons in rate block x rate per 1,000 gal. in rate block 1,000 gallons 11 RETAIL WATT ER RATES (JNDFR DROUGHT CONTINGENCY PLAN CONDITIONS_ - ORDINANCE NO. 2014-109, Under stage 2 drought conditions, residential customers shall be charged a 10% r ate increase for water usage greater than 15,000 gallons per account per 30 days. Under Stage 3 drought conditions, residential customers shall be charged a 20% rate increase for water usage greater than 15,000 gallons per account per thirty (30) days. W COMMERCIALJINDUSTRIAL WAI 'R S1 RVICI? IRA"I'1. (Effective 10/01/14) APPLICATION Applicable to all commercial and industrial users, or other water users not otherwise classified under this ordinance, for all water provided at one point of delivery and measured through one meter. (WC) Applicable for all commercial and industrial users or other users not otherwise classified under this ordinance outside of the corporate limits of the City of Denton for all water service provided at one point of delivery and measured through one meter, with or without wastewater service. (WCO) Applicable where the metered water is used for commercial purposes and is not returned to the wastewater system for collection and treatment. (WCN) Applicable where metered water is used for landscape irrigation purposes and is not returned to the wastewater system for collection and treatment. (WCI) Applicable where metered water is outside the corporate limits of the City of Denton, Texas and is used for landscape irrigation purposes and is not returned to the wastewater system for collection and treatment. (WCIO) Not applicable to resale service in any event, nor to temporary, standby, or supplementary service except in conjunction with applicable rider. MONTHLY RATE (WC) and (WCN) (1) Facility Charge 3/4 inch Meter 1 inch Meter 1 -1/2 inch Meter 2 inch Meter 3 inch Meter 4 inch Meter 6 inch Meter 8 inch Meter 10 inch Meter Per Bill $22.60 $27.05 $32.05 $42.60 $91.70 $180.30 $247.55 $345.70 $495.35 (2) Volume Charge $4.15 per 1,000 gallons I MONTHLY RATE (WCO ) — OUTSIDE CORI'O1T ATE LIMITS (1) Facility Charge 3/4 inch Meter 1 inch Meter 1-1/2 inch Meter 2 inch Meter 3 inch Meter 4 inch Meter 6 inch Meter 8 inch Meter 10 inch Meter (2) Volume Charge MONTHLY RATE (WCI) - IRRIGATION (1) Facility Charge 3/4 inch Meter 1 inch Meter 1 -1/2 inch Meter 2 inch Meter 3 inch Meter 4 inch Meter 6 inch Meter 8 inch Meter 10 inch Meter (2) Volume Charge Per Bill $26.00 $31.10 $36.85 $49.00 $105.45 $207.35 $284.70 $397.55 $569.65 $4.75 per 1,000 gallons Per Bill $22.60 $27.05 $32.05 $42.60 $91.70 $180.30 $247.55 $345.70 $495.35 Rate Per 1,000 Gallons WINTER Billing months of NOV. through APRIL $4.15 MONTHLY RATE ()YCIO) - IRRIGATION (1) Facility Charge Per Bill 3/4 inch Meter $26.00 1 inch Meter $31.10 1 -1/2 inch Meter $36.85 2 inch Meter $49.00 3 inch Meter $105.45 4 inch Meter $207.35 6 inch Meter $284.70 8 inch Meter $397.55 10 inch Meter $569.65 0 SUMMER Billing months of MAY through $5.50 (2) Volume Charge MINIMUM BILLING Facility Charge PAYMENT Rate Per 1,000 Gallons WINTER Billing months of NOV. through-APRIL $4.75 SUMMER Billing months of MAY through $6.35 Bills are due when rendered, and become past due if not paid within fifteen (15) calendar days from date of issuance. SPECIAL FACILITIES All services which require special facilities in order to meet Customer's service requirements shall be provided, subject to the Special Facilities Rider. VOLUME CHARG Billing for the water consumption shall be based on the consumption during the billing period. Formula: Gallons consumption x Rate per 1,000 gallons 1,000 COMMERCIAL /INDUSTRIAL, WA` EIZ RATES UNDER DROUGHT CONTINGI -sNCY 131,AN CnMnTTTnNS ORDINANCE NO. ?Ola_l Oq Under Stage 2 drought conditions, Commercial /Industrial customers shall be charged a 10% surcharge penalty for water usage above 80% of prior billing volumes per account per thirty (30) days. Under Stage 3 drought conditions, Commercial/Industrial customers shall be charged a 20% surcharge penalty for water usage above 70% of prior billing volumes per account per thirty (30) days. I METERED WATER FROM FIRE 1- IYDR.ANT (Effective 10/01/14) APPLICATION Applicable for all water taken through a fire hydrant or other direct distribution line source at one location for private or commercial use not associated with fire fighting. Customers must complete, sign, and agree to all terms and conditions stated in the "Fire Hydrant Meter Use Agreement." DEPOSIT $1,100 per meter User shall place a deposit each time a City's hydrant meter(s) is requested. The deposit will be returned when meter is returned and final bill is paid. NET RATE Volume Charge $5.20 per 1,000 gallons Monthly volume shall be computed by subtracting the beginning meter reading from the ending meter reading divided by 1,000, and multiplied times the volume charge, upon the monthly return of the meter to the Water Department for reading. Per the "Fire Hydrant Meter Use Agreement ", failure by the Customer to return the meter to water utilities by the 3rd day of each month for reading, results in acceptance by the Customer to pay a monthly billing equal to 100,000 gallons of water usage for the month. Facility Charge $101.30 per bill PAYMENT Bills are due when rendered, and become past due if not paid within fifteen (15) calendar days from date of issuance. COMMERCIAIANDUS1 "RIAL WATER RAT[sS I.INDER DROUCIHT CON` INGE'NCY PLAN CONDITIONS — ORDINANCE NO. 2014-109. Under Stage 2 and Stage 3 drought conditions, use of water from fire hydrants limited to fire fighting, essential distribution system maintenance, and related activities. All other water use from fire hydrants will be by special permit only. WHOLESALE TREATED WATER SERVICE TO UPPER TRINITY REGIONAL WATER DISTRICT (Effective 10/01/14) APPLICATION Applicable to all wholesale treated water sales from the City of Denton, Texas to the Upper Trinity Regional Water District (UTRWD) Not applicable for temporary, standby, or supplementary service. MONTHLY CHARGES The monthly charge for service shall be expressed as a facility charge, a volume price per 1,000 gallons and a demand price per million gallons per day (MGD) of demand. (WW2/WW3) (1) Facility Charge (2) Water Volume Rate (WD2/WD3) (3) Subscribed Demand Rate *Full Payment of Annual Water Demand Adjustments: $256.50 per bill $0.50 per 1,000 gallons $593,402 per MGD (Annual) 12 (Paid Monthly) As determined in the last month of each fiscal year (September), if any outstanding or unpaid annual water demand adjustment charges exist, they shall be included in their entirety on the monthly billing for the following month of October. Water demand adjustment charges shall be billed and payable in full, in accordance with the bill payment delinquency provisions provided for below. MINIMUM BILLING The minimum monthly billing shall be the sum of the monthly facility charge plus the monthly subscribed demand rate charge. WATER DEMAND The demand will be billed on a monthly basis at the Water Demand Rate for the subscribed MGD water demand level. Annual water demand charges will be retroactively adjusted up beginning in June for each water year, if anytime during the fiscal year the actual peak demand required, as established by the highest rate of flow controller setting for any one day during the fiscal year, is greater than the peak demand subscribed during the fiscal year. Im BILL PAYMENT DELINQUENCY Bills shall be due and payable when rendered. Bills are considered delinquent if not paid within twenty (20) calendar days of the date a bill for service is rendered. There shall be a ten (10 %) percent per annum interest charge on the amount due, from the date when due until paid, if not paid within twenty (20) calendar days of the date a bill for service is rendered. Nei r• 111 WHOLESALE RAW WATER SERVICE TO UPPER TRINITY REGIONAL WATER DISTRICT (Effective 10/01/14) APPLICATION Applicable to all raw water sales from the City of Denton, Texas to the Upper Trinity Regional Water District (UTRWD), per the Interim Sale of Wholesale Raw Water Contract MONTHLY CHARGES The monthly charge for service shall be expressed as a volume price per 1,000 gallons. Volume Charge: $0.4771 per 1,000 gallons PAYMENT Denton shall render bills by the tenth (10`h) day of each month. Bills shall be due and payable within twenty (20) calendar days of the date a bill is rendered. BILL PAYMENT DELINQUENCY Bills shall be due and payable when rendered. Bills are considered delinquent if not paid within 20 calendar days of the date a bill for service is rendered. There shall be a ten (10 %) percent per annum interest charge on the amount due, from the date when due until paid, if not paid within twenty (20) calendar days of the date a bill for service is rendered. M WHOLESALE RAW WATER PASS - THROUGH TO UPPER TRINITY REGIONAL WATER DISTRICT FROM LAKE CI lAPMAN INTO LAKE LE ISVILLE (Effective 10/01/14) APPLICATION Applicable to all pass - through raw water sent from Lake Chapman into Lake Lewisville by the Upper Trinity Regional Water District (UTRWD) per the Cooper Reservoir Project Contract, as well as, all Lake Chapman water reclaimed for reuse if discharged into and subsequently withdrawn from Lewisville Lake by UTRWD or Lewisville pursuant to a reuse permit or other appropriate regulatory authorization. MONTHLY CHARGES The monthly charge for service shall be expressed as a volume price per 1,000 gallons. Volume Charge: $0.0259 per 1,000 gallons PAYMENT Denton shall render bills monthly. Bills shall be due and payable within twenty (20) calendar days of the date a bill for service is rendered. BILL PAYMENT DELINQUENCY Bills shall be due and payable when rendered. Bills are considered delinquent if not paid within twenty (20) calendar days of the date a bill for service is rendered. There shall be a ten (10 %) percent per annum interest charge on the amount due, from the date when due until paid, if not paid within twenty (20) calendar days of the date a bill for service is rendered. 13 WATER TAP AND METER FEES (Effective 10/01/14) APPLICATION This schedule applies to the installation, removal, or relocation of water taps and meters by the City of Denton Utility Department at the request of a person, firm, association or corporation. TAP AND METER FEES Any person, association of persons, or corporation that requests that a water main tap, water meter or water meter loop, be removed, installed, or relocated by the Utility Department shall pay in advance to the Utility Department the following applicable fees: WATER TAPS WITH METER Tap Meter Paved Street Unpaved Street 1 inch 5/8 inch x 3/4 inch $2,405.00 $1,605.00 1 inch 3/4 inch x 3/4 inch $2,545.00 $1,645.00 1 inch 1 inch $2,575.00 $1,675.00 2 inch 1 -1/2 inch $3,070.00 $2,070.00 2 inch 2 inch $3,080.00 $2,080.00 WATER METER FEES Size of Meter 5/8 inch x 3/4 inch $305.00 3/4 inch x 3/4 inch $345.00 1 inch $375.00 1 -1/2 inch $670.00 2 inch $680.00 WATER METER RELOCATIONS Size of Meter Relocation of 10 Feet or 3/4 inch $285.00 1 inch $285.00 1 -1/2 inch $340.00 2 inch $390.00 14 WATER LINE TAPS Size of Tap Paved Street Unpaved Street 1 inch $2,100.00 $1,300.00 2 inch $2,400.00 $1,400.00 4 inch $3,600.00 $2,100.00 6 inch $3,800.00 $2,200.00 8 inch $4,800.00 $3,100.00 12 inch $5,500.00 $4,000.00 FEES FOR INSTALLATIONS NOT LISTED For the installation of a tap, loop or meter for which a fee is not specified, the requestor shall pay in advance a 50% deposit based upon the estimated cost of such installation, or similar work, plus an administrative charge of 20 %. Upon completion of the installation, the applicant shall be billed at actual cost, as determined by the Utility Department, plus a 20% administrative charge. The installation charges may be waived by the Utility Department for a request to install taps exclusively dedicated to fire sprinkler systems. 1161 FIRE HYDRANT INSTALLATION (Effective 10/01/14) APPLICATION This schedule applies to the installation, removal, or relocation of fire hydrants by the City of Denton Utility Department at the request of a person, firm, association or corporation. FIR HYDRANT INSTALLATION FEES Any person, association of persons, or corporation that requests that a fire hydrant be removed, installed, or relocated by the Utility Department shall pay in advance to the Utility Department the following applicable fees: Fire Hydrant Installation Paved Street UI —Vq� `street Installation Fee $6,200.00 $4,300.00 FEES FOR INSTALLATIONS NOT LISTED For the installation of a fire hydrant for which a fee is not specified, the requestor shall pay in advance a 50% deposit based upon the estimated cost of such installation, or similar work, plus an administrative charge of 20 %. Upon completion of the installation, the applicant shall be billed at actual cost, as determined by the Utility Department, plus a 20% administrative fee. lug WATER LABORATORY TESTING FEES (Effective 10/01/14) APPLICATION Applicable to all customers and entities requesting testing and analysis services from the City of Denton Water/Wastewater Laboratory R A TF. Fee Description Fee Per Test Colilert (P /A), (Total Coliform, E. coli) $20.00 Colilert Quantitray (MPN), (Total Coliform, E. coli) $25.00 Colilert Quantitray (MPN), (Fecal Coliform) $25.00 Heterotrophic Plate Counts (HPC) $25.00 Records Search — per hour $25.00/hour The testing and analysis fees are established to recover the cost of testing water and wastewater samples. MINIMUM BILLING $20.00 - Testing $25.00 - Records Search PAYMENT Bills are due when rendered, and become past due if not paid within fifteen (15) calendar days from date of issuance. 17 SPECIAL FACILITIES RIDER (Effective 10/01/14) All service shall be offered from available facilities. If a Customer service request for a special or unusual service not otherwise provided for by the water rate ordinance, and/or requires facilities or devices which are not normally and readily available at the location at which the Customer requests the service, then the City shall provide the service subject to the requirements of paragraph 2 of this Rider. The total cost of all facilities required to meet the Customer's special requirements, which are incurred by the City in connection with rendering the service shall be subject to a special contract entered into between the Water Utility Department and the Customer. This contract shall be signed by both parties prior to the City providing the requested service to the Customer. SPECIAL CONDITIONS RIDER (Effective 10/01/14) If a special condition or circumstance exists not otherwise provided for by the water rate ordinance, then the City shall have the authority to provide for the special condition subject to the requirements of paragraph 2 of this Rider. Any billing adjustments in connection with any special condition or circumstance shall be at the discretion of the Director of Water Utilities or his designee. M SECTION 2. All ordinances or parts of ordinances in force when the provisions of this ordinance became effective which are inconsistent or in conflict with the terms of provisions contained in the amended schedule of rates hereby enacted by this ordinance, are hereby repealed to the extent of any such conflict. SECTION 33. 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 4. The Schedule of Rates herein adopted shall be effective, charged and applied to all water consumption occurring on and after October 1, 2014; and a copy of said rates, fees, and charges shall be maintained on file in the Office of the City Secretary of Denton, Texas. PASS] -I� AN APPROVED this the �r# r��rr day of ..f � !� 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY eA APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: - 19 YOR EXHIBIT 2 ORDINANCE NO. 2014- AN ORDINANCE OF THE CITY OF DENTON, NUNC PRO TUNC, CORRECTING AN INADVERTENT MISTAKE IN ORDINANCE NO. 2014 -287 RELATED TO WATER SERVICE RATES AND WATER RATES; SPECIFICALLY BY CHANGING THE WATER TAPS WITH METER FEES FOR A ONE INCH TAP WITH THREE - QUARTER INCH BY THREE - QUARTER INCH METER FOR PAVED STREETS FROM $2,545.00 TO $2,445.00 AND CHANGING THE ONE INCH TAP WITH ONE INCH METER FOR PAVED STREETS FROM $2,575.00 TO $2,475.00; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on September 16, 2014, the City Council adopted Ordinance No. 2014 -287 related to water service rates and water rates; and WHEREAS, the City recently discovered an inadvertent error in the Water Taps with Meter fees for a one inch tap with three - quarter inch by three - quarter inch meter for paved streets, which was listed in Ordinance 2014 -287 as $2,545.00 and which should be listed as $2,445.00, and the one inch tap with one inch meter, which was listed in Ordinance 2014 -287 as $2,575.00, and which should be listed as $2,475.00 in accordance with the adopted rate increases; and WHEREAS, in the interest of carrying out the original intent of Ordinance No. 2014 -287, the City wishes to correct the inadvertent clerical error via this ordinance, nunc pro tunc, by approving the appropriate fees of $2,445.00 for Water Taps with Meter fees for a one inch tap with three - quarter inch by three - quarter inch meter for paved streets and $2,475.00 for a one inch tap with one inch meter for paved streets, to commence immediately and to expire on the same data as Ordinance 2014 -287; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference and found to be true. SECTION 2. All other provisions of Ordinance No. 2014 -287 not specifically amended herein shall continue in force and effect. SECTION 3. This ordinance shall take effect immediately upon its passage and approval and shall be maintained on file in the Office of the City Secretary of Denton, Texas. PASSED AND APPROVED this the day of 2014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 14 -0628, Version: 1 Agenda Information Sheet DEPARTMENT: Water Utilities ACM: Howard Martin, 349 -8232 DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance approving a water line oversize participation agreement between the City of Denton and Robson Denton Development L.P., for an amount not to exceed $89,995.32. BACKGROUND Robson Denton Development L.P. is developing the Robson Ranch project located at the southwest side of the city, west of Interstate - 35W, north of Robson Ranch Road. The city has a development agreement with Robson that required them to extend an offsite waterline to connect their development to a new elevated storage tank to be built by the City of Denton north of the Robson Ranch project on a site provided to the City of Denton off of Lively Road. The Robson Ranch pipeline was required to be a 24 inch waterline. The city wanted to oversize the section of the 24 inch line to a 30 inch waterline for that portion of the pipeline that runs north of the Robson Ranch project at Lively Road to the elevated storage tank site to provide extra capacity to support future development on the west side of Interstate - 35W and to the east side of the elevated storage tank site. The Robson Ranch development, the Southwest Booster Pump Station, the offsite water supply line and the proposed line extension, new elevated storage tank site and the oversize waterline portion of the project are shown on Exhibit 1. The cost differential for this water line over sizing ($89,995.32) was determined by bids received by Robson and was submitted to the city by Robson's engineer (Todd Fitzgerald). The cost breakdown for the city's oversize participation is detailed in the attached Exhibit 2. Staff has reviewed these costs and compared them with costs for similar work on other projects in the area and is satisfied with these costs. These costs have also been reviewed by the developer and their engineer and they have agreed to this cost breakdown and total dollar amount. OPTIONS 1. Participate in the oversize agreement 2. Do not participate in the oversize agreement RECOMMENDATION Staff recommends participation in over sizing the specified section of the 24 -inch water line to a 30 -inch line. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Public Utilities Board - October 13, 2014 City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0628, Version: 1 FISCAL INFORMATION Oversize participation cost difference - $89,995.32. Funding sources: FY 2015 CIP - Oversize Waterlines - $200,000.00 (utility bonds) BID INFORMATION See Exhibit 2 EXHIBITS 1. Site Map 2. Detailed Cost Breakdown of City's Oversize Costs 3. Oversize Participation Agreement 4. FY 2015 -2019 CIP Improvements Project Sheet for Oversize Waterlines 5. Ordinance Respectfully submitted: Jim Coulter General Manager, Water Utilities Prepared by: Tim Fisher, P.E. Division Manager, Water Utilities City of Denton Page 2 of 2 Printed on 10/16/2014 EXHIBIT 2 WRIGHT CONSTRUCTION COMPANY PROPOSAL TO: TOM WALTER JOB: EJR BLVD 24" AND 30" WATER TRANSMISSION LINE DATE: August 15, 2014 CITY: DENTON, TX ITEM TOTAL NO DESCRIPTION UNIT QTY AMOUNT ROBSON RANCH- 24 AND 30 WATER TRANSMISSION LINE Page 1 of 2 www.wrightconst.com STORM DRAINAGE 1 REMOVE & SALVAGE EXISTING STORM DRAIN LF 215 $29.00 $6,235.00 2 RELOCATE EXISTING 15" STORM DRAIN LF 90 $30.00 $2,700.00 3 12" HDPE OR CMP STORM DRAIN LF 109 $36.00 $3,924.00 4 18" HDPE OR CMP STORM DRAIN LF 280 $45.00 $12,600.00 5 RIP -RAP AT ALL STORM DRAIN INLETS AND OUTLETS 5'X5' EACH EA 12 $1,293.00 $15,516.00 6 ROCK SEDIMENT BARRIER EA 4 $1,313.00 $5,252.00 SUBTOTAL STORM DRAINAGE $46,227.00 WATER 1 MOBILIZATION LS 1 $11,500.00 $11,500.00 2 CONNECT TO EXISTING 20" WATER WITH FABRICATED REDUCER LS 1 $23,929.00 $23,929.00 3 24" DIP (CLASS 350 PER SHEET 2 NOTE 9) LF 7989 $121.00 $966,669.00 4 24" DIP (SPECIAL PRESSURE CLASS 52 (PER SHEET 2 NOTE 9)) LF 0 $124.00 $0.00 5 30" DIP (CLASS 350 PER SHEET 2 NOTE 9) LF 710 $189.00 $134,190.00 6 30" DIP (SPECIAL PRESSURE CLASS 52 (PER SHEET 2 NOTE 9)) LF 0 $186.00 $0.00 7 24" DOUBLE LAYERED PIPE WRAP (8MIL AND 4MIL POLYETHYLENE) LF 7989 $9.00 $71,901.00 8 30" DOUBLE LAYERED PIPE WRAP (8MIL AND 4MIL POLYETHYLENE) LF 710 $11.00 $7,810.00 9 30" GATE VALVE EA 1 $39,825.00 $39,825.00 10 24" GATE VALVE EA 10 $17,371.00 $173,710.00 11 20" GATE VALVE EA 1 $12,649.00 $12,649.00 12 16" GATE VALVE EA 2 $6,103.00 $12,206.00 13 12" GATE VALVE EA 3 $2,328.00 $6,984.00 14 8" GATE VALVE EA 2 $1,478.00 $2,956.00 15 24" FITTINGS COMPLETE WITH THRUST BLOCKS EA 15 $2,560.00 $38,400.00 16 30" FITTINGS COMPLETE WITH THRUST BLOCKS EA 7 $4,674.00 $32,718.00 17 FIRE HYDRANTS W/ 6" GATE VALVE EA 4 $10,761.00 $43,044.00 18 VERTICAL DIP SECTIONS EA 1 $4,193.00 $4,193.00 19 4" AIR RELEASE VALVE EA 2 $16,046.00 $32,092.00 20 PRESSURE TESTING AND DISINFECTION LF 8699 $1.00 $8,699.00 21 JACK AND BORE (CONTINGENCY) LF 100 $753.00 $75,300.00 SUBTOTAL WATER $1,698,775.00 TOTAL BID CL -350 DIP $1,745,002.00 TOTAL BID CL -52 DIP $1,766,839.00 ADDITIONAL PRICING IF NEEDED PP & 2 -YR 100% MAINT. BONDS (PUBLIC ONLY) LS 1 $21,318.00 HAUL EXCESS SPOILS OFF SITE Tk CY 7328 $68,883.20 Received Addendum: NONE EXCLUSIONS: SEE ATTACHED SHEET Civil Engineer: TTG Engineer's Date: 7/23/2014 ROBSON RANCH- 24 AND 30 WATER TRANSMISSION LINE Page 1 of 2 www.wrightconst.com WRIGHT CONSTRUCTION CO., INC. BID QUALIFICATIONS JOB: EJR BLVD 24" AND 30" WATER TRANSMISSION LINE INCLUDED SalesTax ------------------------------------------------------------------------------------------------------------------------------------- - - - - -- NO Permits (Plumbing, Fire, Street Cut) --------------------------------------------------------------------------------------------------- - - - - -- NO InspectionFees ----------------------------------------------------------------------------------------------------------------------------- - - - - -- NO WaterMeters -------------------------------------------------------------------------------------------------------------------------------- - - - - -- NO Tap or Impact Fees, Water Meter Deposit, All Other City Fees---------------------------------------------------------------- - - - - -- NO Pubilc Bonds (Public Portion Only - includes Dual Obligee option) ---------------------------------------------------------- - - - - -- ADD Private Bonds (Private Portion Only) -------------------------------------------------------------------------------------------------- - - - - -- ADD RailroadProtective Insurance ---------------------------------------------------------------------------------------------------------- - - - - -- NO Storm Water Pollution Prevention Plan (Preparation, Initial Installation) ---------------------------------------------------- - - - - -- NO ErosionControl ----------------------------------------------------------------------------------------------------------------------------- - - - - -- NO ConstructionStaking ---------------------------------------------------------------------------------------------------------------------- - - - - -- YES ConstructionMaterial Testing ----------------------------------------------------------------------------------------------------------- - - - - -- NO Removal of Septic Systems, Handling of Hazardous Waste, Haul Off Unsuitable Material --------------------------- - - - - -- NO Leave Excess Spoil Beside Ditch for Others to move /process ---------------------------------------------------------------- - - - - -- YES Stockpile Excess Excavation On Site (includes on -site trucking) -------------------------------------------------------------- - - - - -- POR HaulOff of Excess Excavation --------------------------------------------------------------------------------------------------------- - - - - -- ADD Special Backfi I I, Select Backfi I I, Import Backfi I I----------------------------------------------------------------------------------- - - - - -- NO Pavement Removal and Replacement ----------------------------------------------------------------------------------------------- - - - - -- NO Existing Utility Relocation, Removal or Replacement -------------------------------------------------------- - - - - -- AS SHOWN IN PROPOSAL Temporaryor Permanent Fence ------------------------------------------------------------------------------------------------------- - - - - -- NO Barricades and Traffic Control Plan For Our Work -------------------------------------------------------------------------------- - - - - -- NO Landscape Protect, Rem, Repl or Repair (Topsoil, Seed, Sod, Irrigation, Tree, Shrub) --------------------------------- - - - - -- NO OffsiteClearing ----------------------------------------------------------------------------------------------------------------------------- - - - - -- NO Television Inspection, Air Test and Mandrel Test of Sewer Lines ------------------------------------------------------------ - - - - -- YES Gradeto Drain ------------------------------------------------------------------------------------------------------------------------------ - - - - -- NO Curb Inlet Throats, Concrete Flumes ------------------------------------------------------------------------------------------------- - - - - -- NO Television Inspection of Storm Drain ------------------------------------------------------------------------------------------------- - - - - -- NO Removal of existing wind mill and tanks --------------------------------------------------------------------------------------------- - - - - -- NO TEXAS FIRE COMMISSION REGISTRATION NO: SCR - 0425 - U This Proposal is based on one mobilization and one return for final cleanup and adjustments. Additional mobilizations will be billed at actual cost, unit cost can be provided at your request. THIS PROPOSAL IS VALID FOR 60 CALENDAR DAYS This Proposal is not a commitment to meet a schedule start date or completion date for this work. Thank You, Ashley Wright ROBSON RANCH- 24 AND 30 WATER TRANSMISSION LINE Page 2 of 2 www.wrightconst.com 30" Pipe Upcharge Item Quant 24" 30" DIP Class 350 710 $121.00 $85,910.00 $189.00 $134,190.00 Pipe Wrap 710 $9.00 $6,390.00 $11.00 $7,810.00 Gate Valve 1 $17,370.00 $17,370.00 $39,825.00 $39,825.00 Fittings 1 7 $2,560.00 $17,920.00 $4,674.00 $32,718.00 124" Subtotal 1 $127,591.00 130" Subtotal 1 $214,543.00 Incremental Cost to upsize to 30" $86,952.00 City PW Inspection Fee 3.5% $3,043.32 $89,995.32 EXHIBIT 3 THE STATE OF TEXAS § COUNTY OF DENTON § WATER MAIN COST PARTICIPATION AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND ROBSON DENTON DEVELOPMENT, L.P. WHEREAS, ROBSON DENTON DEVELOPMENT, L.P., hereinafter referred to as "Developer ", whose business address is Texas wishes to develop and improve certain real property named and in conjunction with the "Robson Ranch Development" (as shown in Exhibit I, attached hereto and incorporated herein by reference), located in the City of Denton, Texas or its extraterritorial jurisdiction; and is required to provide such real property with adequate collection capacity by designing, constructing and installing a water line of an inside diameter of thirty inches (30 "), hereinafter referred to as the "Required Facilities;" and WHEREAS, the City of Denton, Texas, a Municipal Corporation with its offices located at 215 East McKinney Street, Denton, Texas 76201, hereafter referred to as the "City, in accordance with its ordinances, wishes to participate in the cost of the construction and installation of said water main to provide for an "oversized" water main to expand its utility system and insure adequate utility service to its other customers; NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein the Developer and the City do hereby AGREE as follows: 1. Developer shall design, install, and construct, approximately 710 linear feet of thirty inch (30 ") water distribution line, and all necessary appurtenances thereto, hereafter referred to as the "Oversized Facilities" as shown on Exhibit I, attached hereto and incorporated herein by reference. 2. As required by Subchapters 35.21.9, 35.21.9.1. and 35.21.9.2. of the Denton Development Code, Developer will enter into a Development Contract with the City prior to the beginning of construction of the Oversized Facilities. This Development Contract is attached hereto as Exhibit 11 and is incorporated herewith by reference. This Agreement is subject to and governed by said Development Contract and any other applicable ordinances of the City of Denton, Texas. 3. Prior to beginning of construction of the Oversized Facilities, Developer shall obtain, at Developer's sole cost and expense, all necessary permits, licenses and easements. The easements, deeds, and plats therefor obtained by Developer shall be reviewed and approved as to form and substance by City prior to the beginning of construction. If Developer is unable to acquire needed easements, Developer shall provide City with any requested documentation of efforts to obtain such easements, including evidence of negotiations and reasonable offers made to the affected property owners. Any easements for the Oversized Facilities obtained by the Developer shall be assigned to City, if not taken in City's name, prior to acceptance of the Oversized Facilities, and Developer warrants clear title to such easements and will defend City against any adverse claim made against such title. 4. The City's share in the cost of the Oversized Facilities is based upon the difference in the cost of installing Required Facilities, as determined by City, and the cost of the Oversized Facilities, as determined by City, shall be in an amount not to exceed Eighty- Nine Thousand Nine Hundred and Ninety Five and 32/100 Dollars ($89,995.32), the maximum participation cost allowed herein. 5. The Director of Water Utilities or his designee shall determine the appropriate level of cost participation by the City based upon the incremental cost between the Developer Required Facilities and the City's requested oversized facilities. This cost determination shall be based upon recent bids for similar facilities and/or cost estimates prepared by the City's engineering staff. If the City cannot justify the costs involved in any such contract where City funds or pro -rata repayment is involved, the City shall have the option and right to submit the proposal for sealed bids, and the Developer shall pay his proportionate share of the acceptable low bid. Final approval of all oversize participation agreements between the City and the Developer shall come from the City Council after recommendation from the Public Utilities Board unless the participation amount is less than the expenditure level authorized by the City Manager. 6. The City shall not, in any case, be liable for any additional cost because of delays in beginning, continuing, or completing construction; changes in the price or cost of materials, supplies, or labor; unforeseen or unanticipated cost because of topography, soil, subsurface, or other site conditions; differences in the calculated and actual per linear feet of pipe or materials needed for the Oversized Facilities; Developers decision as to the contractors or subcontractors used to perform the work; or any other reason or cause, specified or unspecified, relating to the construction of the Oversized Facilities. 7. Final payment to the Developer for oversize participation by the City shall occur within sixty (60) days of the City's final acceptance of the installed Oversized Facilities. 8. To determine the actual cost of the Oversized Facilities, City shall have the right to inspect any and all records of Developer, its agents, employees, contractors or subcontractors, and shall have the right to require Developer to submit any necessary information, documents, invoices, receipts or other records to verify the actual cost of the Oversized Facilities. 9. All notices, payments or communications to be given or made pursuant to this Agreement by the parties hereto, shall be sent to Developer at the business address given above and to the Assistant City Manager for Utilities for City at the address given above. 10. Developer shall indemnify and hold City harmless from any and all claims, damages, loss or liability of any kind whatsoever, by reason of injury to property or person occasioned by any act or omission, neglect or wrongdoing of Developer, its officers, agents, employees, invitees, contractors or other persons with regard to the performance of this Agreement; and Developer shall, at its own cost and expense, defend and protect City against any and all such claims and demands. 11. If Developer does not begin construction of the Oversized Facilities within twelve (12) months of the date of execution of this Agreement, this Agreement shall terminate. 2 12. This instrument embodies the entire agreement of the parties hereto and there are no promises, terms, conditions or obligations other than those contained or incorporated herein. This Agreement shall supersede all previous communications, representations or agreements, whether verbal or written, between the parties hereto with respect to the subject matter of this Agreement. 13. This Agreement shall not be assigned by Developer without the express written consent of the City. 14. Any and all suits for any breach of this Agreement or any other suit pertaining to or arising out of this Agreement, shall be brought in a court of competent jurisdiction in Denton County, Texas. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. EXECUTED in duplicate original counterparts by the undersigned duly- authorized officials and officers of the City and the Developer, on this the day of , 2014. CITY OF DENTON, TEXAS A Texas Municipal Corporation ATTEST: JENNIFER WALTERS, CITY SECRETARY RIB APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY LIN ATTEST: LIN George C. Campbell, City Manager "DEVELOPER" ROBSON DENTON DEVELOPMENT, L.P. 3 EXHIBIT 4 City of Denton 2015-2019 CIP Improvements Projects `'"Project Title: Oversize Waterlines Description: Money allocated to pay the difference in construction cost of increasing a waterline size from the minimum 2015140100-CONSTRUCTION required design size indicated in the subdivision regulations to a larger diameter line size needed in the future 360-Sub Contract Bonds for increased growth. Business Unit: 630200-Water-Distribution Project Type: Growth Project Scope. Every Year Project Category Code. 029-OVERSIZE LINES r-.Y. Cost Code Cost Type Funding Source Comment Amount 2015140100-CONSTRUCTION 11 360-Sub Contract Bonds $200,000 2015 Total: $200,000 2016140100-CONSTRUCTION 11360-Sub Contract JUtility Bonds $200,000 2016 Total: $200,000 ,2017 40100-CONSTRUCTION 11360-Sub Contract Utility Bonds $200,000 2017 Total: $200,000 20181401 00-CONSTRUCTION 11360-Sub Contract Utility Bonds $200,000 2018 Total: $200,00❑ 2019 40100 - CONSTRUCTION 1360 -Sub Contract I Utility Bonds $200,000 2019 Total: $200,000 Project Total: $1,000,007 *4NW ;omments: Subdivision regulations specify the minimum required waterline for new development based on projected usage for newly platted area. During Development Review, the City will agree to pay for additional costs to increase the line size for additional growth. *ftw Wednesday, March 12, 2094 Page 28 of 49 PASSED AND APPROVED this the day of 2014, ATTEST: JENNIFER WALTERS, CITY SECRETARY m APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0629, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 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 two (2) backhoes and one (1) dozer for the City of Denton Drainage, Water Distribution, and Street Departments; and providing an effective date (File 5662 awarded to Holt CAT in the amount of $326,336.04). The Public Utilities Board recommends approval (5 -0). FILE INFORMATION This item is for the purchase of two (2) Caterpillar Model 430F backhoes and one (1) Caterpillar Model D5k dozer which are equipment replacements approved in the Fiscal Year 2014 -2015 Budget. The three (3) pieces of equipment will be purchased through the Buy Board Cooperative Purchasing Network Contract Number 424 -13 and are replacements for equipment that has met the replacement criteria based on age, maintenance cost, and hours. The equipment that is being replaced will be auctioned once the new equipment arrives. Comparison pricing was obtained from various cooperative purchasing vendors. This equipment is not available from local vendors. Although Holt CAT was not the low bidder on the dozer, their quoted machine comes standard with a larger blade and power pitch hydraulic functions which provide greater operating efficiencies. It also provides enhanced operator safety by allowing the operator to change the pitch of the blade without exiting the cab. Therefore, staff determined this to be the best value for the City. The backhoes require a breakout force of 15,000 pounds, and Holt CAT provided the lowest price that met this requirement (Exhibit 3). Caterpillar backhoe loaders convert more engine horsepower to hydraulic digging force (breakout force). A higher breakout force typically equates to higher levels of machine efficiency and operator performance. The backhoe selected for the Street Department offers a hydraulic thumb feature, which enables Street crews to use the equipment to pick up boulders and other bulky items using a claw -like motion. The hydraulic thumb attachment will add approximately $3,222 to the standard cost for the backhoes. PRIOR ACTIONNIEW (COUNCIL, BOARDS, COMMISSIONS) On October 13, 2014, the Public Utilities Board (PUB) recommended approval to forward this item to the City Council for consideration. Only one (1) backhoe and one (1) dozer for Water Distribution and Drainage Departments were approved by PUB. The backhoe to be purchased for the Street Department does not require City of Denton Page 1 of 3 Printed on 10/16/2014 File #: ID 14 -0629, Version: 1 PUB approval. RECOMMENDATION Award the purchase of two (2) backhoes and one (1) dozer for the City of Denton Drainage, Water Distribution, and Street Departments inn the amount of $326,336.04. PRINCIPAL PLACE OF BUSINESS Holt CAT Fort Worth, TX ESTIMATED SCHEDULE OF PROJECT The purchase and delivery the backhoes and dozer will occur within 180 days of purchase order issuance. FISCAL INFORMATION This equipment will be funded from the following operating accounts: Requisition# Department 121255 Water Distribution 121335 Street 121256 Drainage EXHIBITS Account Amount 635066635.1355.30100 $95,400.04 810200444.1355.30100 $98,622.00 655017645.1355.30100 $132,314.00 Total $326,336.04 Exhibit 1: Comparison/Quotes for Water Distribution Backhoe Exhibit 2: Comparison/Quotes for Street Department Backhoe Exhibit 3: Comparison/Quotes for Drainage Department Dozer Exhibit 4: Public Utilities Board Draft Minutes Exhibit 5: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Terry Kader at 349 -8729. City of Denton Page 2 of 3 Printed on 10/16/2014 File M ID 14 -0629, Version: 1 City of Denton Page 3 of 3 Printed on 10/16/2014 h rvvm d by I cx:ls i''I W O U m z O ZD m L.L. V) H w Q 0 ~ Z H Q W 0- O U w O ZD a �a11 y�l O N v LM u 0 0 o 0 O t.D CD o ai 'O kD 0 � N O Sri : tri C 0 . i 4-5 W 0 LO o X E X U o 0 2 E '_' � 00 o a) n ,. , i U C0 C (U J 5 @) 6 W C O, -O 1� — a) d W Z ro O o E J 0!' m i ra Q) V E M ra Q ~ = � p O � L U CO o E O +-? lq- U r\ L WO O aJ Q 0 U 6 ] r0 CL I� 0 ((7 zw O O 5 la >ooDU .� u, fn Lf) O O p M o i a) a-J _ Efi O u T cc " CD 1: U Y L Y � o o a) a) fo E > 6 d �" N �+ L U Y a� Z) a) - O O_ a) �0 w i @� Y O Q L 0 a) C a) w O U) O 00 L ,- N -0 fD = _0 re) -0 rV t� W Q p 0 4p, 0 N o �+ 0 C n') ateJ , r4 4- C —4 CO q O r° ,1 w 0 — LL — 0 C:) CD u 0 i C) o p ° O N C �D r\ Ea--+ (a L Ln .� a rB _ _ E nr��U Z o C) ,� ` d-�Q rp I � o L C:) v o L 1 +� U +, 0 (n _ O a) -0 a) O Q a) 0 0 O (a En C L � U i CO C) , f6 w w L D Ln o Lu a O C 0 M m CL) a) t! m� O U,�WU LL 00 C: E o r6 Z W v n o Y p U_ J a v Z `t O aj + O a o Q 0. d W OF- ~ vo v U)z p Q MQ z�._ �._ o U-v w 0 0 U m cl� 0 v O o v p Quote 1 uote 142546 -01 September 30, 2014 CIT OF DENTON FLEET SERVICES 804 TEXAS ST DENTON, TEXAS 76209 -4330 RE: uote 142546 -01 Dear Charlie 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: STOC NUMBER: HLK023491 SERIAL NUMBER: EAR: SMU: STANDARD E UIPMENT BOOMS, STIC S AND LIN AGES - 15& #39;3 & #39; & #39; 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 &amp; filter condition - indicator - Hydraulically boosted multi -plate wet - disk brake with dual pedals &amp; interlock - Differential lock - Drive -line parking brake - High Ambient Cooling Package - Torque converter - Transmission - -four speed synchro mesh - with power shuttle &amp; neutral safety - switch - Spin -on fuel, engine oil &amp; transmission - oil filters - Outboard planetary rear axles - Open Circuit Breather - Diesel Particulate Filter H DRAULICS - 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 E UIPMENT -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 1 of 3 uote 142546 -01 MACHINE SPECIFICATIONS F.O.B TERMS: Fort Worth - Machine Division Page 2 of 3 Accepted on Signature uote 142546 -01 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 Bryan. Nichols @holtcat.com 817.308.6612 Page 3 of 3 Quote 2 Investment Proposal for: ` Kyle Braswell CITY OF DENTON 5301 Mark IV Parkway ACCOUNTS PAYABLE �- RDOe 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 $173,685.00 Kev Features 02UOT 410K BACKHOE LOADER $122,366.00 1095 4.5L ENGINE -EPA IT4 $7,285.00 1700 JD LINK NA ULT 3 YEAR $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 $13,381.00 5285 PILOT CONTROLS $2,594.00 5420 MULTI -BRAND QUICK COUPLER $1,399.00 5656 24" HD BKT (7.5 CU FT) $1,308.00 7035 2 FNC LDR CPLR -RIDE CONTROL $6,646.00 7660 1.5 CY LG LIP CPLR BKT $3,569.00 8475 1000LB FRONT COUNTERWEIGHT $1,337.00 8625 SINGLE BATTERY, 300MIN RESER $0.00 9131 SINGLE BATTERY DISCONNECT $153.00 9505 FULL MFWD GUARD $417.00 Serial Number TBD (0 Approximated Hours) 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 Equipment Price $173,685.00 BuyBoard Discount Contract # 424 -13 ($46,894.95) Customer Loyalty Discount ($29,000.00) Estimated Conversion Price: $97.790.05 $97,790.05 $97,790.05 $97.790.05 may need to be revised ,I I 1350 NE Loop 820 City of Denton Fleet Services Denton TX 76201 Fort Worth TX 76106 / 817 -626 -2288 Quote No. Version: Date: Quote 3 / Fax: 817 -626 -8983 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 - 12.5/80x18, 14PR Front Tires - 19.5Lx24, l OPR Rear Tires - 4 Wheel Drive - Boom Suspension - Deluxe Cab Package - Rotating Beacon - Pilot Controls - Extendible Dipper - (1.3 cy) H/O GP Loader Bucket -Max Digging Depth: 14'7" - 24" Digging Bucket - Enclosed Cab w/ Air Conditioner - All Standard Equipment HGAC Sale Price ES02002956 1 09/26/2014 $85,696.00 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. Quoted By: Matthew Chapman ROMCO Equipment Co. Sales LJJ O Q m LU LU H LO O LL Z N O Y/0�/� I.y 11 �CC G W O ui 0 1 a O N 4- u W u O 4- O O O Q lD O o � W N N lD N N ri ri o M Ln CC C Q O U o {� O -a ,_-� •�" U N C 00 C3 00 aD O 0 a n °o a CD O I- w @1 O 0 U U W Z C C O O E N w O 16 � N J`' , a- O C n/ LL LLI Z3 oYU * U C) > fU a) +, ^i Q O � °a O >mr LL N Ln N Ln N Lq "a �C Ln Ln IT 0 V) C Lll L �f'1 Lf� O ',, LO l a v rn CD rn ° o U LL O M a p C U O Y E +c Y � f O+' O� N a o �wU= n > Y _ � O Ln O / L m nj ro CO W i Q i O N 0 n f� C M Q N Q >" m V' cq Ln M n -1 u U- - 0 0o p o O a� N N 0 E tD N kl N a) c S U 00 C co � � d (O 00 Lu ~ U � Vii- V u O p Z o ro I C G o — � 70 L 0 ._ O O S 0 a-J 0 fu fu •� G m = U') iD o L fu 4- L � W Q Ln 0 rn O (1) � Ln 7 V (O kD Q fa 0 .^1 o U r-1 C) U U- C � E � o N b 'Q N v- Q ,E L o v � C v w O � C) Q sU a a0 Co �D O Z v— o o v Quote 1 uote 142551 -01 October 1, 2014 CIT OF DENTON FLEET SERVICES 804 TEXAS ST DENTON, TEXAS 76209 -4330 RE: uote 142551 -01 Dear Charlie Rosedahl, 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: STOC NUMBER: HLK023492 SERIAL NUMBER: EAR: SMU: STANDARD E UIPMENT BOOMS, STIC S AND LIN AGES - 15& #39;3 & #39; & #39; 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 &amp; filter condition - indicator - Hydraulically boosted multi -plate wet - disk brake with dual pedals &amp; interlock - Differential lock - Drive -line parking brake - High Ambient Cooling Package - Torque converter - Transmission - -four speed synchro mesh - with power shuttle &amp; neutral safety - switch - Spin -on fuel, engine oil &amp; transmission - oil filters - Outboard planetary rear axles - Open Circuit Breather - Diesel Particulate Filter H DRAULICS - 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 E U IPM ENT -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 1 of 3 uote 142551 -01 MACHINE SPECIFICATIONS WARRANT Standard Warranty: F.O.13 TERMS: Fort Worth - Machine Division 12 Months / Unlimited Hour Total Machine Page 2 of 3 Accepted on Signature uote 142551 -01 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 Bryan. Nichols @holtcat.com 817.308.6612 Page 3 of 3 Quote 2 Investment Proposal for: ` Kyle Braswell CITY OF DENTON 5301 Mark IV Parkway ACCOUNTS PAYABLE �- RDOe 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 $174,664.00 Kev Features 02UOT 410K BACKHOE LOADER $122,366.00 1095 4.5L ENGINE -EPA IT4 $7,285.00 1700 JD LINK NA ULT 3 YEAR $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 5095 EXT 7FNC W /PROP +SEL FLOW $14,599.00 5285 PILOT CONTROLS $2,594.00 5420 MULTI -BRAND QUICK COUPLER $1,399.00 5656 24" HD BKT (7.5 CU FT) $1,308.00 7025 2 FNC LOADER $0.00 7655 1.5 CY LG LIP BKT $3,569.00 8475 1000LB FRONT COUNTERWEIGHT $1,337.00 8625 SINGLE BATTERY, 300MIN RESER $0.00 9025 HYD THUMB ASSEMBLY $6,407.00 9131 SINGLE BATTERY DISCONNECT $153.00 9505 FULL MFWD GUARD $417.00 Serial Number TBD (0 Approximated Hours) Attachments NEW 2014 TAG MANUFACTURING 310SJ24V Rock 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 $174,664.00 No Serial # Estimated Conversion Price: $1,549.80 ($47,159.28) ($29,500.00) $99.554.52 $99,554.52 $99,554.52 $99.554.52 may need to be revised rI I 1350 NE Loop 820 City of Denton Fleet Services Denton TX 76201 Fort Worth TX 76106 / 817 -626 -2288 Quote No. Version: Date: Quote 3 / Fax: 817 -626 -8983 ROMCO Equipment Co. is pleased to present the following equipment for your consideration., VOLVO BL70BT4 BACKHOE LOADER WITH HYDRAULIC THUMB - Volvo D3.8H Diesel Engine @ 105 Hp - Tier 4i Compliant - 100% Differential Lock - 12.5/80x18, 14PR Front Tires - 19.5Lx24, l OPR Rear Tires - 4 Wheel Drive - Boom Suspension - Deluxe Cab Package - Rotating Beacon - Pilot Controls - Extendible Dipper - Hydraulic Thumb - Auxiliary Hydraulic Circuit - (1.3 cy) H/O GP Loader Bucket -Max Digging Depth: 14'7" - 24" Digging Bucket - Enclosed Cab w/ Air Conditioner - All Standard Equipment HGAC Sale Price ES02002956 2 09/26/2014 $93,276.00 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. Quoted By: Matthew Chapman ROMCO Equipment Co. Sales # . 11'' -7 W N 0 O LL z 0 a O W O Z) a 1f jf `j %% It 0 N u .m, .. C) o o O M � n E Al r O U Y fa N E q c m CL v a. •� E > � a (U 0 i w ru @J O C) p °C OM rn J , Z C M r0 W O p Y M ,Mi N � Y Z O ,� ,. Z LL °.° 7 — O 0 o 0 O � , LL n ° %D N j 110 O kO w L , I a) ifi —4 kR � O U H 4d5r O O ra N Y a c a a HMO N (U 'j p i L O cr i �O N O M O LLI i @J r�o� o o co = M Ln 2 op p U LO 111 Y N � � a co � U 0 O O !?� =WIO UUU� u°- °�° C) C� o C C co C �- M ,�,: N U .--1 t\ � N fV M ro > E 4 O "O CU 00 N fa Z r� fu i N 4y � co O a) O N 4+ V 0 a� J QN .Q a--r O O \ 0 = d Q Ln ro kO O fa O _ O L m — fa N a n O ULL Ure) LL v v v ro L w 41 L 4% of °Q C L Z w f- — o U V) w U) f Z v rroo a °1 a p Q m � D ICY o M Z aU >O Quote 1 Quote 140811 -01 August 27, 2014 CITY OF DENTON 215 E MCKINNEY ST DENTON, TEXAS 76201 -4229 Dear Clark Resendahl, 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: D5K CAB Track Type Tractors with all standard equipment in addition to the additional specifications listed below: STANDARD EQUIPMENT POWERTRAIN - Caterpillar C4.4 ACERT diesel engine -turbocharged, EPA Tier 4 Interim and - EU Stage 1116 Certified Engine with - Aftertreatment - Aftercooler, Air to Air (ATAAC) - Aluminum bar plate cooling system - (radiator, powertrain) - Air cleaner with precleaner, automatic - dust ejection and under -hood intake - Dual path, closed -loop, hydrostatic - transmission - Electric Fuel priming pump - Fuel /water separator - Traction Control UNDERCARRIAGE - Salt undercarriage (40 - section) - 7 roller track frame - Track rollers, lifetime lubricated - Carrier rollers - Track adjusters, hydraulic - Guards, Front /Rear guiding HYDRAULICS - 3 valve - Load sensing hydraulics - Single lever, three function control - Hydraulic pump and oil - Stable Blade control ELECTRICAL - Alternator,120 Amp,heavy duty brushless - Alarm, backup - Horn, electric - Batteries,heavy duty ,maintenance free, - 900 CCA. - Diagnostic connector - Starter electric 12V - OPERATOR ENVIRONMENT - ROPS /FOPS Canopy - Seat,air suspended, cloth or vinyl - Seatbelt, retractable 3 & #39; & #39; (76mm ) - Foot pads, dash - Electronic Monitoring System - with gauge for: - engine coolant temperature, - hydraulic oil temperature and - fuel level. - Travel speed limiter, electronic - Engine RPM and gear display - Hour meter, electronic - Engine air cleaner service indicator, - electronic - Water -in -fuel indicator, electronic - Throttle switch, rotary - Eco mode - Controls, seat mounted, fore /aft - adjustment - Armrests, adjustable - Mirror, rearview, inside - Single pedal combining deceleration and - braking functions - Independent forward /reverse speed - settings - Powerport, 12 volt - Coat hook - Storage compartment - Cup holder - Floor mat, rubber, heavy duty FLUIDS - Antifreeze, Extended life coolant ( -37C) - OTHER STANDARD EQUIPMENT - C - Frame, variable pitch link, - hydraulic cylinders and lines - Engine enclosures - Front pull device - Rigid drawbar - Ecology drains ( engine, powertrain and - implement oil, and engine coolant) - Scheduled oil sampling ports (engine, - powertrain implement oil) - Vandalism protection - Heavy duty crankcase guard - MACHINE SPECIFICATIONS Page 1 of 3 Quote 140811 -01 F.O.B/TERMS: Fort Worth - Machine Division Page 2 of 3 Accepted by on Signature Quote 140811 -01 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 Bryan. Nichols @holtcat.com 817.308.6612 Page 3 of 3 Z11 September 16, 2014 City of Denton 215 E McKinney St. Denton, Texas 76201 Charlie, Thank you for this opportunity to quote the Case Dozer. This machine has PROCARE which is: 3-year63000-hr full machine factory warranty 3-year/3000-hr planned maintenance 3-year Advanced SiteWatch subscription 2019 Airport Freeway Euless, TX 76040 LUBBOCK AUSTIN DALLAS /FORT WORTH SAN ANTONIO Quote 3 From: Rosendahl, Charles To: "kbraswell(&rdoeauipment.com "; "rick(cbascoea.com" Subject: City of Denton Dozer Quote Date: Friday, September 12, 2014 4:03:13 PM Attachments: Dozer Spec.pdf Good Afternoon, Please quote a dozer comparable to the attached specs. This should include 3yr full machine warranty in the pricing. Contact me if you have any questions. Please have quotes in by end of business Thursday Sep 18th Thank you, Charlie Rosendahl Fuel Specialist City of Denton -Fleet Services (940) 349 -8422 www.cit)lofdenton.com EXHIBIT 4 DRAFT MINUTES PUBLIC UTILITIES BOARD October 13, 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, October 13, 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, Vice Chair Billy Cheek, Secretary Randy Robinson, Barbara Russell and Charles Jackson Ex Officio Members: Howard Martin, ACM Utilities Absent: Phil Gallivan, Lilia Bynum and George Campbell City Manager OPEN MEETING: CONSENT AGENDA: 3. 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 backhoe and dozer for the City of Denton Drainage and Water Distribution Departments; and providing an effective date (File 5662- backhoe and dozer awarded to Holt CAT in the amount of $227,714.04). Motion was made to approve item 3 by Board Member Robinson with the second by Board Member Russell. The vote was 5 -0 approved. Adjournment 10:05 a.m. EXHIBIT 5 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 TWO (2) BACKHOES AND ONE (1) DOZER FOR THE CITY OF DENTON DRAINAGE, WATER DISTRIBUTION, AND STREET DEPARTMENTS; AND PROVIDING AN EFFECTIVE DATE (FILE 5662 AWARDED TO HOLT CAT IN THE AMOUNT OF $326,336.04). 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 5662 Holt CAT $326,336.04 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. EXHIBIT 5 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 5662 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 12014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0630, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract with the Houston - Galveston Area Council of Governments (H -GAC) Cooperative Purchasing Program for the acquisition of three (3) Asphalt Rollers for the City of Denton Street Department; and providing an effective date (File 5665- awarded to Kirby -Smith Machinery, Inc. in the amount of $296,870). FILE INFORMATION This item is for the purchase of three (3) asphalt rollers for the Street Department which will be used to expand the Street Department's paving operations. The rollers are Fleet additions that were approved in the Fiscal Year 2014 -2015 Budget. One (1) Hamm model Hl lixP, one (1) Hamm model Hllix, and one (1) Hamm model HD 14TT asphalt roller will be purchased through the Houston - Galveston Area Council Contract Number SM10 -12. Comparison pricing was obtained from various cooperative purchasing vendors. The equipment quoted by Kirby -smith Machinery, Inc. represented the best value. This equipment is not available from local vendors. PRIOR ACTIONNIEW (COUNCIL, BOARDS, COMMISSIONS) The City Council approved the equipment addition as part of the Street Improvement Fund Fiscal Year 2014- 2015 Budget. RECOMMENDATION Award the purchase of three (3) Hamm asphalt rollers to Kirby Smith Machinery, Inc. in the amount of $296,870. PRINCIPAL PLACE OF BUSINESS Kirby -Smith Machinery, Inc. Fort Worth, TX ESTIMATED SCHEDULE OF PROJECT City of Denton Page 1 of 2 Printed on 10/16/2014 File M ID 14 -0630, Version: 1 The purchase and delivery of the rollers will occur within 180 days of purchase order issuance. FISCAL INFORMATION The rollers will be purchased from the following Street Department operating accounts: Requisition# 121331 121331 121331 FYHIRITC Equipment Padfoot Roller Drum Roller Tire Roller Exhibit 1: Comparison and Quotes Exhibit 2: Ordinance Account Amount 810198444.1355.30100 $121,945 810197444.1355.30100 $113,734 810199444.1355.30100 $ 61,191 Total $296,870 Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Terry Kader at 349 -8729. City of Denton Page 2 of 2 Printed on 10/16/2014 1�1 H IWI H W c� N r O0 �o rr -^ 00 a, M O1 O O V O � � oM U33�M C, 't o O o � N c7 M O O O N dV V O ,i O N �O X 0 x s H F 6 U .� ACB,Uy CONTRACT PRICING WORKSHEET Contract �� _ Date -' For Standard Equipment Purchases No,: % SM 10 -12 prepared, 10/1/2014 This Form must be prepared by Contractor and given to End User. Ent! User issues PO to Contractor, and MUST also fax a copy of PO, together with completed Pricing Worksheet, to H-GAC @ 713- 993 -4548. Please type or print legibly.. Buying City f Denton y- Machinery a ene . canu•aeror lKirb Smith Machine Contact ;Charles Rosendahl prepared ,''.Sol Gieser Person: Phone: phone: e817- 475 -6544 Fax: � Fax: 1214 -375 -7903 . M... tt Email Email. t �..t i 111)h oal _....,�,, Product 1 _m W 20 A oeEhon. iHamm Single Padfoot Drum Roller- Model H 11ixP A. Product Item Base Unit Price Per Contractor's H -GAC Contract $ 160,571 00 B. Published Options - Itemize below - Attach additional sheet if necessary - Include Option Code in description if applicable (Note: Published Options are options which were submitted and priced in Contractor's bid.) _ __........ __..,,..- - Description Cost Description Cost Stmidard machine included r Opt it)lts: i l;nckmed cab with AC and Heater , a F . I , i S M'. t, - ....- fi Subtotal From Additional SheiE): Subtotal B C. Unpublished Options - Itemize below - Attach additional sheet if necessary (Note: Unpublished options are items which were not submitted and priced in Contractor's bid.) Description Cost Description i Cost Less hydraulic option 14000 Total of Section A & B = $160,571.00 : r Less agency discount of - $24,086.00 New total A & B price = $136,485.00 __� - --. ._.-.. _W Subtotal From Additional Sheet(s): Subtotal C:; $ (14,000.00) Check: "total cost of Unpublished Options (C) cannot exceed 25% of the total of the Base UnW _ Price plus Published Options (A +B) For this transaction the percentage is: 3 °/a 1;1, Total Cost before any other atltiwlleultEe t Itrrpwt, Trade -Ins, Allowances, Discounts, Etc ( ~B ( } uantrt Ordered 1 X Subtotal of A + B + C $ 122 485 00 Subtotal D $ 122,485,00 [a. Other Charges,'I'f•ade -ins, Allowances, Discounts, Etc. ...... Description l Cost Description Cost Less TK discount -540 a a I Subtotal E� 540 Delivery Date:; ASAP F. Total Purchase Price (D +E): $ Izl,y4s oo 12 Ton Smooth Drum Quote 1 HGACBuy ° CONTRACT PRICING WORKSHEET Contract [�D ateFor Standard Equipment Purchases lvo.. SM 10 -12 pared 10/l/2014 This Form must be prepared by Contractor and given to End User. End User issues PO to Contractor, and MUST also fax a copy of PO, together with completed Pricing Worksheet, toH - -GAC @ 713 - 993 -4548. Please type or print legibly. Buying ...City of De. nton Contractor ,'Kirby -Smith Machinery A encn - -1 Contact ° Prepared " ,'Charles Rosendahl gSol Gieser t`c�nc i BvG a Phone: Phone: X817- 475 -6544 ® ....... Fax; Fax: X214- 375 -7903 & �� ..... Ema11 ill ad-CL -'r a o ��)ll .) rdY q )ftert !Qn',gqm Ernall: �sgieser@kirby-smith.com Product 20 A Description Hamm Single Smooth Drum Roller Model H llix A. Product Item Base Unit Price Per Contractor's H -GAC Contract $ 147,714.00 B. Published Options - Itemize below - Attach additional sheet if necessary - Include Option Code in description if applicable (Note: Published Options are options which were submitted and priced in Cotitraetor's bid.) Description Cost Description i Cost Standard machine i iticiuded c . Options: Enclosed cab with AC and Ileaater i r i Subtotal From Additional Shect(s � Subtotal 13: = 0 C. Unpublished Options - Itemize below - Attach additional sheet if necessary (Note: Unpublished options are items which were not submitted and priced in Cont'ractor's bid.) Description Cost Description Cost Less hydraulic option - 11,000 Total of Section A & B = $147,714.00 0 ..- _�.,,,� _-_ ,- .__...._.._�_,_..•,...__..._. _.._._ .� ,- "�-... New total A & B price f $125,557.00 0 x " Subtotal From Additional Sheet(s):� Subtotal C: (11 000.00) Check: Total cost of Unpublished Options (C) cannot exceed 25% of the total of the Ciase U�_.,. m _ $ Price plus Published Options (A +13). For this transaction the percentage is 3 °/a D. Total Cost before airy other applicable Charges, Trade -Nits, Allowances, Discounts Etc. (A+13 rt ) ttitantity Ordered. 1 X Subtotal ofA +S +C i i N l 557.tI0 Subtotal t1 $ 114,557.00 - .•.,.. E. Other Charges, Trade -Ins, Allowances, Discounts, Etc. Description Cost Description Cost __.__...µ -� . __ ....... l a ss'IX, dAscount ? -823 ? x Subtotal Ea 823 �- Delivery Date:` ASAP F. Total Purchase Price (D+ : $ it 3a.00 3,7 Pneumatic Roller Quote 1 CONTRACT PRICING WORKSHEET Contract '� Date For Standard Equipment Purchases No.; SM 10 -12 Prepared: 3 10/2/2014 W .._ _ w. ®. _......... .. _ __ ..m. _.._ _ ......._ _.... ..- __ 7'ltis Form mast lie prepared by Contractor « rod given to End User. Eirr! User issrees PO to Contractor, and MUST also fax a col y of PO, logether "lith completed Prieing I- Vorksheet, to 11- GAC(a) 713.993- 4518. Please tvve or11rint legibly. ,......,..� �.,,�.. ���_...... ����__ m .........,,..m.,...- .,...,.... :... . sCily U1CI1tOn ___:�.:.:;..�.....:W......�... �..�.�..w.... �.,.,M__�.,........� Contractor n Buying 1� "Kirby -Smith Machinery nrcncy: - Contact .Charles Rosendahl Prepared ;Sol Gieser �. v• Person: �„ �. ��,-.-. »,..- _...a...W_��.....�_.._..._ ...._... ...�.��.. , .............. ..._- .w�.��., Phone: Phone: 1817- 475 -6544 Fax: i Fax: 1214- 375 -7903 Email: 1Cha des. Rosen dahl cit ofdenton.com Email: 5s 1t'se -r- 't,t1 N'11ti"I c,ta„rri _.. �.... .... __:. . Product 20 A Description: Hamm Pneumatic Roller Model HD 14 TT ..Cade W_._._._.._.._.W� _....w_? .__.._ .._....� ..,.� •- A Product Item Base Unit Price Per Contractor's II�GAC Contract: ' 71,990 00 B. Published Options - Itemize below - Attach additional sheet if necessary - Include Option Code in description if applicable (Notc: Published Options are options which were submitted and priced in Contractor's bid.) ......�.. ...,.._.... Description Cost Description Cost �......_ _ __ . . ... _ Standard machine included t Options: 9. ....___.�._... Subtotal From Additional Shect(s) _ " Subtotal B. t) t. ". lJwlpulali^tlacd:Oltlit�ans - Itemize below �wltttt.lt additional sheet l�pzc.cc5sttt °y p coo: t.htpubli4led opt gr)ns ':Gtr, ilerns, Which WOV, joist submilled and priced in Con(ractor's bid.) Description Cost Description Cost Total of Section A & B = $71,990.00 I Less agency discount of - $10,799.00 New total A & B price = $61,191.00 Subtotal Front Additional Sheet(s): Subtotal C S r .. �. rheek: Total cost of Unpublished 25% of the total of the Base Unit" Options cannot For this transaction the percentage is 0 °/a Pncc plu Published OpUo n5 (A ) 0 tr a Disco n ' l ic. A+ l34 f'�) I' ?. "1 tidal ltt�t ltcltrrt �ttry rithcr atzplactrlwlt 4httrl cs„ 1 rtrslc Nnw„ a�llovwattc ^cam, D ou ta, t ) Quantity Ordered 1 X Subtotal of A + B + C $ 61 191 00 Subtotal D $ 61,191.00 lqm, other Churges' Trado -Ins, Allowtinces, Discounts, Ftv^ Description " Cost Description Cost Operator, maintenance, and parts manuals included 1.stensive training by TOG ; ....._..........._. _. _..........� t Subtotal E 0 �d "�d"Y�C "t�° �)�dlc : ASAP T T>JE.iI � urcha�c, l >lice (D-t -It} � 61 191 00� 12 Ton Padfoot Quote 2 ROWO fQYll•MI_NT CQ 1350 NE Loop 820 / Fort Worth TX 76106 / 817 - 626 -2288 / Fax: 817 - 626 -8983 Quote No, ES02002958 Version: 1 Date: 09/26/2014 City of Denton Fleet Services Denton TX 76201 ROMCO Equipment Co. is pleased to present the following equipment for your consideration: VOLVO SD115F PADFOOT ROLLER* - Volvo D4 Turbocharged 4- Cylinder Engine @ 147.5 HP - Tier IV Complaint - Drum Width: 84" - Hydrostatic Drive - No Spin Differentials - Vibratory Frequency: 1850/2025 Vpm - Centrifugal Force: 58,000- 46,600 Lbs - Cab with Heat and A/C - Work Lights - Rotating Beacon - 2 way Strike Off Blade - All Standard Equipment HGAC Sale Price $136,025.00 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. Quoted By: Matthew Chapman ROMCO Equipment Co. Sales EQUIPMENT FOR THE CONSTRUCTION, MINING AND AGGREGATE INDUSTRIES ROM(O 1350 NE Loop 820 City of Denton Fleet Services Denton TX 76201 12 Ton Smooth Drum Quote 2 / Fort Worth TX 76106 / 817- 626 -2288 / Fax: 817- 626 -8983 Quote No, ES02002957 Version: 1 Date: 09/26/2014 ROMCO Equipment Co. is pleased to present the following equipment for your consideration: VOLVO SDI 15D SOIL COMPACTOR* - Volvo D4 Turbocharged 4- Cylinder Engine @ 147.5 Hp - Tier IV Compliant - Drum Width: 84" - Hydrostatic Drive - No Spin Differentials - Vibratory Frequency: 1850/2025 Vpm - Centrifugal Force: 58,000- 46,600 Lbs - Cab with Heat and A/C - Work Lights - Rotating Beacon - Inside Scraper - All Standard Equipment HGAC Sale Price $112,560.00 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, Quoted By: Matthew Chapman ROMCO Equipment Co. Sales EQUIPMENT FOR THE CONSTRUCTION, MINING AND AGGREGATE INDUSTRIES [!ROM(O' lQUI�MlNT iQ 1350 NE Loop 820 / Fort Worth TX 76106 / 817 - 626 -2288 / Fax: 817 - 626 -8983 Quote No, ES02002972 Version: 1 Date: 10/02/2014 City of Denton Fleet Services Denton TX 76201 ROMCO Equipment Co. is pleased to present the following equipment for your consideration: VOLVO PT125 PNEUMATIC ROLLER* Cummins B 3.3T -85 Engine @ 85 Hp 7.5 -15, 14 Ply Tires (4 Front / 5 Rear) Water Ballast Weight: 16,712 Lbs Wet Sand Ballast Weight: 24,346 Lbs Concentrate Ballast Weight: 27,396 Lbs Rolling Width: 68" Hydrostatic Propulsion System Pressurized Water System w/ Individual Tire Cocoa Mats Open ROPS All Standard Equipment HGAC Sale Price $70,677.00 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. Quoted By: Matthew Chapman ROMCO Equipment Co. Sales EQUIPMENT FOR THE CONSTRUCTION, MINING AND AGGREGATE INDUSTRIES 12 Ton Padfoot Quote 3 Quote 142561 -01 Vp CAT 50 September 30, 2014 CITY OF DENTON FLEET SERVICES 804 TEXAS ST DENTON, TEXAS 76209 -4330 RE: Quote 142561 -01 Dear Charlie 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: CP56B CAB Paving and Compaction with all standard equipment in addition to the additional specifications listed below: STOCK NUMBER: HLK021771 SERIAL NUMBER: OLHC00523 YEAR: 2014 SMU: 0 STANDARD EQUIPMENT POWERTRAIN - CAT C4.4 four cylinder, turbo - charged - diesel engine with glow -plug heater - Dual element air cleaner - Fuel filter /water separator /electronic - priming pump and water indicator - Three -speed throttle switch including - ECOMODE - Dual propel pumps -1 for drum and - 1 for tires - Dual braking systems (service &amp; - parking, drum only) - Two -speed hydrostatic transmission - Limited slip differential - ELECTRICAL - 24 -volt starting and charging system - alternator - (2) Maintenance free batteries - - 750 CCA - Halogen working lights - canopy mounted - (2 front - facing and 2 rear - facing) - Backup alarm and forward warning horn - Product Link Ready - Beacon Ready OPERATOR ENVIRONMENT - ROPS /FOPS platform - Four heavy -duty isolation mounts - Platform handrails /guardrails - Power steering - Adjustable tilt- steering column - Adjustable, rotating suspension seat - Retractable seat belt - Adjustable, padded arm rest for - propel lever operation - On -board display with audible - warning alarm and interface for: - - hydraulic oil temperature gauge, - - engine oil pressure gauge, - - engine coolant temperature gauge - - alternator charge, - -fuel level gauge, - - service hour meter, - - engine RPM, - - ground speed, vibe speed - -fuel rate gauge - - engine load gauge - -basic compaction measurement - Lockable, vandalism guard for - on -board display - 12 -volt power point - COOLING - Premixed 50% concentration of Extended - Life Coolant with freeze protection - to -37C ( -35F) - DRUMS - Padfoot drum - 84 & #39; & #39; (2134 mm) wide x 60.4 & #39; & #39; (1534 mm) - diameter - Dual amplitude with single frequency - Dual, pod -style eccentric weight - housings - Adjustable frt and rear steel scraper - OTHER STANDARD EQUIPMENT - Locking composite engine enclosure - Sealed- for -life hitch bearings - Sight gauges: - - coolant level - - hydraulic oil level - Hydraulic tank locking cap - Articulated frame with safety lock - Transport tie -down and lift points - Fuel tank with lockable cap - Quick connect hydraulic pressure test - ports - SOS ports: - - engine - - hydraulic - - coolant - Universal bumper Page 1 of 3 Quote 142561 -01 MACHINE SPECIFICATIONS (CP56B VIBRATORY COMPACTOR LANE 3 ORDER ENGINE, TIER 4 CERTIFIED OIL.., HYDR, FACTORY FILLED CAB, ROPS /FOPS WITH AC SEAT, CLOTH, DELUXE ......... ;SEAT BELT, 2 " SENSOR, DRIVE POWER ITII ES, TRACTION, 8PR FREQUENCY, FIXED PAD, ROUND BLADE, LEVELING INSTRUCTIONS, N AMER, CAB BEACON, ROTATING LIGFfI° , UPGRADED (MIRRORS, REARVIEW, INTERNAL GUARD,, TRANSMISSION ,SCREEN, STANDARD NUT -FIEX Sell Price $168,310.65 Total $168,310.65 WARRANTY Standard Warranty: F.O.B/TERMS: Fort Worth - Machine Division 12 Months / Unlimited Hour Total Machine Page 2 of 3 Quote 142561 -01 Accepted by on Signature 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 Bryan.Nichols@hoitcat.com 817.308.6612 Page 3 of 3 12 Ton Smooth Drum Quote 3 Quote 142554 -01 w, i September 30, 2014 CITY OF DENTON FLEET SERVICES 804 TEXAS ST DENTON, TEXAS 76209 -4330 RE: Quote 142554 -01 Dear Charlie 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: CS56B CAB Paving and Compaction with all standard equipment in addition to the additional specifications listed below: STOCK NUMBER: HLK022567 SERIAL NUMBER: O1-81-100873 YEAR: 2014 SMU: 0 STANDARD EQUIPMENT POWERTRAIN - CAT C4.4 four cylinder, turbo - charged - diesel engine with glow -plug heater - Dual element air cleaner - Fuel filter /water separator /electronic - priming pump and water indicator - Three -speed throttle switch including - ECOMODE - Dual propel pumps -1 for drum and - 1 for tires - Dual braking systems (service &amp; - parking, drum only) - Two -speed hydrostatic transmission - Limited slip differential - ELECTRICAL - 24 -volt starting and charging system - alternator - (2) Maintenance free batteries - - 750 CCA - Halogen working lights - canopy mounted - (2 front - facing and 2 rear - facing) - Backup alarm and forward warning horn - Product Link Ready - Beacon Ready OPERATOR ENVIRONMENT - ROPS /FOPS platform - Four heavy -duty isolation mounts - Platform handrails /guardrails - Power steering - Adjustable tilt- steering column - Adjustable, rotating suspension seat - Retractable seat belt - Adjustable, padded arm rest for - propel lever operation - On -board display with audible - warning alarm and interface for: - - hydraulic oil temperature gauge, - - engine oil pressure gauge, - - engine coolant temperature gauge, - - alternator charge, - -fuel level gauge, - - service hour meter, - - engine RPM - - ground speed, vibe speed - -fuel rate gauge - - engine load gauge - -basic compaction measurement - Lockable, vandalism guard for - on -board display - 12 -volt power point - COOLING - Premixed 50% concentration of Extended - Life Coolant with freeze protection - to -37C ( -35F) - DRUMS - Smooth drum - 84 & #39; & 039; (2134 mm) wide x 60.4 & #39; & #39; (1534 mm) - diameter - Dual amplitude with single frequency - Dual, pod -style eccentric weight - housings - Front adjustable steel scraper - OTHER STANDARD EQUIPMENT - Locking composite engine enclosure - Sealed- for -life hitch bearings - Sight gauges: - - coolant level - - hydraulic oil level - Hydraulic tank locking cap - Articulated frame with safety lock - Transport tie -down and lift points - Fuel tank with lockable cap - Quick connect hydraulic pressure test - ports - SOS ports: - - engine - - hydraulic - - coolant - Universal bumper Page 1 of 3 Quote 142554 -01 Sell Price $143,229.78 Total $143,229.78 WARRANTY Standard Warranty, F.A.B/TERMS: Fort Worth - Machine Division 12 Months / Unlimited Hour Total Machine Page 2 of 3 Accepted on Signature Quote 142554 -01 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 Bryan.Nichols@holteat.com 817.308.8612 Page 3 of 3 Pneumatic Roller Quote 3 Quote 142271 -01 September 24, 2014 CITY OF DENTON FLEET SERVICES 804 TEXAS ST DENTON, TEXAS 76209 -4330 RE: Quote 142271 -01 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: CW14 Paving and Compaction with all standard equipment in addition to the additional specifications listed below: STOCK NUMBER: SERIAL NUMBER: YEAR: 2014 SMU: STANDARD EQUIPMENT POWERTRAIN - Cat C3.413 ACERT Engine - T4i /Stage 313 100 HP /75 kW, four- - cylinder turbo - charged - Dual element cyclonic air cleaner - Fuel filter / water separator - Ultra clean fuel filter with integrated - prime pump - Two -speed throttle switch - Dual braking systems (service &amp; parking) - Continuously variable hydrostatic - transmission with seamless shifting - Direct & #39; & #39;high & #39; & #39; drive - no chains ELECTRICAL -12 -volt electric starting - 55 - amp alternator - One CAT Maintenance Free Batteries - Roading lights - turn signals and low - beam forward facing lights - Rear backup light and stop indication - lamps - Halogen working lights - bumper mounted - (2 front - facing and 2 rear - facing) - Backup alarm and forward warning horn - Product Link Ready - OPERATOR ENVIRONMENT - Gage Package - ROPS - Fixed, non - suspension seat with - - Oversized RH arm rest - - 3 & #39; & #39; wide belt - Vandalism protection - Power assisted steering - FLUIDS - Premixed 50% concentration of Extended - Life Coolant with freeze protection - to -37C ( -35F) - OTHER STANDARD EQUIPMENT - Locking fiberglass engine enclosure - All wheel oscillation - front and rear - Front wheel vertical equalizing - suspension - Gravity water system with distribution - bars over front and rear tires and - individual retractable steel tire - scraper - Manual brake release - Nine 8:50/90 x 15 6 -ply bias tires - Transport tie -down and lift points - 104 gal (394L) water tank capacity - Quick connect hydraulic pressure - test ports - SOS ports: - - engine - - hydraulic - - coolant - Coco mats - Remote drains for all fluids Page 1 of 2 Quote 142271 -01 MACHINE SPECIFICATIONS 1CW14 PNEUMATIC COMPACTOR LANE 3 ORDER ® .. I NE, TIER 41, STAGE 36 {{GAGE BASIC STD TRACTION CONTROL, STD �OPERAT... nm . �..,. m�e _ m,,.. w OR STATION ROTATING _, . SEAT, SUSPENSION TIRES �....14PLY.. .�. .m .. ,,,, ,. ®. �w... BIAS _..__ WATER SPRAY, PRESS 9-TIRE m .. ® - ® � C OF ORIGIN P RODUCT LINK CELLULAR PL421 PACK, DOMESTIC TRUCK TOTAL LIST PRICE $113,410 �BUYBOARD MINIMUM 16 % DISCOUNT #424 -13 Sell Price $82,197.33 Total $82,197.33 Page 2 of 2 EXHIBIT 2 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A CONTRACT WITH THE HOUSTON - GALVESTON AREA COUNCIL OF GOVERNMENTS (H -GAC) COOPERATIVE PURCHASING PROGRAM FOR THE ACQUISITION OF THREE (3) ASPHALT ROLLERS FOR THE CITY OF DENTON STREET DEPARTMENT; AND PROVIDING AN EFFECTIVE DATE (FILE 5665- AWARDED TO KIRBY -SMITH MACHINERY, INC. IN THE AMOUNT OF $296,870). WHEREAS, pursuant to Ordinance 95 -107, the Houston - Galveston Area Council of Government (H -GAC) 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 Houston - Galveston Area Council of Government (H -GAC) 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 numbered items in the following numbered file for materials, equipment, supplies, or services, are hereby approved. FILE NUMBER VENDOR AMOUNT 5665 Kirby -Smith Machinery, Inc. $296,870 SECTION 2. By the acceptance and approval of the above numbered items set forth in the referenced file, the City accepts the offer of the persons submitting the bids to the H -GAC 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 H -GAC, and the purchase orders issued by the City. SECTION 3. Should the City and persons submitting approved and accepted items set forth in the attached purchase orders wish to enter into a formal written agreement as a result of the City's ratification of bids awarded by H -GAC, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with the terms, conditions, specifications and standards contained in the Proposal submitted to H -GAC, quantities and specified sums contained in the City's purchase orders, and related documents herein approved and accepted. EXHIBIT 2 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 5665 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated items, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this day of 12014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY ffig APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0631, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance authorizing the City Manager to execute a Cooperative Purchasing Program Agreement with the City of Sherman, Texas under Section 271.102 of the Local Government Code, to authorize City of Denton contracts for the purchase of various goods and services; authorizing the expenditure of funds therefor; and declaring an effective date (File 5661- Cooperative Purchasing Program Agreement with the City of Sherman). FILE INFORMATION Section 271.102 of the Texas Local Government Code, authorizes respective participating governments to enter into agreements for the purchase of goods and services. The attached Agreement is an authorization for the City of Denton to participate in contracts awarded by the City of Sherman and for the City of Sherman to participate in contracts awarded by the City of Denton. The contract will remain in effect until terminated by either party. This Agreement will allow both entities to utilize contracts for goods and services competitively bid by the other party to the contract. The bid process followed by both entities meets all statutory bidding requirements. Upon approval of the Agreement, the City of Sherman intends to utilize the City of Denton's Bid 44519 for Concrete Crushing Services (Exhibit 1). RECOMMENDATION Approve an Interlocal Cooperative Purchasing Program Agreement with the City of Sherman. PRINCIPAL PLACE OF BUSINESS City of Sherman Sherman, TX ESTIMATED SCHEDULE OF PROJECT This Agreement is effective upon approval by the City of Denton and will remain in effect until terminated by either party. City of Denton Page 1 of 2 Printed on 10/16/2014 File M ID 14 -0631, Version: 1 FISCAL INFORMATION Each future acquisition, based on this Agreement, will follow the City of Denton fiscal verification process and be charged to the appropriate budget account. F,XHIRITS Exhibit l: Bid 4519 Contract Exhibit 2: Ordinance Exhibit 3: Cooperative Purchasing Agreement with Sherman Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Elton Brock at 349 -7133. City of Denton Page 2 of 2 Printed on 10/16/2014 EXHIBIT 1 1 1 Purchasing Department 901 •B Texas St. Denton, TX 76209 (940) 349 -7100 www.dentonpurchasing.com Annual Contract For Concrete Crushing services BIDS DBE: June 22, 2010 Bid submitted by: 1 - c"" t L Com ray Name EXHIBIT I TABLE OF CONTENTS PROPOSALFORMS ........................................................................................................... 1-2 OPENING DATE, TIME, PROCEDURES, CONTACTS.. ............. - ........ ........................ 3 GENERAL CONDITIONS .................................... .............................. ....................... 3-6 EVALUATIONCRITERIA ............ ................................................................................... 5 SPECIAL TERMS AND CONDITIONS ......... ................ ............................. ............. 7-8 VENDORREFERENCES ........................................................................................................ 10 TECHNICAL SPECIFICATIONS ...................................................................................... 11-12 APPENDIXA ........................................................................................................................... 13 SAFETY RECORD QUESTIONNAIRE .............. .............. ........................... - ....... 14-16 SAMPLE CONTRACT AGREEMENT ..................................... .......................... -- 17 - 23 INSURANCE REQUIREMENTS .... ....................................................................... 24-31 CONFLICT OF INTEREST QUESTIONNAIRE ....................................................................... 32 This Table of Contents is intended as an aid to bidders and not as a comprehensive listing of the bid package, Bidders are responsible for reading the entire bid package and complying with all specifications. EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES The undersigned agrees this bid becomes the property of the City of Denton after the official opening. The undersigned affirms he has familiarized himself with the local conditions under which the work is to be performed; satisfied himself of the conditions of delivery, handling and storage of equipment and all other matters that may be incidental to the work, before submitting a bid. The undersigned agrees, if this bid is accepted, to furnish any and all items/services upon which prices are offered, at the price(s) and upon the terms and conditions contained in the Specifications. The period for acceptance of this Bid, Proposal will be sixty (60) calendar days unless a different period is noted by the bidder. The undersigned affirms that they are duly authorized to execute this contract, that this bid has not been prepared in collusion with any other Bidder, nor any employee of the City of Denton, and that the contents of this bid have not been communicated to any other bidder or to any employee of the City of Denton prior to the official opening of this bid. Vendor hereby assigns to purchaser any and all claims for overcharges associated with this contract which arise under the antitrust laws of the United States, 15 USCA Section I et sea., and which arise under the antitrust laws of- the State of Texas, Tex. Bus. & Com. Code, Section 15.01, et seq. The undersigned affirms that they have read and do understand the specifications and any attachments contained in this bid package. NAME AND ADDRESS OF COMPANY: 1�;e, C..4-, C> ao"e D a /X --?!;- 2..2.9- Tel, No. 9 -) 1; 2-13- 5_1 16 AUTHORIZED REPRESENTATIVE: Signature on File Signature, Date Y " 0(-12-1,111D Name gas t-, N,,, lk&,-a Title Md A dt 4) 6C Fax No. 91L-143__/43�3 N I Mr COMPANY IS: Business included in a Corporate Income Tax Return? �YES NO .Corporation organized & existing under the laws of the State of V-4PartnersE ip consisting of dar �K a, Individual trading as Principal offices are in the city of PAGE 2 OF BID #4519 Bidder's Initials EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES *Prices shall be bid F.O.B. Denton 'in case of calculation error, unit pricing shall prevail. Bidder is an authorized distributor, bythe manufacturer, and Is authorized to sell to the City of Denton? Signature on File YES) NO N/A Date Co m kah N am e PAGE 1 OF BID #4519 Bidder's Initials mogx ITEM ESTIMATED ANNUAL QTY. DESCRIPTION UNIT PRICE TOTAL AMOUNT 1 Initial Concrete Crushing Service for existing 30,000 ton stockpile 2 Imb 000 2 12,000tons Concrete Crushing per specification 3 Mobilzation Fee 4 Moblization Fee if less than it jpop lons of crushing. RETURN ONE (1) COMPLETE ORIGINAL AND ONE (1) COPY OF EXECUTED BID PROPOSAL ShIpment,cAn be, made In- days from receipt of order. *Prices shall be bid F.O.B. Denton 'in case of calculation error, unit pricing shall prevail. Bidder is an authorized distributor, bythe manufacturer, and Is authorized to sell to the City of Denton? Signature on File YES) NO N/A Date Co m kah N am e PAGE 1 OF BID #4519 Bidder's Initials EXHIBIT 1 CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES COMPLETE SET OF ORIGINAL AND ONE (1) COPY OF EXECUTED BID PROPOSAL MUST BE RECEIVED IN THE PURCHASING DEPARTMENT AT 901 -B TEXAS ST, DENTON, TX 76208 ON OR BEFORE JUNE 22, 2010 AT 2:00 P.M. QUESTIONS REGARDING SPECIFICATIONS MUST BE SUBMITTED IN WRITING TO THE PURCHASING OFFICE FIVE (5) WORKING DAYS PRIOR TO THE BID OPENING. ALL QUESTIONS SUBMITTED AFTER THAT DATE WILL NOT BE CONSIDERED TO ENSURE ALL BIDDERS ARE GIVEN EQUAL ACCESS TO THE INFORMATION PROVIDED, All questions regarding the bid and purchasing process should be directed to: Karen E. Smith, Senior Buyer Email: Karen.Smith @cityofdenton.com Phone: (940) 349 -7100 Fax: (940) 349 -7302 Directions to the Purchasing Department can be accessed at www.dentonpurchasing.com (Click on "Directions to our Office ") All bids, including a "NO BID ", are due in the Purchasing Department by the due date, in sealed envelopes or boxes. All bids must be clearly marked with the name of the Company submitting the bid, the Bid Number and Date and Time of opening on the outside of the envelope /box. Original bid must be clearly marked "ORIGINAL" and contain all original signatures. All proposal pages must be initialed or signed where indicated. All bids will be publicly opened at the date and time listed above or as soon thereafter as practical. The City of Denton does not accept faxed bids. Any bid received after the date and/or hour set for bid opening will be returned unopened. If bids /proposals are sent by mail to the Purchasing Department, the bidder shall be responsible for actual delivery of the bid to the Purchasing Department before the advertised date and hour for opening of bids. If mail is delayed either in the postal service or in the internal mail system of the City of Denton beyond the date and hour set for the bid opening, bids thus delayed will not be considered and will be returned unopened. Bids may be withdrawn at any time prior to the official opening. Alterations made before opening time must be initialed by bidder guaranteeing authenticity. Any attempt to negotiate or give information on the contents of this bid with the City of Denton or its representatives prior to award shall be grounds for disqualification. After the official opening, bids become the property of the City of Denton and may not be amended, altered or withdrawn without the recommendation of the Purchasing Agent. The approval of the City Council is required for public works projects. The City of Denton reserves the right to accept or reject in part or in whole any bids submitted, unless denied by the bidder, and to waive any technicalities for the best interest of the City. Any submitted article deviating from the specifications must be identified and have full descriptive data accompanying same, or it will not be considered. Submitted bids shall remain in force for a ninety (90) day period after opening or until award is made; whichever comes first. In case of default after bid acceptance, the City of Denton may at its option hold the accepted bidder or contractor liable for any and all resultant increased costs as a penalty for such default. The City of Denton will award the bid to the lowest responsible bidder while complying with all current state and local laws. The City of Denton is exempt from Federal Excise and State Sales Tax; therefore, tax must not be included in this bid. PAGE 3 OF BID #4519 Bidder's Initials EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES The City of Denton is requesting bids for ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES. The City will only accept new products and will reject proposals for used or remanufactured goods. All bids must be submitted on the attached Bid Proposal Form. Vendors may bid on any or all items. The City of Denton will not enter into any contract where the cost is provisional upon such clauses as "escalator" or "cost-plus" clauses. All bids shall specify terms and conditions of payment, which will be considered as part of, but not control, the award of bid. City review, inspection, and processing procedures ordinarily require thirty (30) days after receipt of invoice, materials, or service. Bids which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of the Purchasing Agent, the review, inspection, and processing procedures can be completed as specified. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299. It is the intention of the City of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is later, unless unusual circumstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. Continuing non-performance of the vendor in terms of Specifications shall be a basis for the termination of the contract by the City, The City shall not pay for work, equipment, or supplies that are unsatisfactory. Vendors will be given a reasonable opportunity before termination to correct the deficiencies. This, however, shall in no way be construed as negating the basis for non- performance termination. The contract may be terminated by the City upon written thirty (30) days notice prior to cancellation. Bids will be considered irregular if they show any omissions, alteration of form, additions or conditions not called for, or irregularities of any kind. However, the City of Denton reserves the right to waive any irregularities. The City of Denton reserves the right to accept or reject in part or in whole any bids submitted, and to waive any technicalities for the best interest of the City. Bids maybe rejected, among other reasons, for any of the following specific reasons: 1. Bids containing any irregularities. 2. Unbalanced value of any items. 3. Bid price cannot be determined based upon information provided, i.e. missing freight charges, or other fees. Bidders may be disqualified and their bids not considered for any of the following reasons: 1. Collusion exists among the Bidders. 2. Reasonable grounds for believing that any Bidder is interested in more than one Bid for the work contemplated. 3. The Bidder being interested in any litigation against the City. PAGE 4 OF BID #4519 Bidder's Initials EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 4. The Bidder being in arrears on any existing contract or having defaulted on a previous contract. 5. Lack of competency as revealed by a financial statement, experience and equipment, questionnaires, etc. 6. Uncompleted work, which in the Judgment of the City, will prevent or hinder the prompt completion of additional work, if awarded. 7. Any other unresolved issues with the City. Due care and diligence has been used in preparation of this information, and it is believed to be substantially correct. However, the responsibility for determining the full extent of the exposure and the verification of all information presented herein shall rest solely with the proposer. The City of Denton and its representatives will not be responsible for any errors or omissions in these specifications, nor for the failure on the part of the proposer to determine the full extent of the exposures. The successful bidder may not assign their rights and duties under an award without the written consent of the Purchasing Agent. Such consent shall not relieve the assignor of liability in the event of default by the assignee. Evaluation criteria shall include, but is not limited to the following: a. Lowest responsible bidder meeting specification b. Delivery C, Vendor's past performance record with the City of Denton d. City of Denton's evaluation of vendor's ability to perform e. City of Denton's experience with products bid f. Special needs and requirements of the City of Denton Award The City reserves the right to award by line item, section, or by entire bid; whichever is most advantageous to the City, unless denied by the bidder. Quantities indicated on the Bid Proposal Forms are estimates based upon the best available information. The City reserves the right to increase or decrease the quantities to meet its actual needs without any adjustments in the bid price. Individual purchase orders will be issued on an as needed basis. Any catalog, brand name or manufacturer's reference used is considered to be descriptive -- not restrictive -- and is indicative of the type and quality the City desires to purchase. Bids on similar items of like quality may be considered if the bid is noted and fully descriptive brochures are enclosed. If notation of substitution is not made, it is assumed vendor is bidding exact item specified. Successful vendor will not be allowed to make unauthorized substitutions after award. Inspection and Acceptance The City of Denton may reject and refuse any delivery, which falls below the quality designated in the specifications. The cost of return and/or replacement will be at the vendor's expense. PAGE 5 OF BID #4519 Bidder's Initials lyl"- EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES Insurance Bidder's attention is directed to the insurance requirements as attached in Appendix A. 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. Contractor may, upon written request to the Purchasing Department, ask 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 modified 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. Subcontractors Vendors must disclose all subcontractors and suppliers to be used under this contract prior to award. The successful awarded vendor must submit all changes to the subcontractor/supplier list to the Purchasing Department, Attention: Karen Smith, Senior Buyer, Bid #4519, 901-B Texas Street, Denton, Texas 76209, for approval before use on the jobsite. Tax Exemption The City of Denton qualifies for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas Limited Sales, Excise and Use Tax Act. Any Contractor performing work under this contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption certificates to suppliers. Certificates must comply with State Comptroller's ruling #95-0.07 and #95-0.09. Safety Record The City of Denton desires to avail itself of the benefits of Section 252.0435 of the Local Government Code, and consider the safety records of potential contractors prior to awarding bids on City contracts, Pursuant to Section 252.0435 of the Local Government Code, the City of Denton has adopted the written definition and criteria as shown in the Safety Record Questionnaire (Appendix A) for accurately determining the safety record of a bidder prior to awarding bids on City contracts. PAGE 6 OF BID #4519 Bidder's Initials EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES SPECIAL TERMS AND CONDITIONS Contract Terms Successful vendor(s) will be awarded a twelve (12) month contract, effective from date of award or notice to proceed as determined by the City of Denton Purchasing Department. At the City of Denton's option and approval by the vendor, the contract may be renewed for additional one (1) year periods, as further explained in Renewal Options. Prices must remain firm for the entire contract. Renewal Options The City of Denton reserves the right to exercise an option to renew the contract of the vendor for additional one (1) year periods, if agreed upon in writing by both parties. All prices, terms and conditions must remain the same for each optional additional one-year period. If the City exercises the right in writing, the Bidder shall update and submit any legal documents required during the initial solicitation by no later than thirty (30) calendar days prior to the commencement of the option period. These documents, if applicable, may include, but are not limited to, Insurance Certificates and Performance Bonds and must be in force for the full period of the option. If the updated documents are not submitted by the Bidder in complete form within the time specified, the City will rescind its option and seek a new bid solicitation. Cooperative Purchasing The City of Denton encourages Cooperative Purchasing efforts among the governmental entities; therefore it would be in the vendor's best interest to help the City of Denton facilitate this cooperative effort. Should other Governmental Entities decide to participate in this contract, would you, the Vendor, agree that all terms, conditions, specifications, and pricing would apply? /Yes No If you, the Vendor, checked yes, the following will apply: Governmental Entities utilizing Inter-Governmental Contracts with the City of Denton will be eligible, but not obligated, to purchase material s1se rvices under the contract(s) awarded as a result of this solicitation. All purchases by Governmental Entities other than the City of Denton will be billed directly to that Governmental Entity and paid by that Governmental Entity. The City of Denton will not be responsible for another Governmental Entity's debts. Each Governmental Entity will order its own mate rial/services as needed. Consideration of Location of Bidder's Principal Place of Business Sec, 271.9051. CONSIDERATION OF LOCATION OF BIDDER'S PRINCIPAL PLACE OF BUSINESS IN CERTAIN MUNICIPALITIES. (a) This section applies only to a municipality with a population of less than 250,000 that is authorized under this title to purchase real property or personal property that is not affixed to real property. PAGE 7 OF BID #4519 Bidder's Initials � EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES (b) In purchasing under this title any real property, personal property that is not affixed to real property, or services, if a municipality receives one or more competitive sealed bids from a bidder whose principal place of business is in the municipality and whose bid is within five percent of the lowest bid price received by the municipality from a bidder who is not a resident of the municipality, the municipality may enter into a contract with: (1) the lowest bidder; or the bidder whose principal place of business is in the municipality if the governing body of the municipality determines, in writing, that the local bidder offers the municipality the best combination ' of contract price and additional economic development opportunities for the municipality created by the contract award, including the employment of residents of the municipality and increased tax revenues to the municipality. (c) This section does not prohibit a municipality from rejecting all bids. (d) This section does not apply to the purchase of telecommunications services or information services, as those terms are defined by 47 U.S.C. Section 153. Vendors That Meet or Exceed Air Quality Standards Sec. 271.907. VENDORS THAT MEET OR EXCEED AIR QUALITY STANDARDS. (a) In this section, "governmental agency" has the meaning assigned by Section 271.003. (b) This section applies only to a contract to be performed, wholly or partly, in a nonattainment area or in an affected county, as those terms are defined by Section 386.001, Health and Safety Code. Vendors That Meet or Exceed Air Quality Standards (Continuedl (c) A governmental agency procuring goods or services may: (1) give preference to goods or services of a vendor that demonstrates that the vendor meets or exceeds any state or federal environmental standards, including voluntary standards, relating to air quality; or (2) require that a vendor demonstrate that the vendor meets or exceeds any state or federal environmental standards, including voluntary standards, relating to air quality. (d) The preference maybe given only if the cost to the governmental agency for the goods or services would not exceed 105 percent of the cost of the goods or services provided by a vendor who does not meet the standards. PAGE 8 OF BID #4519 Bidder's Initials EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES FOR DISADVANTAGED BUSINESS ENTERPRISES ONLY Disadvantaged Business Enterprises (DBE) are encouraged to participate in the City of Denton's bid process. The Purchasing Department will provide additional clarification of specifications, assistance with Bid Proposal Forms, and further explanation of bidding procedures to those DBEs who request it. Representatives from DBE companies should identify themselves as such and submit a copy of the Certification. The City recognizes the .certifications of the State of Texas Building and Pro6b reinent Commission HUB Program, All companies seeking concerning DBE certification are urged to contact. State of Texas HUB Program Texas Building and Procurement Commission PO Box 13047 Austin, TX 78711-3047 (512) 463-5872 if your company is already certified, attach a copy of your certification to this form and return with bid. COMPANY NAME: REPRESENTATIVE: ADDRESS: CITY, STATE, ZIP: TELEPHONE NO, 12314M Indicate all that apply: Minority-'Owhed Business Enterprise Women-Owned Business Enterprise Disadvantaged Business Enterprise PAGE 9 OF BID #4519 Bidders Initials EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES VENDOR REFERENCES Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides. The City prefers customers of similar size and scope of work to this bid. GOVERNMENT /COMPANY NAME:— n4n 0(- jIm?) LOCATION: —A.Co"'4s L"';Jcll U CONTACT PERSON AND TITLE: Sklglt(A TELEPHONE NUMBER: VAI'- [0] 211 *5514 f •0 01 — � D I'Lct / 10 --REFERENCE-T-,WO'------,'..,.,-- GOVERNMENT/COMPANY NAME: C;-t, c>-E- (7ccnl r LOCATION: *0 L-AY44; (I CONTACT PERSON AND TITLE: Qvkk- 1-5,-AtA-e A TELEPHONE NUMBER: q7"L- SCOPE OF WORK: CONTRACT PERIOD: t>'7 /) (o 1a -b o /I I I I GOVERNMENT/COMPANY NAME: � LOCATION: �-Loo 0FL,0 A;,- * -,-4-' CONTACT PERSON AND TITLE: f ca gpa TELEPHONE NUMBER: SCOPE OFWORK: CONTRACT PERIOD: ok/cO/o,% - cillo(I'lz- PAGE 10 OF BID #4519 Bidder's Initials EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES SPECIFICATIONS Description of Concrete • Recycled Concrete Flexbase. • Crush to Type A, D — 247 Flex • 2004 Texas Department of Transportation's Standard Specifications for Construction and Maintenance of Highways, Streets and Bridges Item Number 247. ® Manufacture 3" or finer course aggregate • Rubble size will typically be as is or kept at facility or no larger than 3 W x 5' x 10' maximum. • Payment shall be based on scale weight. Contractor's scale will be verified by periodically leading a City truck under the loading shoot and then weighed on a truck scale. 0 Contractor's maintenance of all piles ends when crushing process and all related clean up is complete. Requirements 1. Contractor's equipment must be permitted through the Texas Commission on Environment Quality (T.C.E.Q.) 2. Successful bidder must receive site approval through the T.C.E.Q. within 120 days of notification. 3. Contractor's equipment must have capability to crush 30,000 tons initially, then 12,000 tons per year thereafter. 4. Six week notice will be given to contractor to begin crushing. Contractors will be on-site and crushing on the date specified by the City. 5. Contractor will move equipment to site once per year (if needed) to crush amount desired by City. Location shall be within the City limits. 6. Contractor is responsible for providing all personnel required to perform entire tasks of the crushing process. PAGE 11 OF BID #4519 Bidder's Initials 1-3— Ij- EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 7. Contractor is responsible for providing all equipment needed for the crushing process i.e. loaders, hammers, etc, 8. During the crushing process, contractor is responsible for the maintenance of all stockpiles and incoming rubble. 9. Location has no power or water utilities. Contractor is responsible for furnishing these services. 10. Amendments /permit process for relocating must begin immediately upon award of contract. 11. Contractor must have performed similar municipal projects and provide references with contact information. 12. Contractor is responsible for the proper disposal of scrap metal (rebar). 13. Contractor is responsible for the security of his/her equipment while on City property. 14. Once the crushing operation is completed the contractor will remove all equipment, rebar and other debris within thirty (30) days NOTE: If 12,000 + tons is below the minimum, please include set-up or move-in charge if applicable. 15. Mobilization Fee (item 4): Vendor should note a minimum quantity required to be crushed before mobilization fee charged. PAGE 12 OF BID #4519 Bidders Initials <W 71 EXHIBIT 1 CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES PAGE 13 OF BID #4519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES SAFETY RECORD QUESTIONNAIRE (Must Be Submitted With Bid Submittal) The City of Denton desires to avail itself of the benefits of Section 252.0435 of the Local Government Code, and consider the safety records of potential contractors prior to awarding bids on City contracts. Pursuant to Section 252,0435 of the Local Government Code, the City of Denton has adopted the following written definition and criteria for accurately determining the safety record of a bidder prior to awarding bids on City contracts. The definition and criteria for determining the safety record of a bidder for this consideration shall be: The City of Denton shall consider the safety record of the bidders in determining the responsibility thereof. The City may consider any incidence involving worker safety or safety of the citizens of the City of Denton, be it related or caused by environmental, mechanical, operational, supervision or any other cause or factor. Specifically, the City may consider, among other things: a. Complaints to, or final orders entered by, the Occupational Safety and Health Review Commission (OSHRC), against the bidder for violations of OSHA regulations within the past three (3) years. b. Citations (as defined below) from an Environmental Protection Agency (as defined below) for violations within the past five (5) years, Environmental Protection Agencies include, but are not necessarily limited to, the U.S. Army Corps of Engineers (USACOE), the U.S. Fish and Wildlife Service (USFWS), the Environmental Protection Agency (EPA), the Texas Commission on Environmental Quality (TCEQ), the Texas Natural Resource Conservation Commission (TNRCC) (predecessor to the TCEQ), the Texas Department of Health (TDH), the Texas Parks and Wildlife Department (TPWD), the Structural Pest Control Board (SPCB), agencies of local governments responsible for enforcing environmental protection or worker safety related laws or regulations, and similar regulatory agencies of other states of the United States. Citations include notices of violation, notices of enforcement, suspension/revocations of state or federal licenses or registrations, fines assessed, pending criminal complaints, indictments, or convictions, administrative orders, draft orders, final orders, and judicial final judgments. C. Convictions of a criminal offense within the past ten (10) years, which resulted in bodily harm or death. d. Any other safety related matter deemed by the City Council to be material in determining the responsibility of the bidder and his or her ability to perform the services or goods required by the bid documents in a safe environment, both for the workers and other employees of bidder and the citizens of the City of Denton. PAGE 14 OF BID #4519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES In order to obtain proper information from bidders so that City of Denton may consider the safety records of potential contractors prior to awarding bids on City contracts, City of Denton requires that bidders answer the following three (3) questions and submit them with their bids: QUESTION ONE Has the bidder, or the firm, corporation, partnership, or institution represented by the bidder, or anyone acting for such firm, corporation, partnership or institution, received citations for violations of OSHA within the past three (3) years? YES NO If the bidder has indicated YES for question number one above, the bidder must provide to City of Denton, with its bid submission, the following information with respect to each such citation: Date of offense, location of establishment inspected, category of offense, final disposition of offense, if any, and penalty assessed. 709��M Has the bidder, or the firm, corporation, partnership, or institution represented by the bidder, or anyone acting for such firm, corporation, partnership or institution, received citations forviolations of environmental protection laws or regulations, of any kind or type, within the past five years? Citations include notice of violation, notice of enforcement, suspension/revocations of state or federal licenses, or registrations, fines assessed, pending criminal complaints, indictments, or convictions, administrative orders, draft orders, final orders, and judicial final judgments. YES NO \�/ . If the bidder has indicated YES for question number two above, the bidder must provide to City of Denton, with its bid submission, the following information with respect to each such conviction: Date of offense or occurrence, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. QUESTION THREE Has the bidder, or the firm, corporation, partnership, or institution represented by bidder, or anyone acting for such firm, corporation, partnership, or institution, ever been convicted, within the past ten (10) years, of a criminal offense which resulted in serious bodily injury or death? YES NO If the bidder has indicated YES for question number three above, the bidder must provide to City of Denton, with its bid submission, the following information with respect to each such conviction: Date of offense, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. PAGE 15 OF BID #4519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES ACKNOWLEDGEMENT THE STATE OF TEXAS COUNTY OF DENTON I certify that I have made no willful misrepresentations in this Questionnaire nor have I withheld information in my statements and answers to questions. I am aware that the information given by me in this questionnaire will be investigated, with my full permission, and that any misrepresentations or omissions may cause my bid to be rejected. Signature on File Title EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND BID NO. 4519 THIS CONTRACT is made and entered into this day of — A,D.,2010,byand between a corporation, whose address is 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 thi&,.- ontract by the Denton City Manager or his duly authorized designee. Aw 1�el`,- For and in consideration of the covenants and benefits to be obtained hereby, the parties agree as fc Contractor shall provide all provided in accordance with which is attached hereto an Purchasing Agent), and thel--,., incorporated herein for all Pi and the following items whi( I SCOPE OF and for the mutual aflaJals ana,76quipment necessary for These products and services shall be A a copy of thibit "A" (or on file in the office of the thereto, a copy of which is attached hereto and B11. The Contract consists of this written agreement o and incorporated herein by reference: (a) Specifications for ;(Exhibit "A" or on file in the office of the Pict' "hasing Agent). (b) Contractor's Bid. (Exhibit "B"); (c) Insurance Requirements. {Exhibit "C " }, (d) Form CIQ — Conflict of Interest Questionnaire {Exhibit "D"). 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." DAtl-t:: 47 nC7 Qln WARIC) EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 11. TIME OF COMPLETION Contractor agrees and covenants that all work hereunder shall be complete within days following notice to proceed from City. Or Ill. TERM OF CONTRACT The initial term of this Contract shall be one year from date of contract execution unless otherwise stated. • 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 Bid Specifications attached hereto and incorporated herein as Exhibit "A"(or on file in the office of the Purchasing Agent). 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 (3 0) days of receiving Contractor's invoice for the products and services delivered. Total compensation under this contract shall not exceed the sum of Contractor recognizes that this Contract shall commence upon the effective date herein and continue in Rill 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. 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 MAr r An ^f- MIM 4tArAr1 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 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 patties 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. 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. PA(' IF 1A OF RID *4fifl4 EXHIBIT 1 CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 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 lie 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 part 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 t�vork, 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 worliperformed 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 respondeat 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. 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 PAC;F 90 n RID #4519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 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 "D". 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 may, 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. 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. PA(-,F 91 OF Rin *41ilg EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES XXII. RIGHT TO AUDIT The OWNER 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 OWNER 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 OWNER unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONTRACTOR which must be payable within five 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 OWNER'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. DAt--r: I" r)P Pin ItAt;l() EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. APPROVED AS TO LEGAL FORM ANITA BURGESS, CITY ATTORNEY 11672- W-- M-1 Signature on File Date:- Name: Title:- Ut',-, Praiel&..-k NIX 11AI(I MAILING ADDRESS 91 L--2 '(3- -5- -0 -L� PHONE NUMBER FAX NUMBER PRINTED NAME CITY OF DENTON, TEXAS 041 CITY MANAGER Fly= .1 IIV . 1111MIMNINA11111111,119 "OkIlLA1 PAGE 23 OF BID #4519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 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 theirrespective insurance carriers orbrokers 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 complystrictly 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. 111�11 IIIIII IIIA, Without limiting any of the other obligations orliabilities of the Contractor, the Contractorshafl provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of bid award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project Contractor may, upon written request to the Purchasing Department, ask 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 modified 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. 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. PAC-,r-'>A 01: R[r) -RAM Q EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES • Liability policies shall be endorsed to provide the following: Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. 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 made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. Cancellation: 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 form, Contractor shall maintain such coverage continuously throughout the term 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. PAGE 25 OF BID #4519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES All insurance policies proposed or obtained in satisfaction of this Contract shag additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, orlonger, if so noted., [X] A. General Liability Insurance, General Liability insurance with combined single limits of not less than $600,0 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. 0 Coverage B shall include personal injury. * Coverage C, medical payments, is not required. 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. 0 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 300,000 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: 0 any auto, or * all owned, hired and non-owned autos. DAr31=')R n1: Pin ItAr,10 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES [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 28TAG 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. Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. 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. PAGF 97 OF RID #4519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 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. 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. PAr,r- )R nr: Pin *4m.cj EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES ATTACHMENT 1 [X] Worker's 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 governmental 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: PA(-,F 29 OF BID 44519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES 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, informing 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: I . 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. 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 7MEMMUM".015"MUMP EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. 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. J. 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. PAGE 31 OF BID #4519 EXHIBIT I CITY OF DENTON ANNUAL CONTRACT FOR CONCRETE CRUSHING SERVICES CONFLICT OF INTEREST QUESTIONNAIRE For vendor or other person doing business with local This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176,006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. 1 1 Name of person who has a business relationship with local governmental entity. ❑ Check this box if you are filing an update to a previously filed questionnaire. TOT;7M Loll OFFICE USE ONLY Date Received (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7h business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) Name of local government officer with whom filer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, 13, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? ED Yes F-1 No R 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? F-] Yes F—jNo 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? F] Yes E-1 No D. Describe each affiliation or business relationship. Signature on File sic nental entity Date Adopted 06t2912007 EXHIBIT 2 ORDINANCE NO. AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE A COOPERATIVE PURCHASING PROGRAM AGREEMENT WITH THE CITY OF SHERMAN, TEXAS UNDER SECTION 271.102 OF THE LOCAL GOVERNMENT CODE, TO AUTHORIZE CITY OF DENTON CONTRACTS FOR THE PURCHASE OF VARIOUS GOODS AND SERVICES; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND DECLARING AN EFFECTIVE DATE (FILE 5661- COOPERATIVE PURCHASING PROGRAM AGREEMENT WITH THE CITY OF SHERMAN). THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager or his designee is hereby authorized to execute the Cooperative Purchasing Program Agreement with the City of Sherman, Texas under Section 271.102 of the Texas Government Code, a copy of which is attached hereto and incorporated by reference herein (the "Agreement "). SECTION 2. The City Manager or his designee is authorized to expend funds pursuant to the Agreement for the purchase of various goods and services. SECTION 3. 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 5661 to the City Manager of the City of Denton, Texas, or his designee. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY • APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY _ M BY: EXHIBIT 3 COOPERATIVE PURCHASING AGREEMENT BETWEEN THE CITY OF SHERMAN, TEXAS AND CITY OF DENTON, TEXAS STATE OF TEXAS COUNTY OF DENTON THIS AGREEMENT is made on the day of 12014, between the City of Denton, and the City of Sherman; jointly referred to herein as "parties." WHEREAS, the respective parties are authorized by Local Government Code, Chapter 271, to enter into contracts and agreements for participation in cooperative purchasing programs; and WHEREAS, it is the desire of the aforesaid parties to comply with and further the policies and purpose of Local Government Code, Chapter 271; and WHEREAS, the parties cannot normally obtain the best possible purchase price for materials and supplies acting individually and without cooperation; and WHEREAS, it is deemed in the best interest of all parties that said governments do enter into a mutually satisfactory agreement for the purchase of certain materials and supplies; and WHEREAS, the parties, in performing governmental functions or in paying for the performance of governmental functions hereunder shall make that performance or those payments from current revenues legally available to that party; and WHEREAS, the parties agree to designate a person to act under the direction of and on behalf of the parties in all matters relating to this agreement; and WHEREAS, the parties agree to be responsible for a vendor's compliance with provisions relating to the quality of items and terms of delivery to the extent provided herein; NOW, THEREFORE, the parties hereto, inconsideration of the mutual covenants and conditions contained herein and pursuant to the authority permitted under Local Government Code, Chapter 271, promise and agree as follows: File 5661 EXHIBIT 3 I. Purpose The purpose of this Agreement is to authorize the parties' mutual participation in various contracts for the purchase of various goods and services. Participation in this cooperative program will be highly beneficial to the taxpayers of the participating parties through anticipated savings to be realized. II. Duration of Agreement This Agreement shall be in effect from the date of execution until terminated by either party to the agreement. III. Relationship of Parties It is agreed that the parties, in receiving products and /or services specified in this agreement, shall act as an independent purchaser and shall have control of its needs and the manner in which they are acquired. Neither party is an agent, employee or joint enterprise of the other, and each party is responsible for its own actions, forbearance, negligence and deeds, and for those of its agents or employees, in conjunction with the utilization and /or cooperative solicitation of any Supplier Agreement obtained in accordance with Texas law. Parties shall notify all participating entities of available contracts to include terms of contract, commodity cost, contract names and addresses, and shall keep participating parties informed of all changes to the Cooperative Purchasing list of contracts. Nothing in this agreement shall prevent any participating party from accepting and awarding bids for commodities subject to this agreement individually and in its own behalf. The City Manager, or his designee, is hereby designated as the official representative to act for the City of Denton in all matters relating to this agreement. The City Manager, or his designee, is hereby designated as the official representative to act for the City of Sherman in all matters relating to this agreement. The parties agree to make payments to directly to a vendor under this contract as provided herein. File 5661 EXHIBIT 3 The parties agree to be responsible for a vendor's compliance with provisions relating to the quality of items and terms of delivery to the extent provided herein. IV. Purchase of Goods and Services All products and services shall be procured in accordance with procedures governing competitive bids and competitive proposals. The parties will be able to purchase from those contracts established by the other where notice has been given in the specifications and successful bidder has accepted terms for Cooperative Purchasing Agreements for local governments. The parties hereto agree that the ordering of products and services through this agreement shall be their individual responsibility and that the successful bidder or bidders shall bill each party directly, or as deemed advantageous to both parties. The parties agree to pay successful bidders or anticipating governments directly for all products or services received from current revenues available for such purchase. Each party shall be liable to the successful bidder only for products and services ordered by and received by it, and shall not by the execution of this agreement assume any additional liability. Parties do not warrant and are not responsible for the quality or delivery of products or services from successful bidder. The participating parties shall receive all warranties provided by successful bidder for the products or services purchased. In the event that any dispute arises between individual parties and a successful bidder, the same shall be handled by and between the participating party's governmental body and the bidder. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed by their authorized officers thereon the day and the year first above written. CITY OF SHERMAN CITY OF DENTON By: Carolyn S. Wacker Mayor ATTEST: File 5661 By: George C. Campbell City Manager ATTEST: By: Linda Ashby City Clerk APPROVED AS TO FORM AND CONTENT: By: Brandon S. Shelby City Attorney File 5661 EXHIBIT 3 By: Jennifer Walters, City Secretary APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 14 -0632, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a Professional Services Agreement by and between the City of Denton, Texas and Dunaway Associates, L.P., for design services for the Evers Park Bridge and Trail Project which includes the installation of two (2) pedestrian bridges across Cooper Creek and the extension of Cooper Creek Trail; authorizing the expenditure of funds therefor; and providing an effective date (File 5658 in the amount not -to- exceed $190,000). FILE INFORMATION This agreement is for the design of two pedestrian bridges across Cooper Creek which will connect McKamy Evers subdivision to Evers Parkway, providing a safe route to Evers Park Elementary School and Evers Park. The project will also extend the Cooper Creek Bike /Walking Trail from Evers Elementary School to North Pointe Park, then connect to the University of North Texas Discovery Park, then connect to bicycle improvements on Windsor Drive at North Lakes Park, and also connect to existing bike routes on Hinkle Drive to US Hwy 380. These design and engineering services are included in a Transportation Enhancement Grant (TEG) that was awarded to the City of Denton on July 26, 2013. On July 15, 2014, Council passed Ordinance 2014 -215 granting approval for the City of Denton to enter into an agreement with the Texas Department of Transportation ( TXDOT) to participate in the matching (TEC) grant from TXDOT in the amount of $1,677,021 for design, engineering, and construction of the bridge and trail project. The City of Denton will provide $335,404 as its required share of the project funding. The construction portion of the project must be let and a contractor selected by August 31, 2016. Staff is recommending a firm that has an office in Denton, Dunaway Associates, L.P., to perform the engineering and design services for this project. Mr. Philip Neeley is the Public Studio Leader for Dunaway Associates, L.P. Staff selected Dunaway Associates, L.P. for this project due to Mr. Neeley's prior experience with the City of Denton Parks Department. Mr. Neeley prepared the last two citywide Parks and Recreation Master Plans, the Master Plan for Quakertown Park, and is actively engaged in the design of the G. Roland Vela Athletic Complex at North Lakes Park. Therefore, Mr. Neeley already has the basic knowledge needed for the design services for this project. Additionally, members of the Dunaway design team represented by Mr. Neely have previously worked on similar Transportation Enhancement Grants facilitated by TXDOT. City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0632, Version: 1 FILE INFORMATION (CONTINUED) In accordance with Texas Local Government Code 252.022, the procurement of professional services is exempt from the requirement of competition based selection. The City of Denton has previous successful experience with the recommended firm, and has elected to not seek qualification based competition for these identified services. RECOMMENDATION Approve a Professional Services Agreement with Dunaway Associates, L.P. in the amount of $190,000. PRINCIPAL PLACE OF BUSINESS Dunaway Associates, L.P. Fort Worth, TX ESTIMATED SCHEDULE OF PROJECT The engineering and design services are estimated to be completed by December 2015. FISCAL INFORMATION This project will be funded from Park Development Fund account number 40015916.1360.40100 in the amount of $98,358.97 and 400151915.1360.40100 in the amount of $91,641.03. Requisition 4121012 has been entered in the Purchasing software system. EXHIBITS Exhibit l: Map Exhibit 2: Ordinance Exhibit 3: Agreement Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Emerson Vorel at 349 -7460. City of Denton Page 2 of 2 Printed on 10/16/2014 III A'If Vr�' R�� PR p � V 4 a N rfr' i 11 r. �,✓ a�y G r � {�: u�V r� � �' �iw�C G' �r"Y r �„,/ ® { fl y� �� 4 it / r p N'f�::;. 1(�3,.!u a,n yy % ; , ,ai, °, V,. ,,,, , ,a rxa vWwWr,?Siu^OUN.mrrwlrrtrta4rraakA r� m� xn a elrotN; m ' r�lr(;N4 r l�% Y �// �� � ��.. ';��Glj �ty�0 /fl ; ������('k. � "• �" ��, ��!Pa � �'� �� � ., - fir, � '�7,'d (l �rov „z, r,I kill' �i /� ,i /j 1� qu`. II�✓ (� l�% % %y�� / /�i.; . rr.' r � ,Ark, ?�.. �, �+n��a7wYrr �,y. y�`g +,r`r ��i�`���„ wp,Vr';v:: y d "/r Q' �.; /r � /T/r�, a l��r die %�� /r /�� %/I ,1,;;, ��re_ a i ,,, y�„yy „' � r �- %f ✓ 6a,j %f. %lr h it % /,tiG;D. �/ / /,� /r / /1r %l,. -.a„ .,,�ry�' . 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"�" r a e 1 " � m' /� /� ✓� /fi/ �i/ iii o/r f ry; {a i; VI i 9',�`: r /� 1///i EXHIBIT 2 ORDINANCE NO. 2014- AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND DUNAWAY ASSOCIATES, L.P., FOR DESIGN SERVICES FOR THE EVERS PARK BRIDGE AND TRAIL PROJECT WHICH INCLUDES THE INSTALLATION OF TWO (2) PEDESTRIAN BRIDGES ACROSS COOPER CREEK AND THE EXTENSION OF COOPER CREEK TRAIL; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 5658 IN THE AN AMOUNT NOT -TO- EXCEED $190,000. WHEREAS, the professional services provider (the "Provider) mentioned in this ordinance is being selected as the most highly qualified on the basis of its demonstrated competence and qualifications to perform the proposed professional services; and WHEREAS, the fees under the proposed contract are fair and reasonable and are consistent with and not higher than the recommended practices and fees published by the professional associations applicable to the Provider's profession and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager is hereby authorized to enter into a professional service contract with Dunaway Associates, L.P., to provide professional engineering and design services for the Evers Park Bridge and Trail Project, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager is authorized to expend funds as required by the attached contract. SECTION 3. 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 5658 to the City Manager of the City of Denton, Texas, or his designee. SECTION 4. The findings in the preamble of this ordinance are incorporated herein by reference. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12014. CHRIS WATTS, MAYOR EXHIBIT 2 ATTEST: JENNIFER WALTERS, CITY SECRETARY :• APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY - BY: EXHIBIT 3 PSA 5658 PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER SERVICES FOR EVERS PARK BRIDGE & TRAIL PROJECT THIS AGREEMENT is made and entered into as of the day of , 2014, by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "Owner" and Dunaway Associates, L.P., with its corporate office at 550 Bailey Ave., Suite 400, Ft. Worth, TX 76107 hereinafter called "Design Professional," acting herein, by and through their duly authorized representatives. In consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: SECTION 1 EMPLOYMENT OF DESIGN PROFESSIONAL The Owner hereby contracts with the Design Professional, a licensed Texas architect or engineer, as an independent contractor. The Design Professional hereby agrees to perform the services as described herein and in the Proposal, the General Conditions, and other attachments to this Agreement that are referenced in Section 3, in connection with the Project. The Project shall include, without limitation, design services for the City of Denton This design work for the new improvements is based upon the City's application within the "Transportation Enhancement Program Nomination Form ", dated November 16, 2012. The design will also be guided by the "Northwest Denton Park Loop Trail Exhibit ", as previously developed by the City. Dunaway will prepare final construction documents for the trail improvements for the purpose of publicly bidding the work in accordance with City standards. This scope of services and fee schedule are based upon a City designated construction budget of approximately $190,000. S:AMaterials Management\PRCHUDs, RI-Ps & Contracts \5658- Current \5658 -PSA Dunaway Design Evers Fridge & Trai1 \01d stUffif'rofessional Services Agreement 10- 1- 14.doe EXHIBIT 3 SECTION 2 COMPENSATION The Owner shall compensate the Design Professional as follows: 2.1 BASIC SERVICES 2.1.1 For Basic Services the total compensation shall be $190,000 2.1.2 Progress payments for Basic Services shall be paid in the following percentages for of the total compensation for the Basic Services satisfactorily completed at the end of the following phases of the Project: Data Collection & Topographic Survey $34,800.00 Environmental Services $35,000.00 Preliminary Design $ 11,700.00 Design Development $29,280.00 Final Construction Documents $55,190.00 Bid Phase $ 4,970.00 Construction Phase $ 10,810.00 SWPPP $ 3,000.00 Total Basis Design Services $184,750.00 2.2 ADDITIONAL SERVICES 2.2.1 Compensation for Additional Services is as follows, not included in the Scope of Services, will be negotiated with the City as necessary. Compensation will be based upon either a mutually agreed lump sum fee or on an hourly basis. 2.2.2 Compensation for Additional Services of consultants, including additional structural, mechanical and electrical engineering services shall be based on a multiple of 1.0 times the amounts billed to the Design Professional for such additional services. 2.3 REIMBURSABLE EXPENSES Reimbursable Expenses shall be a multiple of 1.10 times the expenses incurred by the Design Professional, the Design Professional's employees and consultants in the interest of the Project as defined in the General Conditions but not to exceed a total of $5,250. Total Fee (Not-to-Exceed) $190,000.00 SWaterials ManagernentVIRCHTIDs, RF11s & Coiitracts\5658-Curreiit\5658-I'SA Dunaway Design Evers Bridge & Trai1\01d stuffiProl'essional Services Agreement 10-1 -14.doc SECTION 3 ENTIRE AGREEMENT This Agreement includes this executed agreement and the following documents all of which are attached hereto and made a part hereof by reference as if fully set forth herein: 1. City of Denton General Conditions to Agreement for Architectural or Engineering Services. 2. Attachment A - The Design Professional's Proposal 3. Attachment B - Estimated Project Schedule 4. Attachment C — Conflict of hiterest Questionnaire (FORM CIQ) This Agreement is signed by the parties hereto effective as of the date first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY C' CITY OF DENTON BY: GEORGE C. CAMPBELL CITY MANAGER DESIGN FI BY: "So., er /Representative (Signature) WITNESS'S„ , BY: .........._...- S:AMaterials Management \PRCIABIDs, RPPs & Contracts\ 5658- CurrentA5658 -PSA Dunaway Design Evers Bridge & Trail \Old stuft\Professional Services Agreement 10- 1- 14.doc Page 3 of 15 EXHIBIT CITY oFnENTom GENERAL CONDITIONS TO AGuumwxmNTpou ARCHITECTURAL om ENGINEERING SERVICES ARTICLE 1. ARCHITECT oo ENGINEER'S RESPONSIBILITIES 1.1 The Architect mEngineer's services consist of those services lot the project (as defined m the agreement (the "Agreement") and proposal (the -'Proposal")mwhich these General Conditions are attawhed)pertbrmed by tile Architect or Engineer (hereinafter called the "Design rmf'esuional')mDesign Professional's employees and consultants as enumerated io Articles z and 3vf these General Conditions mm" inuu»'moxl-reummtmupmvvsa|(the'svnicm'). /z The Design Professional will perforin all Services as an independent contractor to the prevailing professional standards consistent with the level ofcare and skill ordinarily exercised by members of the same protession currently practicing in the same locality under similar conditions, including remvab4iul'onnedjudenmts and prompt timely actions (the "Degree v/Care'). The Services shall be performed as expeditiously as is consistent with the Degree ofCare necessary for the orderly progress ofthe Prql'ect. Upon request of the Owner, the Design Professional shall xohmit for the Owner's approval a schedule for the pedbrinance ofthe Services which may be adjusted as the Project proceeds, and shall include allowances for periods vf time required for the Owner's review and for approval Of Submissions by authorities havinajurisdiction over tile Project, Time limits established uythis schedule and approved h'mr0voo,mox not, except far reasonable cause, u^ exceeded »r the Design Professional or Owner, and any adjustments to this schedule shall be mutually acceptable to both parties. ARTICLE z SCOPE on BASIC SERVICES z./ BASIC SERVICES DEFINED The Design Professional's Basic Services consist m[those described iu Sections 2z through z.6a these General Conditions and include without limitation normal structural, civil, mechanical and electrical ,lig-ineering services and anv other engineering services necessary m produce ucomplete and accurate set of Construction Documents, as described by and required in Section 2-4. The Basic Services may be modified ox the Agreement. 2z SCHEMATIC DESIGN PHASE 2.2.1 The Design Professional, mconsultation with tile Owner, shall develop nwritten program for the Project wascertain Owner's needs and mestablish the requirements for the Project. zzz The Design Professional shall provide a preliminary evaluation ofthe Owner's program, construction schedule and construction budget requirements, each in terms ofme other, subject m the limitations set forth in Subsection 5z./� 2.23 The Design professional shall review with the Owner alternative approaches m design and construction of the Project 2.2.4 Based on the mutually agreed-upon program, schedule and construction budget requirements, the Design Prol�ssional shall prepare, forapproval bythemwner, Schematic Design Documents consistineo/uravin:o and other documents illustrating the scale and relationship o/ Project components. The Schematic Design shall contemplate compliance with all applicable laws, Stxftites, ordinances, codes and regulations. 2.2.5 The Design Professional shall submit to the Owner a preliminary detailed estimate ofConstruction Cost based on current area, volume or other unit costs and which indicates tile cost of each category of work involved in constructing the Project and establishes an elapsed time factor fur the period oftime from the commencement m the completion orconstruction. 2s DESIGN DEVELOPMENT mUSE 2.3.1 Based on the approved Schematic Design Documents and any adjustments authorized by the Owner in the pro.gram, schedule mconstruction budget, the Design Professional shall prepare for approval by the O�ner, Design Development Documents consisting of drawings and other documents to fix and describe the size and character a the Project asm architectural, structural, mechanical and electrical systems, materials and such other elements as may be appropriate, which shall comply with all u»v|icu»|e laws, statutes, ominuoco,, codes and regulations. Notwithstanding Owner's approval ^r the documents, Design Professional mruo,uts that the Documents and specifications will be sufficient and adequate to lblfill the purposes of the Project. 23.2 The Design Profiessional shall advise the Owner of any adjustments to the preliminary estimate of Construction Cost in a further Detailed Statement as described in Section z.z.5. 2.4 CONSTRUCTION DOCUMENTS PHASE 2.4.1 Based oil the approved Design Development Documents and anymrlher adjustments mthe scope mquality ofthe Project mmtire construction budget authorized by the Owner, the Design Professional shall prepare, for approval by the Owner, Construction Documents consisting of Drawings and Specifications setting forth in detail requirements uv the construction v/ the Project, which shall comply with all applicable laws, statutes, ordinances, codes and regulations, 2.4.2 The Design Professional shall assist the Owner in the preparation ofthe necessary bidding or procurement inforination, bidding or procurement forms, the Conditions v/ the contract, and tile foonorxgro moothvwmvnmeon"e,u^ummmctvc 2.43 The Design Professional shall advise the Owner of any adJUStruClItS to previous preliminary estimates of Construction Cost indicated by changes in requirements vr general market conditions. 2x.4 The Design Professional shall assist the Owner in connection with the Owner's responsibility for filing documents required Ibi-the approval ofgovernmental authorities xmivsjunmiction over the Project. z.s CoNsTumcJ/oN CONTRACT PROCUREMENT 2.5.1 The Design Professional, following the Owner's approval ofthe Construction Documents and of the latest preliminary detailed estimate ofConstruction Cost, shall assist the Owner io procuring o construction contract for the Project through any Procurement method flat is legally applicable mmc project including without limitation, the competitive scaled bidding process. Although the Owner will consider tile advice of the Design Professional, the award ofthe construction contract is in the sole discretion ofmxwwner. s:nwuteamxM/muaemonm`xcnmmv^npmmc^n/m^ts\5^5x-cvnrmmmo-Pux Dunaway Design Evers Bridge &nnnx)umon\:^fe,oional Services Agreement EXHIBIT �5.2/r the construction contract amount for the Project exceeds the total construction cost oftheProject as set forth mthe approved Detailed Statement mProbable Construction Costs vc the Pro �u�om�r hyUemsiuv Professional, then ouomi»upmus�^,m|, mi�m|c��mmomvmo�*m�,�emccouumuino oocumvn�� may »o�vviu�or the Owner tv reduce v, modify the quantity or quality nrmv work oo that the total construction cost "rthm Project will not exceed the total construction cost set forth in the approved Detailed Statement ol'Probable Construction Costs. zo CONSTRUCTION PHASE -ADMINISTRATION o;Tnm CONSTRUCTION c0mTnArT 2.6.1 The Design Professional's responsibility m provide Basic Services for the Construction Phase under this Agreement commences with the award ^/ueContract for Construction and tenninates at the issuance to the Owner ofthe final Certificate for Payment, unless extended under the terms ot'Subsection 8.3.2. 2.6.2 The Desi.-n Professional shall provide detailed administration ofthe Contract for Construction as set forth below. For design prollessionalss [lie administration ,|mo also be io accordance with xIA document xzo/.General Conditions vr the Contract for Construction, current mm the date v/Um Agreement m may be amended by the City of Denton special conditions, unless otherwise provided in the Agreement. For engineers the administration shall also be in accordance with the Standard Specifications fur Publie Works Construction by the North CentralTexas Council ot'Governments, current as ofthe date ofthe Agreement, unless Otherwise provided in the Agreement. 2.63 Construction Phase duties, responsibilities and limitations Of authority of the Design Professional shall not be restricted, m^diDudo,m'te^uvxviomut written agreement vrthe Owner and Design Professional. z^* The Design Professional shall be a representative ofand shall advise and consult with the Owner (1) during construction, and (2) at the Owner's direction from umom time during the correction, v, warranty ymouumu,i»vuinme Contract for Construction. The Design Professional shall have authority m act oil uchmrv/mc Owner only to the extent provided in the Agreement and these General Conditions, unless otherwise modified by written instrument- 2.6.5 Tx^mesipnrwfeosional,xuovhncnum:ovnmmctivuutem|oummehmeu*^ck.vmxccvnymuwisinpmgno,'vodmmasvooh|xnecoosmrvhi/o construction io not iu progress, m become familiar with the progress and qum/tyo/mnxnrkmmp|ueduodmouu^^ineifthcxnmivb^iocponfonn'dinxmxooer indicating that the work when completed will urio accordance with the Contract Documents. Design Professional shall provide Owner o written report subsequent m each on-site visit. on the basis or on-site observations the Design pm1essiooaloxxx keep the Owner informed or the progress and quality vr the work, and ,xm| exercise the Degree ofCare and dili.-ence in discovering and promptly reporting to the Owner any observable defects or deficiencies in die work "fCvmmuv,v,any subcontractors. 'Me Design Professional represents that lie will follow Degree ofCare in perfon-ning all Services under die Agreement. The Design Professional shall promptly correct any detective designs or specifications furnished by the Design Professional at no cost to the Owner. The Owners approval, acceptance, use oro' payment for all or any part of the Design Professional's Services hereunder or of the Project itsell'shall in no way alter the Design Professional's obligations ^rthe Owner's rights hereunder. 2�.6 The Design rmm^sion^| sxu| not have control over m charge or and shall not vc responsible for construction mums, methods, techniques, sequences m procedures, v, for safety precautions and pro-Janis iu connection with the work. The Design Professional shall not hr responsible for the Contractors schedules m failure to carry out the work in accordance with the Contract Documents except insofar as such failure may result from Design Professional's negligent acts o,vmis' ,iw`o. The Design Professional shall not have control over or charge of acts or omissions ofthe Contractor, Subcontractors, or their agents or employees, or of any other persons performing portions u/mowork. 2.6.7 The Design Professional shall at all times have access to the work wherever it is in preparation or progress. 2.6.8 Except as may otherwise be provided in the Contract Documents or when direct communications have been specially authori7ed, the Owner and Contractor shall communicate through the Design Professional. Communications u/ and with the Design Professional's consultants shall m,through the Design Professional. 2.6.9 Based on the Design Professional's observations at the site ofthe work and evaluations ofthe Contractor's Applications for Payment, the Design Professional shall review and certify die amounts due the Contractor. 2.6.10 The Design Profiessional's certification for payment shall constitute a representation to the Owner, based oil the Design Professional 's observations at the site as provided in Subsection z.a5 and oo the data comprising the Contractor's Application for Payment, that the work has progressed m the point indicated and that the quality vrmv Work i,in accordance with the Contract Documents. The foregoing- representations are Subject m minor deviations from the Contract Documents cor- rectable phmmu`mp|coununumsn*`iocvuaiomuiwom.vmondhythec*sien»mfeououm. The issuance oru Certificate for Payment shall further constitute x representation that the Contractor io entitled m payment io the amount certified. However, the issuance oca Certificate for Payment shall not »vu representation that the Design Professional has (1) reviewed construction means, methods, techniques, sequences or procedures, or (2) ascertained how or for what purpose the Contractor has used money previously paid ^, account "/me Contract Sum. 2.6.11 The Design Professional shall have the responsibility and authority to reject work which does not conform to the Contract Documents. Whenever the Design Professional considers it necessary or advisable for implementation of the intent of the Contract Documents, the Design Professional will have authority to require additional inspection or testing of the work in accordance with the provisions of the Contract Documents, whether or not such Work is fabricated, installed or mmp|cmo. However, neither this authority ofthe Design Professional nor a decision made in good faith either to exercise or not exercise Such authority shall give rise to a duty or responsibility ofthe Design Professional to the Contractor, Subcontractors, material mid equipment suppliers, their agents or employees or other persons permnmiog portions n/mnwork. 2.6.12 Tbe Design Professional shall review and approve or take other appropriate action upon Contractor's submittals such as Shop Drawings, Product Data and Samples for die purpose vc(/) determining compliance with ^rpxmu, |awm, vmm/xs. ordinances and "^u�� and (z) determining whether ", not the work, when completed, will »:io compliance with the requirements ur the Contract Documents. The Design Professional shall act with such reasonable promptness m cause oo delay in the Nvork or in the construction of the Owiler or of separate contractors, while allowing sufficient time in die Design Professional's professional judgment to permit adequate review. Review ol'such submittals is not conducted for the purpose ofiletermining the accuracy and completeness ol'other details such as dimensions xnu vumxihm or for ,o»uanumius instructions for installation or vonhnmmncv of equipment or systems umiuncu or the cummcmr, all or which remain the responsibility v/thx Contractor m the extent required hr die Contract Documents. The Design Professional's review shall not constitute approval vrmfetyprecautions or, unless otherwise specifically stated by the Design Profiessional, ofconstruction means, methods, techniques, sequences or procedures. The Design Professional's approval Ora specific item shall not indicate approval Oran assembly ofwhich the item is a component. When professional certification o/puuuvnvomcharacteristics of materials, systems or equipment is required by the Contract Documents, the Design Professional shall be entitled to rely upon such certification to establish that the materials, systems or equipment will meet the perforniance criteria required by the Contract Documents. u:\Materials |Ds.RFPsmContracts\5658-Cuoetit\5658-I'SA Dunaway Design Evers Bridge aTrml\OmstuffProlessional Services Agreement EXHIBIT 2.6.a The Design ProlIcssional shall prepare Change Orders and Construction Change Directives, with supporting documentation and data ifdeemed necessary by the Desi- gn Professional m provided inSubsections 3. 1.1 and 3.3.3, for the Owner's approval and execution in accordance with the Contract Documents, and may authorize minor changes in the work not involving all adjustment in the Contract Sum or an extension ofthe Contract Time which are not inconsistent with the intent ur the Contract Documents. 2.6.14 on behalf o//hv Owner, the Design Professional shall conduct inspections to deterniine the dates of Substantial Completion mid Final Completion, and if requested br the Owner shall issue Certificates v/ Substantial mid Final Completion. The Design nouovionu| will receive and review written guunnteesand related documents required u' the Contract for Construction murassembled uy the Contractor and yxoo issue u n^,| cuni6xuw |or Payment upon compliance with the requirements o(m^ Contract Documents. z�./s The Design Prolessional shall interpret and provide recommendations oil matters concerning perforinance of the Owner and Contractor Linder the requirements or the Contract Documents ^u written request v/ either die Owner vrContractor. The Design Professional's response m such requests shall hv made wi&nmoouh|c promptness and within any time limits agreed upon, 2.6.16 Interpretations and decisions ofthe Design Professional shall be consistent with the intent of and reasonably inferable from the Contract Documents mid shall ^oinw,mnuvrinthe fo"^ordrawings. When making such interpretations mid initial decisions, the Design Profiessionall shall endeavor to secure faithful performance by both Owner and Contractor, and shall not be liable for results or interpretations or decisions so rendered in good faith in accordance with all the provisions offlus Agreement and in the absence n[negligence. 2.6.17 The Design Professional shall render written decisions within a reasonable time on all claims, disputes or other matters in question between the Owner and Contractor relating mthe execution m progress mmc work m provided in the Contract Documents. 2^.18 The Design Professional (1) shall render services under the Agreement in accordance with the Degree of Carc� (2) will reimburse the Owner for all damages caused by the defective designs the Design Professional prepares; and (3) by acknowledging payment by the Owner ofany fees due, shall not be released from any rights the Owner may have under the Agreement or diminish any of the Design Professional's obligations thereunder. 24.19 'File Desi- gn Professional shall provide the Owner with four sets of reproducible prints showing all significant changes to the Construction Documents during die Construction mmo. ARTICLE ADDITIONAL SERVICES 3.1 GENERAL 3.1.' The services described in this Article 3 are not included in Basic Services unless so identified in the Agreement or Proposal, and they shall be paid for by the Owner as provided io die Agreement, io addition w die compensation for Basic Services. The services described under Sections 3.2 and a4 shall only ue provided if' authorized n/ confirmed i^ writing »/ the Owner. If services described Linder Contingent Additional Services in Section 3.3 are required due to circumstances beyond the Design Professional's control, the Design Professional shall notily the Owner in writing and shall not commence Such additional services until it receives written approval from the Owner m proceed. x the Owner inuiouvsiowriungmatm|mvmtvcmd`Cvmi^semxuuuiwmaumiu,^wrnmmvoireo.mvowxienrmfeoivnu shall have no obligation w provide those services. Owner will »vresponsible for compensating the Design Professional for Contingent Additional Services only if they are not required due m the negligence v, fault vr Design Professional. 3.2 ruoxucr REPRESENTATION BEYOND BASIC SERVICES 3.2.1 If more cmonoivo mpnomouio^ at the site than is described in suv,,uivx 2.6s is required, the Design pmoessiw.x| *hm| provide one or more pnojru Representatives m assist in carrying out such additional on-site responsibilities. 3.2.2 Project Representatives shall be selected, employed and directed by the Design Professional, and the Design Professional shall be compensated thereforas agreed by the Owner and Design Professional. 3-3 coNr/moaNTAoo/r/ommL,aumr/cEo 3-3.1 Making material revisions in Drawings, Specifications o, other documents when such revisions are: / inconsistent with approvals w instructions previously given ur the Owner, including revisions made necessary ox adjustments m the Owner's program o, Project uvuget-, z required by the enactment or revision ofcodes, laws or regulations subsequent to the preparation of such documents, or a due m changes required mv result vr the Owner's failure m render decision inu timely manner. 33.2 Providing services required because ol'oignificant changes in the ProJect including but not limited to, size, quality, complexity, mtheOwner's schedule, except for services required under Subsection z.5z 33.3 Preparing Drawings, Specifications and other documentation and supporting uatu, and providing other svmios in wxuectkm with Change Orders and Construction Change Directives. 3.3.4 Providing consultation concerning replacement of work damaged by fire or other cause during construction, and furnishing services required in connection with the replacement or,uoxwork. a-ss Providing services made necessary by the default of the Contractor, by major detects or deficiencies in the work ofthe Contractor, or by failure offierformance vf either the Owner v, Contractor Linder the Contract for Construction. 3-3.6 Providing services in evaluating an extensive number of claims submitted by the Contractor or others in connection with the work. s3.7rmvmina, services in connection with v public hearing, arbitration proceeding ^, legal proceeding except where the Design Professional i,party thereto. s:\m^te,iummonusomont\rucn\mo^,uFroacvotrau/s\5asV'curreot\5mo'pu^ Dunaway Design Evers Bridge mrmixo|uomffirm|essionu| Services Agreement 10-1 -14.doc EXHIBIT s�.8 Providing services io addition m those required »r Article z for preparing documents for alternate, separate *, sequential bids o, providing services in connection with bidding ", construction prior m the completion *mv Construction Documents Phase. 3.3» Notwithstanding anything contained in the Agreement, proposal or these General Conditions to the contrary, all services described in this Article 3 that are caused or necessitated in whole or in part due to the negligent act or omission ofthe Design Pro�ssional shall be perl'ormed by the Design Professional as a part ofthe Basic Services under the Agreement with no additioniii, compensation above and beyond the compensation due the Design Professional for the Basic Services, The intervening or concurrent negligence ofthe Owner shall not limit the Design Professional's obligations under this Subsection 3.3.9. 3.4 OPTIONAL ADDITIONAL SERVICES sm Providing financial feasibility m other special studies. �.2 Providing planning surveys, site evaluations m comparative studies apmpe*,xsites. 3.4.3 Providing special surveys, environmental studies and submissions required fior approvals ol'governmental authorities or others havingjurisdiction over the Project. n.*4 Providing services relative tv future facilities, systems and equipment. 3.4.5 Providing services to investigate existing conditions or facilities or to make measured drawings thereof. 3.4.6 Providing services to verify the accuracy ofdrawings or other information furnished by the Owner. 3.4.7 Providing coordination ofconstruction perfilmied by separate contractors or by the Owner's own forces and coordination ofservices required in connection with construction performed and equipment supplied or the Owner. 3.4o Providing detailed quantity surveys "r inventories ofmxte,iu. equipment and labor. 3.4.9 Providing analyses of^»*nuinu and maintenance costs. n�.m Making investigations, inventories vr materials vr equipment, vrvuuativoovouo^mi|'muppm/xv|sv/o.minofaum/ios. 3.4.12 Providing assistance in the utilization v/ equipment w systems such as testing, adjusting and balancing, preparation mr^peratiw and maintenance manuals, training personnel fo,vvonu/^nmuomintemmmunuum,vxmi000vnugnemuivn. 3.4.13 Providing interior design and similar services required for v,in connection with the selection, procurement o, installation or furniture, furnishings and related ,ou.rmcn/. s�./* Providing services other than mprovided in Section za4, after issuance m the Owner or the final Certificate lb' Payment and expiration mmvWarranty period ^/m* Contract »xConstruction. 3.4.15 Providing services o/umou|umts for other than architectural, civil, structural, mechanical and electrical engineering portions ofthe Project provided as a part of Basic Services. 3.4.16 rm,iuiog-^^, other services not otherwise inunmm in this Agreement or not customarily furnished in accordance with s"nem/|r accepted vmxxectum| nmuior. 3.4.17 Preparing a set of reproducible record drawings in addition to those required by Subsection 2.6.19, showing significant changes in the work made during mn- rtmui^o based oil marked-up rrinu.urawine0000thoruumfumiyheuormuCwuu`o'mmomco/snpmfessi"ual. 3.4.18 Not-withstanding- anything- contained in the Agreement, Proposal or these General Conditions to the contrary, all services described in this Article 3 that are caused or necessitated in whole or in part due to the negligent act or omission ofthe Design Professional shall be perfornied by the Design Professional as a part ofthe Basic Services under the Agreement with no additional compensation above and beyond the compensation due the Design Professional for the Basic Services. The intervening or concurrent negligence ofthe Owner shall not limit the Design Prolessional's obligations Linder this Subsection 3.4.18. ARTICLE OWNER'S RESPONSIBILITIES 4.1 The Owner shall consult with the Design Professional regarding requirements fur the Project, including (0 the Owner's objectives, (2) schedule and design constraints and criteria, including space requirements and relationships, flexibility, expendability, special equipment, systems and site requirements, as more speci- fically described in Subsection z.z.| 4.2 'File Owner shall establish and Update an overall budget for the Project, including file Construction Cost, the Owner's other costs and reasonable contingencies vymu tom|vr these costs. 4.3 If requested by the Design Professional, the Owner shall furnish evidence that financial arrangements have been made to fulfill the Owner's obligations under this xsre^omot. 4.4 The Owner shall designate ^ representative authorized m act on the Owner's behalf with respect m the Project. 'File Owner o, such authorized representative shall tender decisions in a timely mariner pertaining to documents submitted by the Design Professional in order to avoid unreasonable delay in the orderly and sequential progress or the Design Professional's services. *y Where applicable, the Owner shall finmim surveys describing physical characteristics, |oax/imitamvnouodmi|»/|omum,uxmooxomrm=Projut,mmavnum legal description "m`e site. 'File Surveys and legal information shall include, as applicable, grades and lines ofstrects, alleys, pavements and adjoin ing property and umumus: .dj^vom umi^»oo, risms-of-wux remrimmno, eascmvms, mmumm*ots, m^i,e deed restrictions. »ommnnes and momom wmu site: wcmoo,' dimensions and necessary data pertaining to existing buildings, other improvements and trem and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information oil the survey shall uc referenced mo project benchmark. o:nwxtuio/vuuuuuxrm^nupnCexomy,nFpsacvmnms\5mx-cunonum50-psx Dunaway Design Evers Bridge 8T,ui|vnmsmmpmfeomuoo| Services Agreement EXHIBIT 3 4.6 Where applicable, the Owner shall furnish the services of geotechnieal engineers when such services are requested by the Design Professional. Such services may include but are not limited to test borings, test pits, detcrninations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and re- sistivity tests, including necessary operations for anticipating sub -soil conditions, with reports and appropriate professional recommendations. 4.6.1 The Owner shall furnish the services of other consultants when such services are reasonably required by the scope of the Project and are requested by the Design Professional and are not retained by the Design Professional as part of its Basic Services or Additional Services. 4.7 When not a part of the Additional Services, the Owner shall furnish structural, mechanical, chemical, air and water pollution tests, tests of hazardous materials, and other laboratory and environmental tests, inspections and reports required by law or the Contract Documents. 4.8 The Owner shall furnish all legal, accounting and insurance counseling services as may be necessary at any time for the Project, including auditing services the Owner may require to verify the Contractor's Applications for Payment or to ascertain how or for what purposes the Contractor has used the money paid by or on behall'ofthe Owner. 4.9 The services, information, surveys and reports required by Owner under Sections 4.5 through 4.8 shall be furnished at the Owner's expense, and the Design Professional shall be entitled to rely upon the accuracy and completeness thereof in the absence of any negligence on the part of the Design Professional. 4.10 The Owner shall give prompt written notice to the Design Professional if the Owner becomes aware of any fault or defect in the Project or nonconformance with the Contract Documents. 4.11 Design Professional shall propose language for certificates or certifications to be requested of the Design Professional or Design Professional's consultants and shall submit such to the Owner for review and approval at least fourteen (14) days prior to execution. The Owner agrees not to request certifications that would require knowledge or services beyond the scope of the Agreement. ARTICLE, 5 CONSTRUCTION COST 5.1 CONSTRUCTION COST DEFINED 5.1.1 The Construction Cost shall be the total cost or estimated cost to the Owner of all elements of the Project designed or specified by the Design Professional. 51.2 The Construction Cost shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially provided for by the Design Professional, plus a reasonable allowance for the Contractor's overhead and profit. In addition, a reasonable allowance for con- tingencies shall be included for market conditions at the time of bidding and for changes in the work during construction. 513 Construction Cost does not include the compensation of the Design Professional and Design Professional's consultants, the costs of the land, rights- of-way, financing or other costs which are the responsibility of the Owner as provided in Article 4. 5.2 RESPONSIBILITY FOR CONSTRUCTION COST 5.2.1 Evaluations of the Owner's Project budget, preliminary estimates of Construction Cost and detailed estimates of Construction Cost prepared by the Design Professional represent the Design Professional's best judgment as a design professional familiar with the construction industry. It is recognized, however, that neither the Design Professional nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding or market conditions. Accordingly, the Design Professional cannot and does not warrant or represent that bids or cost proposals will not vary from the Owner's Project budget or from any estimate of Construction Cost or evaluation prepared or agreed to by the Design Professional. 5.2.2 No fixed limit of Construction Cost shall be established as a condition of the Agreement by the furnishing, proposal or establishment of a Project budget, unless such fixed limit has been agreed upon in writing and signed by the parties thereto. If such a fixed limit has been established, the Design Professional shall be permitted to include contingencies for design, bidding and price escalation, to deternime what materials, equipment, component systems and types of construction are to be included in the Contract Documents, to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids to adjust the Construction Cost to the fixed limit. Fixed limits, if any, shall be increased in the amount of an increase in the Contract Sum occurring after execution of the Contract for Construction. 5.2.3 If the Procurement Phase has not commenced within 90 days after the Design Professional submits the Construction Documents to the Owner, any Project budget or fixed limit of Construction Cost shall be adjusted to reflect changes in the general level of prices in the construction industry between the date of submission of the Construction Documents to the Owner and the date on which proposals are sought. ARTICLE 6 OWNERSHIP AND USE OF DOCUMENTS 6.1 The Drawings, Specifications and other documents prepared by the Design Professional for this Project are instruments of the Design Professional's service and shall become the property of the Owner upon termination or completion of the Agreement. The Design Professional is entitled to retain copies of all such documents. Such documents are intended only be applicable to this Project, and Owner's use of such documents in other projects shall be at Owner's sole risk and expense. In the event the Owner uses any of the information or materials developed pursuant to the Agreement in another project or for other purposes than are specified in the Agreement, the Design Professional is released from any and all liability relating to their use in that project 6.2 Submission or distribution of documents to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication in derogation of the Design Professional's reserved rights. ARTICLE 7 T'ERMINAT'ION, SUSPENSION OR ABANDONMENT 7.1 The Design Professional may terminate the Agreement upon not less than thirty days written notice should the Owner fail substantially to perform in accordance with the terms of the Agreement through no fault of the Design Professional. Owner may terminate the Agreement or any phase thereof with or without cause upon thirty (30) days prior written notice to the Design Professional. All work acrd labor being perforned under the Agreement shall cease immediately upon Design Professional's receipt of such notice. Before the end of the thirty (30) day period, Design Professional shall invoice the Owner for all work it satisfactorily performed prior to the receipt of such notice. No amount shall be due for lost or anticipated profits. All plans, field surveys, and other data related to the Project shall become property of the Owner upon termination of the S:AMaterials Management \PRCH \BIDS, RFPs & Contracts \5658 - Current \5658 -PSA Dunaway Design Evers Bridge & Trail \Old stuff\Professional Services Agreement 10- 1- 14.doe EXHIBIT 3 Agreement and shall be promptly delivered to the Owner in a reasonably organized form. Should Owner subsequently contract with a new Design Professional for continuation of services on the Project, Design Professional shall cooperate in providing information. 7.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Design Professional shall be compensated for services satisfactorily performed prior to notice of such suspension. When the Project is resumed, the Design Professional's compensation shall be equitably adjusted to provide for expenses incurred in the interruption and resumption ofthe Design Professional's services. 73 The Agreement may be terminated by the Owner upon not less than seven days written notice to the Design Professional in the event that the Project is pennanently abandoned. If the Project is abandoned by the Owner for more than 90 consecutive days, the Design Professional or the Owner may terminate the Agreement by giving written notice. 7.4 Failure of the Owner to make payments to the Design Professional for work satisfactorily completed in accordance with the Agreement shall be considered substantial non- performance and cause for termination. 7.5 If the Owner fails to make payment to Design Professional within thirty (30) days of receipt of a statement for services properly and satisfactorily performed, the Design Professional Wray, upon seven days written notice to the Owner, suspend performance of services under the Agreement. 7.6 In the event of termination not the fault of the Design Professional, the Design Professional shall be compensated for services properly and satisfactorily performed prior to termination. ARTICLE 8 PAYMENTS TO TILE DESIGN PROFESSIONAL 8.1 DIRECT PERSONNEL EXPENSE 8.1.1 Direct Personnel Expense is defined as the direct salaries of the Design Professional's personnel engaged on the Project and the portion of the cost of their mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave; holidays, vacations, pensions and similar contributions and benefits. 8.2 REIMBURSABLE EXPENSES 8.2.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Design Professional and Design Professional's employees and consultants in the interest of the Project, as identified in the following Clauses. 8.2.1.1 Expense of transportation in connection with the Project; expenses in connection with authorized out -of -town travel; long- distance communications; and fees paid for securing approval of authorities having jurisdiction over the Project. 8.2.1.2 Expense of reproductions (except the reproduction of the sets of documents referenced in Subsection 2.6.19), postage and handling of Drawings, Specifications and other documents. 8.2.13 If authorized in advance by the Owner, expense of overtime work requiring higher than regular rates. 8.2.1.4 Expense of renderings, models and mock -ups requested by the Owner. 8.2.1.5 Expense of computer -aided design and drafting equipment time when used in connection with the Project. 8.2.1.6 Other expenses that are approved in advance in writing by the Owner. 83 PAYMENTS ON ACCOUNT OF BASIC SERVICES 83.1 Payments for Basic Services shall be made monthly and, where applicable, shall be in proportion to services performed within each phase of service, on the basis set forth in Section 2 of the Agreement and the schedule of work. 8.3.2 If and to the extent that the time initially established in the Agreement is exceeded or extended through no fault of the Design Professional, compensation for any services rendered during the additional period of time shall be computed in the manner set forth in Section 2 of the Agreement. 8.3.3 When compensation is based on a percentage of Construction Cost and any portions of the Project are deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent services are perforated on those portions, in accordance with the schedule set forth in Section 2 of the Agreement based on (1) the lowest bona fide bid or (2) if no such bid or proposal is received, the most recent preliminary estimate of Construction Cost or detailed estimate of Construction Cost for such portions of the Project. 8.4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES 8.4.1 Payments on account of the Design Professional's Additional Services and for Reimbursable Expenses shall be made monthly within 30 days after the presentation to the Owner of the Design Professional's statement of services rendered or expenses incurred. 8.5 PAYMENTS WITIIIIELD No deductions shall be made from the Design Professional's compensation on account of penalty, liquidated damages or other sums withheld from payments to contractors, or on account of the cost of changes in the work other than those for which the Design Professional is responsible. 8.6 DESIGN PROFESSIONAL'S ACCOUNTING RECORDS Design Professional shall make available to Owner or Owner's authorized representative records of Reimbursable Expenses and expenses pertaining to Additional Services and services performed on the basis of a multiple of Direct Personnel Expense for inspection and copying during regular business hours for three years after the date of the final Certificate of Payment, or until any litigation related to the Project is final, whichever date is later. S:AMaterials Management \PRCIi \BIDs, RFPs & Contracts \5658 - Current \5658 -PSA Dunaway Design Evers Bridge & TraiEOld stuff \Professional Services Agreement 10- 1- 14.doc EXHIBIT 3 ARTICLE 9 INDEMNITY 9.1 The Design Professional shall indemnify and save and hold harmless the Owner and its officers, agents, and employees from and against any and all liability, claims, demands, damages, losses, and expenses, including, but not limited to court costs and reasonable attorney ices incurred by the Owner, and including, without limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of the Design Professional or its officers, shareholders, agents, or employees in the performance of the Agreement. 9.2 Nothing herein shall be construed to create a liability to any person who is not a party to the 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 the Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 10 INSURANCE During the performance of the Services under the Agreement, Design Professional shall maintain the following insurance with an insurance company licensed or authorized 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: 10.1 Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 for each occurrence and not less than $2,000,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $250,000 in the aggregate. 10.2 Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident, and with property damage limits ofnot less than $100,000 for each accident. 10.3 Worker's Compensation Insurance in accordance with statutory requirements, and Employers' Liability Insurance with limits of not less than $100,000 for each accident including occupational disease. 10.4 Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate. 10.5 The Design Professional shall furnish insurance certificates or insurance policies to the Owner evidencing insurance in compliance with this Article 10 at the time of the execution of the Agreement. The General Liability and Automobile Liability insurance policies shall name the Owner as an additional insured, the Workers' Compensation policy shall contain a waiver of subrogation in favor of the Owner, and each policy shall contain a provision that such insurance shall not be canceled or modified without thirty (30) days' prior written notice to Owner and Design Professional. In such event, the Design Professional shall, prior to the effective date of the change or cancellation, furnish Owner with substitute certificates of insurance meeting the requirements of this Article 10. ARTICLE 11 MISCELLANEOUS PROVISIONS 11.1 The Agreement shall be governed by the laws of the State of Texas. Venue of any suit or cause of action under the Agreement shall lie exclusively in Denton County, Texas, 11.2 The Owner and Design Professional, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. T'he Design Professional shall not assign its interests in the Agreement without the written consent of the Owner. 11.3 The term Agreement as used herein includes the executed Agreement, the Proposal, these General Conditions and other attachments referenced in Section 3 of the Agreement which together represent the entire and integrated agreement between the Owner and Design Professional and supersedes all prior negotiations, representations or agreements, either written or oral. The Agreement may be amended only by written instrument signed by both Owner and Design Professional. When interpreting the Agreement the executed Agreement, Proposal, these General Conditions and the other attachments referenced in Section 3 of the Agreement shall to the extent that is reasonably possible be read so as to harmonize the provisions. However, should the provisions of these documents be in conflict so that they can not be reasonably harmonized, such documents shall be given priority in the following order: 1. The executed Agreement 1 Attachments referenced in Section 3 of the Agreement other than the Proposal 3. These General Provisions 4. The Proposal 11.4 Nothing contained in the Agreement shall create a contractual relationship with or a cause of action in favor of a third parry against either the Owner or Design Professional. 11.5 Upon receipt of prior written approval of Owner, the Design Professional shall have the right to include representations of the design ofthe Project, including photographs of the exterior and interior, among the Design Professional's promotional and professional materials. The Design Professional's materials shall not include the Owner's confidential or proprietary infonnation if the Owner has previously advised the Design Professional in writing of the specific information considered by the Owner to be confi- dential or proprietary. The Owner shall provide professional credit for the Design Professional on the construction sign and in the promotional materials for the Project. 11.6 Approval by the Owner shall not constitute, nor be deemed a release of the responsibility and liability of the Design Professional, its employees, associates, agents, subcontractors, and subconsultants for the accuracy and competency of their designs or other work; nor shall such approval be deemed to be an assumption of such responsibility by the Owner for any defect in the design or other work prepared by the Design Professional, its employees, subcontractors, agents, and consultants. 11.7 All notices, communications, and reports required or permitted under the Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below signature block on the Agreement, certified mail, return receipt requested, unless otherwise specified herein. All notices shall be deemed effective upon receipt by the party to whom such notice is given,, or within three (3) days after mailing. 11.8 If any provision of the 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 the Agreement and shall not cause the remainder to be invalid or unenforceable_ In such event, the parties shall reform the 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. S:AMaterials Management\PRCH \BIDS, RFPs & Contracts\5658- Current \5658 -PSA Dunaway Design Evers Bridge & Trail \Old stuff\Professional Services Agreement 10- 1- 14.doc EXHIBIT 3 119 The Design Professional shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered hereunder as they may now read or hereinafter be amended during the term of this Agreement. 11.10 In performing the Services required hereunder, the Design Professional shall not discriminate against any person on the basis of race, color, religion-, sex, national origin or ancestry, age, or physical handicap. 11.11 The captions of the Agreement are for informational purposes only, and shall not in anyway affect the substantive terms or conditions of the Agreement. S:\Materials ManagemenAPROJUDs, RFPs & Coiitracts\5658-CLirreiit\5658-PSA Dunaway Design Evers Bridge & Trail\Old stufINProlessional Services Agreement 10-1 -14.doc EXHIBIT 3 Attachment A IV. ADDITIONAL SERVICES Additional services, not included in this Scope of Services, will be negotiated with the City as necessary. Compensation will be based upon either a mutually agreed lump sum fee or on an hourly basis. VII. ASSUMPTIONS A. The City has designated a construction budget of approximately $1,155,773 for the trail improvements. Should this construction budget increase or decrease, or should the City request a substantial number of alternate bid items be included in the construction dOCUment package, DunaNN/ay and the City will reevaluate this Scope of Services and determine the basis of compensation in accordance with revisions to the design services. This Scope of Services is based upon the following program summary as identified by the City in the "Transportation Frihancement Program Nomination Form ", from November 2012: • 12 -foot wide Trail, 6 inches thick - $755,879 • 8 -foot wide Trail, 5 inches thick - $57,494 • McCamy Evers Bridge - $1 00,000 • County Truss Bridge - $65,000 • Demolition and Removal of Existing 4 -foot and 5 -foot wide sidewalks • Hawk Signal at Hwy 77 and Nicosia - $125,000 B. The City will provide as expeditiously as possible all base information, which it currently has in its possession, necessary to complete this Scope of Services described herein. This Scope of Services does not include any boundary survey work, or platting. Should additional information be needed by Dunaway, the City will provide this information to Dunaway. All information provided by the City is assumed to be accurate and complete, unless indicated otherwise by the City. Any information required to complete this Scope of Services that cannot be readily provided by the City will remain the responsibility of the City. All such information shall be provided to Du iaway and any costs associated with acquisition of information will be borne by the City. C. This Scope of Services does not include any services for geotechnieal engineering evaluations or soils testing. D. It is anticipated that the City would handle any required comrmmication and coordination with local and regional agencies such as the North Central Texas Council ol'Governments (NCTCOG), Texas Department of `Transportation (TXDOT), utility districts, private utility providers, etc. EXHIBIT 3 Attachment A E. This Scope of Services does not include any scrvices associated with preparing an Environmental impact Statement or Environmental Assessment. F. This Scope of Services does not include any water agency reviews or regulatory permitting with such agencies as the U.S. Army Corps of Engineers, I'EMA, TCEQ, etc. G. No public meetings and /or presentations will be provided within this Scope of Services. Additionally, no presentation exhibits, 3D graphics, marketing materials, or animations will be provided. H. All administration of the construction contract and coordination with the Contractor will be the responsibility of the City. 1. All printing costs for multiple sets of construction plans and technical specifications /contract document books will be the responsibility of the City. .1, The City will pay for all required governmental processing fees, public notice advertising costs, and TDLR fees. K. It is anticipated that the trail design will be prepared as one bid package. If additional bid packages are required by the City for phasing breakouts, Dunaway will re- evaluate this Scope of Services to address additional fees not covered in this Scope of Services. L. It is assumed that the contractor will be responsible for producing all as -built drawings required for this project. VIII. COST ESTIMATES Any cost estimates provided by Dunaway will be on the basis of experience and judgment, but since it has no control over market conditions of bidding procedures, Dunaway cannot warrant that bids or ultimate construction costs will not vary from these cost estimates. However, Dunaway acknowledges that the City is relying on the cost estimates provided by Dunaway and expects minimal variation from the cost estimates provided. EXHIBIT 3 DUNAWAY ATTACHMENT B EVERS PARK BRIDGE & TRAIL PROJECT Denton, Texas Estimated Project Schedule October 2, 2014 Scope/Task Item Delivery Date A. Data Collection & Topographic Survey Dec. 12,2014 B. Environmental Services Nov. '14 —Jan. '15 C. Preliminary Design Feb. 3, 2015 * City review of Preliminary Design TBD D. Design Development May 5, 2015 * City review of DD submittal & meeting with Dunaway TBD E. Final Construction Documents Sept. 8, 2015 * City review of CD submittal & meeting with Dunaway TBD F. Bid Phase Oct. — Nov. 2015 * City responsible for bid phase schedule, bid opening, award of contract, etc. G. Construction Phase Begin Dec. 2015 * City responsible for day-to-day administration of the construction contract *Schedule of activities is contingent upon timeliness of City to provide base information, scheduling of City reviews, timing of TXDOT review & approvals, etc. EXHIBIT 3 ATTACHMENT C CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a Date Received person who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. Name of person who has a business relationship with local governmental entity. I F- 2] ❑ Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7 1h business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) Name of local government officer with whom filer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? = E-1 No Yes 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? = Yes = 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? = = No Yes D. Describe each affiliation or business relationship. Signature of person doing business with the governmental entity Date Adooted 06/29/2007 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0633, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance of the City of Denton Texas, authorizing the City Manager to execute the "Third Amendment to Professional Services Agreement" for further engineering services to be utilized in the preparation, development and submittal of a Texas Commission on Environmental Quality (TCEQ) permit application for lateral expansion and associated services pertaining to the City of Denton Landfill (Municipal Solid Waste (MSW) Permit 41590A); authorizing the expenditure of additional funds therefor in an amount not -to- exceed $248,250; providing an effective date (File 4683 -CP &Y, Inc. aggregating an amount not -to- exceed $1,340,530). The Public Utilities Board recommends approval (5 -0). FILE INFORMATION This agreement is for additional professional services regarding the Texas Commission on Environmental Quality (TCEQ) permitting associated with landfill lateral expansion (MSW Permit 41590A). The original contract for Task lwas approved on April 25, 2011 in the amount of $70,000. Amendment One for Tasks 2 -4, was approved on September 6, 2011 in the amount of $865,880. Amendment Two was approved on February 18, 2014 in the amount of $156,400. A detailed description of the services for the Third Amendment in the amount of $258,250 is included in the attached Public Utilities Board Agenda Information Sheet (Exhibit 1). PRIOR ACTIONNIEW (COUNCIL, BOARDS, COMMISSIONS) On October 13, 2014, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. RECOMMENDATION Approve the Third Amendment to a Professional Services Agreement with CP &Y, Inc. in the amount of $248,250 for a total contract amount not -to- exceed $1,340,530. PRINCIPAL PLACE OF BUSINESS CP &Y, Inc. Dallas, TX City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0633, Version: 1 ESTIMATED SCHEDULE OF PROJECT This is a multi -year project that will take two to five years to complete. FISCAL INFORMATION The professional services will be funded from Capital Improvement Project fund account 6605 605 95.13 60.21100. EXHIBITS Exhibit l: Public Utilities Board Agenda Information Sheet without Exhibits Exhibit 2: Public Utilities Board Draft Minutes Exhibit 3: Ordinance Exhibit 4: Third Amendment Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, Contact: Vance Kemler at 349 -8844. City of Denton Page 2 of 2 Printed on 10/16/2014 EXHIBIT 1 PUBLIC UTILITIES BOARD AGENDA ITEM # 5 AGENDA INFORMATION SHEET AGENDA DATE: October 13, 2014 DEPARTMENT: Solid Waste ACM: Jon Fortune, 349 -8585 9 SUBJECT An ordinance by the City of Denton Texas, authorizing the City Manager to execute the "Third 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 in an amount not -to- exceed $248,250; and providing an effective date. (File No. 4683 — CP &Y aggregating a not -to- exceed total of $1,340,530). BACKGROUND The City of Denton relocated its landfill operations from the Mosley Road site in Crossroads, Texas to the current location in 1984. The 1984 site was 32 acres. The Environmental Protection Agency (EPA) implemented improved design and operating rules for municipal solid waste landfills receiving waste after October 9, 1991 that were more protective of the environment. The State of Texas developed its revisions to their Solid Waste Disposal Act to meet the EPA's requirements and all facilities in Texas were required to upgrade their facilities and operating permits to meet those new rules. The City of Denton expanded its facility to include 252 acres, containing 152 acres for landfill disposal, and received its new Municipal Solid Waste (MSW) Facility permit in 1997. The City Council has set goals for the Solid Waste Department that include maintaining a minimum of 50 years of service, processing, storage and disposal capacity. Additionally, the City Council has set a waste diversion recycling goal of 40 %. In order to achieve these long -term strategic planning goals the MSW Facility TCEQ Permit must be amended to provide for adequate processing, treatment, and disposal capacity in its integrated solid waste management system. The Facility expansion planning process began in 2008. In 2009 a feasibility study was completed, followed up with the initial phase of the planning and design of the MSW Facility which involved geotechnical investigations of the proposed site, surveying, engineering design, traffic studies, environmental studies and local permitting. Additional work efforts and services beyond the scope of the existing professional services agreement are briefly listed below and further detailed within Exhibit 44, requiring the requested additional professional services funding of $248,250. The tasks requested for development include; 1) Permit Boundary Modification 2) Geology and Groundwater Analysis 3) TCEQ Submittal and Review Process. EXHIBIT 1 The permitting and amendment process is a multi -year process involving design, public input and multiple regulatory agencies involvement on technical and administrative issues. The permit amendment will consolidate the many minor permit modifications issued over the last 14 years, will be based on the latest State of Texas major MSW rule changes of 2006, and will accommodate the incorporation of newer industry technologies, and will address potential end uses of the closed landfill disposal areas. The City has Professional Service Agreements (PSAs) with the two lead consultants for this project: Lloyd Gosselink, Attorneys -at -Law to provide the legal consulting services and CP &Y to provide the engineering consulting services on this project. The original, first and second amended PSAs, with CP &Y, for development and submittal of the City's amended permit application to the Texas Commission of Environmental Quality (TCEQ) were awarded by the City Council in April 2011, September 2011, and February 2014. Task 3 of the Third Amendment to the PSA is the `TCEQ Submittal and Review Process', funded at $170,000. Following the submittal of the Permit Amendment to the TCEQ, they will conduct the administrative and technical reviews. It's expected that meetings with the TCEQ will be required between the project team and the TCEQ staff to clarify questions related to the permit submittal. The number and complexity of Notice of Deficiencies (NODS) the Department receives will determine the length of involvement and complexity in completing this task. Once all NODS are remedied and acceptable to the TCEQ, they will issue a notice that the Permit Amendment is `Technically Complete'. Task 3 is projected to continue through September 2016. OPTIONS The PUB may approve the requested professional services be provided by CP &Y, or they may reject staff's recommendation for the provision of these professional services for the development of the Municipal Solid Waste Facility Permit amendment. RECOMMENDATION The City staff recommends the PUB approve Professional Services Amendment 43, which will provide for necessary professional services as detailed within Exhibit 44, and will move the process forward toward the document review process, which ultimately will allow the City of Denton to provide expanded processing, storage, and disposal capacity, and a more comprehensive Municipal Solid Waste Facility permit. PRIOR ACTION /REVIEW (Council, Boards, Commissions) The original PSA with CP &Y, and Amendment 41, were recommended by the PUB, and approved by the City Council during late fiscal year 2011. PSA Amendment 42 was recommended by the PUB and approved by the City Council in FY 2014. DATE SCHEDULED FOR COUNCIL APPROVAL October 2014 EXHIBIT 1 FISCAL INFORMATION The Professional Services Agreement Amendment 43, with CP &Y, will be funded from Solid Waste job cost account 4 660560 in the amount of $248,250. With the addition of the Amendment 43 Professional Services, the CP &Y Professional Services contract will total $1,340,530. EXHIBITS 1. Professional Services Agreement - Landfill Permit 2. First Amendment to PSA— Landfill Permit (Amendment 41) 3. Second Amendment to PSA — Landfill Permit (Amendment 42) 4. Scope of Services for Third Amendment to PSA — Landfill Permit (Amendment 43) Respectfully submitted: Vance Kemler General Manager, Solid Waste & Recycling Services Prepared by, S. Lebsack Development Manager, Solid Waste & Recycling Services EXHIBIT 2 DRAFT MINUTES PUBLIC UTILITIES BOARD October 13, 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, October 13, 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, Vice Chair Billy Cheek, Secretary Randy Robinson, Barbara Russell and Charles Jackson Ex Officio Members: Howard Martin, ACM Utilities Absent: Phil Gallivan, Lilia Bynum and George Campbell City Manager OPEN MEETING: CONSENT AGENDA: 5. Consider a recommendation for the adoption of an ordinance by the City of Denton Texas, authorizing the City Manager to execute the "Third 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 in an amount not -to- exceed $248,250; and providing an effective date. (File No. 4683 — CP &Y aggregating a not -to- exceed total of $1,340,530). Motion was made to approve item 5 by Board Member Robinson with the second by Board Member Russell. The vote was 5 -0 approved. Adjournment 10:05 a.m. EXHIBIT 3 ORDINANCE NO. 2014- AN ORDINANCE OF THE CITY OF DENTON TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE THE "THIRD AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT" FOR FURTHER ENGINEERING SERVICES TO BE UTILIZED IN THE PREPARATION, DEVELOPMENT AND SUBMITTAL OF A TEXAS COMMISSION ON ENVIRONMENTAL QUALITY (TCEQ) PERMIT APPLICATION FOR LATERAL EXPANSION AND ASSOCIATED SERVICES PERTAINING TO THE CITY OF DENTON LANDFILL (MUNICIPAL SOLID WASTE (MSW) PERMIT 41590A); AUTHORIZING THE EXPENDITURE OF ADDITIONAL FUNDS THEREFOR IN AN AMOUNT NOT -TO- EXCEED $248,250; AND PROVIDING AN EFFECTIVE DATE (FILE 4683 —CP &Y, INC. AGGREGATING AN AMOUNT NOT -TO- EXCEED $1,340,530). WHEREAS, on April 25, 2011, the City awarded a Professional Services Agreement for Architect or Engineering Services (hereafter the "Agreement ") to CP &Y, Inc., Dallas, Texas, in the amount of $70,000 for professional engineering services regarding the preliminary activities regarding the future amendment of the landfill permit for the City of Denton Landfill facility (MSW No. 1590A); said Agreement was approved by the City Manager in accordance with his delegated authority; and WHEREAS, on September 6, 2011, by Ordinance No. 2011 -140, the Council awarded an amended Professional Services Agreement for Architect or Engineering Services to CP &Y(hereafter the "First Amendment ") in the further amount of $865,880 aggregating a not -to- exceed amount of $935,880 for additional services to be rendered on the Landfill Project and to the Solid Waste Department of the City; and WHEREAS, on February 18, 2014, by Ordinance No. 2014 -050, the Council awarded an amended Professional Services Agreement for Architect or Engineering Services to CP &Y (hereafter the "Second Amendment ") in the further amount of $156,400 aggregating a not -to- exceed amount of $1,092,280 for additional services to be rendered on the Landfill Project and to the Solid Waste Department of the City; and WHEREAS, there appears to the Council that further professional services must be completed in order to move the Landfill Project forward to completion; and Staff having recommended, the Public Utilities Board having approved, and the City Manager having recommended to the Council that the "Third Amendment to Professional Services Agreement with CP &Y, Inc." (hereafter the "Third Amendment ") be authorized to amend such Agreements, with respect to the scope of work and an increase in the payment amount by $248,250; and said fees under the proposed Third Amendment are fair and reasonable, and are consistent with and not higher than the recommended practices and fees published by the professional associations applicable to the provider's profession; and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: EXHIBIT 3 SECTION 1. The City Manager is hereby authorized to enter into the "Third Amendment to Professional Services Agreement" with CP &Y, Inc. (the "Third Amendment "), in substantially the form that is attached hereto as Exhibit "A" and incorporated herewith by reference, which increases the amount of the engagement by and between the City of Denton, Texas and CP &Y, Inc., which Agreement is on file in the office of the Purchasing Agent, in the additional amount of $248,250, which amount is hereby approved; and the expenditure of funds therefor is hereby authorized in accordance with said Third Amendment. The total purchase order amount therefore increases to the amount of not -to- exceed $1,340,530. SECTION 2. The City Council of the City of Denton, Texas hereby expressly delegates the authority to expend funds and to take any actions that may be required or permitted to be performed by the City of Denton, Texas under File 4683, to the City Manager of the City of Denton, Texas, or his designee. SECTION 3. The recitations and statements contained in the preamble hereto are incorporated herewith as a part of this Ordinance for all purposes. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY By: _ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY _ A By. EXHIBIT 4 STATE OF TEXAS § § COUNTY OF DENTON § THIRD AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT 4683 THIS AGREEMENT is made and entered into as of the day of m m mmmm , 2014, by and between the City of Denton, Texas, a Texas Municipal Corporation, with its principal offices at 215 East McKinney Street, Denton, Texas 76201 (hereinafter "OWNER ") and CP &Y, Inc., a Corporation, with its offices at 1820 Regal Row, Suite 200, Dallas, Texas 75235 (hereinafter "CONSULTANT "); the parties acting herein, by and through their duly- authorized officers and representatives. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually AGREE as follows: ARTICLE I PREVIOUS ENGAGEMENTS OF CONSULTANT'S FIRM ON THIS PROJECT OWNER has previously engaged CONSULTANT on April 25, 2011 to perform professional engineering services for OWNER relating to OWNER'S Landfill (MSW 1590A) by a "Professional Services Agreement for Architect or Engineering Services" (hereafter the "Agreement ") in the amount of not -to- exceed $70,000, which was approved within the delegated authority of the City Manager; and OWNER subsequently engaged CONSULTANT on September 6, 2011 to perform further professional engineering services incident to permitting of its Landfill and other professional engineering services, which was provided for in the "amended "Professional Services Agreement" (hereafter the "First Amendment "), which was approved by the OWNER'S Council by Ordinance No. 2011 -140, for an additional not -to- exceed amount of $865,880, aggregating a not -to- exceed amount of $935,880; and OWNER subsequently engaged CONSULTANT on February 18 , 2014 to perform further professional engineering services incident to permitting of its Landfill and other professional engineering services, which was provided for in the "amended "Professional Services Agreement" (hereafter the "Second Amendment "), which was approved by the OWNER'S Council by Ordinance No. 2014 -050, for an additional not -to- exceed amount of $156,400, aggregating a not - to- exceed amount of $1,092,280; and In order to obtain the necessary regulatory permitting from the Texas Commission on Environmental Quality ( "TCEQ "), OWNER must necessarily engage CONSULTANT to provide for additional engineering services related to the OWNER'S Landfill Project regarding TCEQ MSW permit amendment for lateral expansion, and that CONSULTANT has provided OWNER's representative with a proposal providing that an additional $248,250 in professional engineering fees is necessary in order to complete this project, referenced in Article I below. ARTICLE II PSA 4683 EXHIBIT 4 ENGAGEMENT OF PROFESSIONAL ENGINEERING FIRM This Agreement is for the purpose of retaining the professional engineers and their support personnel of CP &Y, Inc. to perform engineering services regarding: (l) the permit boundary modification; (2) additional geology and groundwater analysis (3) TCEQ submittal and review process (hereinafter collectively referred to as the "Project "). CONSULTANT agrees to perform the services herein in connection with the Project as stated in the Articles to follow, with diligence and in accordance with the professional standards customarily obtained for such services in the State of Texas. The professional services set forth herein are in connection with the following: ARTICLE III SCOPE OF SERVICES The CONSULTANT shall perform the following services in a professional manner: A. To perform all those services and tasks as set forth in CONSULTANT'S three (3) page written proposal issued on August 20, 2014, provided to Vance Kemler, General Manager of the City Solid Waste Department, a department of OWNER, which proposal is attached hereto and incorporated herewith by reference as Exhibit `B." B. If there is any conflict between the terms of this Agreement and the Exhibits attached to this Agreement, the specific terms and conditions of the proposal shall control over the general terms and conditions of this Agreement. ARTICLE IV PERIOD OF SERVICE This Agreement shall become effective upon execution by the OWNER and the CONSULTANT and upon the issuance of a notice to proceed by the OWNER. It shall remain in force for the period that may reasonably be required for the completion of the Project, and any required extensions approved by the OWNER; or until the monetary consideration expressed herein is wholly exhausted, whichever event shall first occur. This Agreement may be sooner terminated in accordance with the provisions hereof. Time is of the essence in this Agreement. The CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expediently as possible and to meet the schedules established by the OWNER, acting through its General Manager of Solid Waste. ARTICLE V COMPENSATION A. COMPENSATION TERMS: "Direct Non -Labor Expense" is defined as that expense, based upon actual cost, for any expense reasonably incurred by the CONSULTANT in the performance of this Agreement and other incidental reasonable expenses incurred in connection with the Project. Provided however, any reasonable sub - consultant billings reasonably incurred by CONSULTANT in connection with the Project shall be invoiced to OWNER at those billings cost plus up to an additional ten (10 %) percent. PSA 4683 2 EXHIBIT 4 B. BILLING AND PAYMENT: For and in consideration of the professional services and related expenses to be performed by the CONSULTANT herein, the OWNER agrees to pay CONSULTANT based upon the rates set forth in Exhibit "A" which is attached hereto and incorporated by reference herewith; a total fee, not -to- exceed $248,250. When aggregated with the Agreement and the First and Second Amendment, the not -to- exceed amount shall equal $1,340,530. Partial payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the OWNER through its General Manager of Solid Waste, or his designees; however, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered. Nothing contained in this Article shall require the OWNER to pay for any work which is unsatisfactory as reasonably determined by the General Manager of Solid Waste, or which is not submitted to the OWNER in compliance with the terms of this Agreement. The OWNER shall not be required to make any payments to the CONSULTANT when the CONSULTANT is in default under this Agreement. It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the OWNER for any charge, expense or reimbursement above the maximum not -to- exceed fee as stated hereinabove. C. PAYMENT If the OWNER fails to make payments due the CONSULTANT for services and expenses within thirty (30) days after receipt of the CONSULTANT'S undisputed statement thereof, the amounts due the CONSULTANT will be increased by the rate of interest then provided and applicable under the Texas Prompt Payment Act from and after the said thirtieth (30th) day after the OWNER's receipt of invoice; and in addition, the CONSULTANT may, after giving ten (10) days' written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full for all amounts then due and owing, and not disputed by OWNER for services, expenses and charges. Provided, however, nothing herein shall require the OWNER to pay the amount of the billing invoice of CONSULTANT, with such notice provided to CONSULTANT within fifteen (15) days after receipt of the invoice, that the work is unsatisfactory, in accordance with Article V of this Agreement. ARTICLE VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of the CONSULTANT or any of its subcontractors or subconsultants. PSA 4683 3 EXHIBIT 4 ARTICLE VII OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the CONSULTANT (and CONSULTANT's subcontractors or subconsultants, if any) pursuant to this Agreement are instruments of service and shall become the property of the OWNER upon the termination of this Agreement. The CONSULTANT is entitled to retain copies of all such documents. The documents prepared and furnished by the CONSULTANT are intended only to be applicable to this Project and OWNER'S use of these documents in other projects shall be at OWNER'S sole risk and expense. In the event the OWNER uses the Agreement in another project or for other purposes than specified herein any of the information or materials developed pursuant to this agreement, CONSULTANT is released from any and all liability relating to their use in that project. ARTICLE VIII INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER. CONSULTANT shall not have or claim any right arising from employee status. ARTICLE E IX INDEMNITY AGREEMENT The CONSULTANT shall indemnify and save and hold harmless the OWNER and its officials, officers, agents, attorneys and employees from and against any and all liability, claims, demands, damages, losses and expenses, including but not limited to court costs and reasonable attorney fees incurred by the OWNER, and including without limitation damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of the CONSULTANT or its officers, shareholders, agents, attorneys and 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 party's 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 X INSURANCE During the performance of the Services under this Agreement, CONSULTANT 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; please reference Exhibit "A" hereto, for the said insurance requirements. PSA 4683 4 EXHIBIT 4 The parties may agree to settle any disputes under this Agreement by submitting the dispute to arbitration or other means of alternate dispute resolution such as mediation. No arbitration or alternate dispute resolution arising out of or relating to, this Agreement involving one party's disagreement may include the other party to the disagreement without the other's approval. ARTICLE XII TERMINATION OF AGREEMENT A. Notwithstanding any other provision of this Agreement, either party may terminate this Agreement by providing thirty -(30) day's advance written notice to the other party. B.. This Agreement may be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement. No such termination will be effected unless the other party is given (l) written notice (delivered by certified mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the nonperformance or other reason(s), and not less than (30) calendar days to cure the failure; and (2) an opportunity for consultation with the terminating party prior to termination. C. If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services and shall render a final bill for services to the OWNER within thirty (30) days after the date of termination. The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed, and for reimbursable expenses prior to notice of termination being received by CONSULTANT, in accordance with Article IV of this Agreement. Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in providing information to the OWNER and the new consultant. The CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of termination but may maintain copies of such documents for its files. CONSULTANT agrees that it shall also fully comply with any and all written requests received from the OWNER, through its Director of Solid Waste, to maintain confidentiality respecting certain designated records, documents, and other written materials related to the Project, which the OWNER reasonably determines is competitively sensitive, and would likely cause damage to the OWNER if disclosed to the public or to any other person, party, or entity. ARTICLE XIII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval of the work by the OWNER shall not constitute nor be deemed a release of the responsibility and liability of the CONSULTANT, its officers, employees, agents, subcontractors, and sub - consultants for the accuracy and competency of their work performed pursuant to this Agreement; nor shall such approval by the OWNER be deemed as an assumption of such responsibility by the OWNER for any defect in the design or other work prepared by the CONSULTANT, its officers, employees, agents, subcontractors, and sub - consultants. PSA 4683 5 EXHIBIT 4 ARTICLE XIV 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 at the addresses shown below, by means of U. S. Mail, postage prepaid, certified mail, return receipt requested, unless otherwise specified herein. To CONSULTANT: CP &Y, Inc. Attn: Frank E. Pugsley, P.E., MOLO 1820 Regal Row, Suite 200 Dallas, Texas 75235 Telephone: (214) 638 -0500 To OWNER: City of Denton, Texas Attn: City Manager Denton City Hall 215 East McKinney Street Denton, Texas 76201 Telephone: (940) 349 -8407 and City of Denton, Texas General Manager Solid Waste Department 1527 South Mayhill Road, Denton, Texas 76208 Telephone: (940) 349 -8044 All notices under this Agreement shall be effective upon their actual receipt by the party to whom such notice is given. ARTICLE XV ENTIRE AGREEMENT This Agreement, consisting of nine (9) pages and two (2) exhibits, 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 understandings, and agreements which may have been made in connection with the subject matter of this Agreement. ARTICLE XVI 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 the extent reasonably possible, to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the original intentions of the parties respecting any such stricken provision. PSA 4683 6 EXHIBIT 4 ARTICLE XVII COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, local laws, rules, regulations, and ordinances applicable to the work performed by CONSULTANT hereunder, as they may now read or as they may hereafter be amended. ARTICLE XVIII DISCRIMINATION PROHIBITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. ARTICLE„ XIX PERSONNEL A. The CONSULTANT 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, nor have any contractual relations with the OWNER. CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term of this Agreement. B. All services required hereunder will be performed by the CONSULTANT or under its direct supervision. All personnel engaged in performing the work provided for in this Agreement, shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. ARTICLE XX ASSIGNABILITY The CONSULTANT 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 OWNER. CONSULTANT shall promptly notify OWNER, in writing, of any change of its name as well as of any material change in its corporate structure, its location, and/or its operations. ARTICLE XXI MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith. 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, unless such waiver or modification is in writing, duly executed. The parties further agree that the provisions of this Article will not be waived unless as herein set forth. PSA 4683 EXHIBIT 4 ARTICLE XXII MISCELLANEOUS A. The following Exhibits is attached to and made a part of this Agreement: I . Exhibit "A" - -- Insurance Requirements of the City of Denton, Texas 1 Exhibit `B" - -- CONSULTANT'S proposal contained in letter dated August 20, 2014 to Vance Kemler, General Manager of Solid Waste, City of Denton, Texas OWNER shall have the right to audit and make copies of the books, records and computations pertaining to this Agreement. The CONSULTANT 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 ten (10) business days of written request. Further, the CONSULTANT 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 OWNER similar access to those documents. All books and records will be made available within a fifty (50) mile radius of the City of Denton. The cost of the audit will be borne by the OWNER unless the audit reveals an overpayment of 2% or greater. If an overpayment of 2% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONSULTANT which must be payable within fifteen (15) business days of CONSULTANT'S receipt of the OWNER'S invoice. Failure to comply with the provisions of this section shall be a material breach of this Agreement and shall constitute, in the OWNER'S 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. C. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. D. For the purpose of this Agreement, the key person who will serve as Project Manager respecting this engagement is Frank E. Pugsley, P.E. However, nothing herein shall limit CONSULTANT from using other qualified and competent engineers, consultants and administrative support personnel of their firm to perform the services required herein. E. CONSULTANT shall commence, carry on, and complete its work on the Project with all applicable dispatch, and in a sound, economical, efficient manner, and in accordance with the provisions hereof. In accomplishing the Project, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER. PSA 4683 8 EXHIBIT 4 F. The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's disposal all available information pertinent to the Project, including previous reports, any other data relative to the Project and arranging for the access to, and make all provisions for the CONSULTANT to enter in or upon, public and private property as required for the CONSULTANT to perform professional services under this Agreement. G. 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 WHEREOF, the City of Denton, Texas has executed this Agreement in four (4) original counterparts, by and through its duly- authorized officials; and CONSULTANT has executed this Agreement by and through its duly - authorized undersigned officer, on this the day of _ . 2014. "OWNER" CITY OF DENTON, TEXAS A Texas Municipal Corporation ATTEST: JENNIFER WALTERS, CITY SECRETARY LOW APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 7 ATTES 1��' GEORGE C. CAMPBELL, CITY MANAGER "CONSULTANT" CP &Y, INC. A Corporation By: .. Authorized Agent PSA 4683 9 EXHIBIT 4 Exhibit A CITY OF DENTON INSURANCE REQUIREMENTS FOR CON SU LTANTS /CONTRACTORS The Consultant's attention is directed to the insurance requirements below. It is highly recommended that Consultant confer with their respective insurance carriers or brokers to determine in advance of'its proposal or bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. Upon award, all insurance requirements shall become contractual obligations, which the successful Consultant 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 Consultant /Contractor, the Consultant /Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of award, Consultant /Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the proposal /bid number and title of the project. Consultant /Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Consultants /Contractors are strongly advised to make such requests prior to proposal /bid opening, since the insurance requirements may not be modified or waived after proposal /bid opening unless a written exception has been submitted with the proposal /bid. Consultant /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 proposal or bid. 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 Consultant /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. PSA 4683 10 EXHIBIT 4 • 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 made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: 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 form, Consultant /Contractor shall maintain such coverage continuously throughout the term 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 Consultant /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. PSA 4683 11 EXHIBIT 4 SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: policies All insurance qf this Contract shall additionall C0777ply with thefiollowing niarked specifications, and shall be ;ei in compliance longer, these additional spec�fications throughout the duration qf the Contract, or [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 $500,000.00 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: PSA 4683 12 EXHIBIT 4 • any auto, or • all owned, hired and non -owned autos. [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 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC l 10.110 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. [X] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 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. [_] 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, PSA 4683 13 EXHIBIT 4 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. [_] 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. PSA 4683 14 EXHIBIT 4 ATTACHMENT 1 [_] Worker's 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 governmental 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: PSA 4683 15 EXHIBIT 4 I ) 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, informing 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. I. 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 PSA 4683 16 EXHIBIT 4 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; 5) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6) 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. J. 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. PSA 4683 17 IIIII EXHIBIT 4 C I I&Y, IIIIIII Partners for a Better Quality of Life August 20, 2014 Mr. Vance Kemler Manager, Solid Waste Department City of Denton 1527 S, Mayhill Rd. Denton, TX 76208 Re: City of Denton Landfill TCEQ MSW Permit Amendment for Lateral Expansion Contract Amendment No Dear Mr. Kemler: CP &Y, Inc. (CP &Y) is respectfully submits the following proposal for additional engineering services (Amendment No. 3) related to the City's Landfill Permit Amendment project, currently in progress. These additional services are a result of various conceptual changes to the development plan, additional surface water analysis, additional sub - consultant activities related to geology and groundwater analysis, and anticipated review discussions, meetings and submittals to TCEQ to answer questions and provide clarifications during the formal TCEQ review process. Amendment No. 1 presented the originally Permit Preparation Tasks, building upon the Conceptual Study, and Amendment No. 2 included additions to the Permit Amendment. Scope of Services The following Scope of Services addresses the work tasks associated with their respective portions of the project. Landfill Permit Amendment - The purpose of this series of Tasks is to complete the application and seek approval for a Permit Amendment to the current City of Denton Landfill Permit. This Amendment will include solid waste processing and disposal operations on the City owned property adjacent to the areas currently permitted for disposal operations. The Application will consist of Parts I -IV as defined in TCEQ Chapter 330 Regulations, TAC 330.57. 1. Permit Boundary Modification — Additional Fee: $10,000 The proposed western Permit Boundary has been modified (relocated further to the east) due to property ownership and zoning of property adjacent to the proposed relocation of Mayfield Road, as identified by the land use consultant. This change will require that the landfill drainage plan for Units 1 & 2 be redesigned, and reconfigured. Perimeter infrastructure will be relocated appropriately. All prepared permit figures depicting these elements will be revised. Deliverable: Revised drainage design and permit figures. Schedule: Task to be completed by September 30, 2014 1820 Regal Row, Suite 200 Dallas, Texas 75235 P5A 4683 214.638.0500 - 214.638.3723 fax 8 www.cpyi.com EXHIBIT 4 8/20/2014 Mr. Vance Kemler Page 2 of 3 ic(at3 rra j Geo)o lcl_Cbar�undw �te� naly`,k, ....Adc itional...l`ce .68 250 Modify the Geology Report (Attachment D) and the Groundwater Sampling and Analysis Plan (Attachment E). Modifications to Attachment D will include a survey of oil /gas wells, evaluation of the in -place piezometers and monitor wells, definition of the hydrogeological unit thickness and characteristics, groundwater flow direction and velocity, revision of boring log cross - sections, development of a contour map of the top of the Grayson Marl, and preparation of potentiometric Surface Maps of the groundwater zones on the site. Modifications to Attachment E will include a discussion of the Site Hydrogeology, evaluation of historic groundwater quality data, tabulation of groundwater monitoring data and historic groundwater monitoring reports, establishment of the point of compliance and design of the groundwater monitoring system. Deliverable: Geology Report, Groundwater Report and Groundwater Sampling and Analysis Plan. Schedule: Task to be completed by September 30, 2014 3. TCEQS.ubmittal_a.nd Review Process — Additional Fee X170,000 This Task includes activities relating to the submittal, and TCEQ review of the Permit Amendment (Professional Services of CP &Y, Inc., Biggs and Mathews Environmental, ETTL, Inc. and Weaver Boos Consultants, LLC). At this time, the Application has reached a point where accurate assumptions regarding the TCEQ submittal and review process can be made. After receipt of the Application by TCEQ, they will conduct an Administrative and Technical Reviews of the Submittal. These Reviews will generate questions and comments that will require meetings of the Project Team and TCEQ to clarify the submittal. TCEQ will formalize their questions and requests for additional information in a series of Notice of Deficiencies (NODs). The Project Team must provide written Responses to these NODs. It is anticipated that the TCEQ will respond to the submittal with two (2) Administrative NODs, two (2) Technical NODS and one (1) supplementary NOD. After acceptance of the responses, the TCEQ will declare the document to be "Technically Complete ". Deliverable: Technically Complete Permit Amendment. Schedule: Task to be completed from October 1, 2014 through September 30, 2016 PSA 4683 19 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0634, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the supply of Soil, Sand, Limestone, and Aggregate Rock for various City of Denton departments; providing for the expenditure of funds therefor; and providing an effective date (RFP 5634- awarded to multiple vendors as shown on Exhibit A in the three (3) year not -to- exceed amount of $3,900,000). RFP INFORMATION This RFP is for the supply of soil, sand, aggregate, and limestone utilized by various City departments in the maintenance and new construction of streets, utility lines, street cuts and backfilling operations. These materials are ordered on an as needed basis. Requests for Proposals were sent to 333 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. Four (4) proposals were received. The proposals were evaluated based upon the published criteria of compliance with specifications and indicators of probable performance. This scoring was totaled for each line item. Each line item was then evaluated separately by price and delivery time to obtain the best value by line item (Exhibit 1- Evaluation/BAFO Sheet). A Best and Final Offer (BAFO) was conducted with each vendor which resulted in no significant changes. Staff is recommending award to four vendors, by line item, as shown on the Exhibit A attached to the ordinance. RECOMMENDATION Approve the award of RFP 5634 to multiple vendors in the three (3) year not -to- exceed amount of $3,900,000. This amount is based on estimated quantities for all line items included in the RFP and previous spend history over the last contract period. PRINCIPAL PLACE OF BUSINESS CJA Enterprises, LLP Weir 777 Denton, TX Dallas, TX Lhoist North America of Texas Tim Beaty Builders, Inc. Denton, TX City of Denton Page 1 of 2 Printed on 10/16/2014 File M ID 14 -0634, Version: 1 Ft. Worth, 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. FISCAL INFORMATION The materials provided through this contract will be funded from department operating accounts. Purchase orders will be issued as the services are needed. FYHIRITC Exhibit l: Evaluation/Best and Final Offer Exhibit 2: Ordinance Exhibit 3: Contracts Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Elton Brock at 349 -7133. 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O. . < coal t1. 3o: - - w w o 'i a (D - L :, m X o> 0 0a m> ml T T - a lo lo -'o -'o IT o. x x - o o Im W, Im Im W, Im m> M M 32 M m o I 2 2 oo E E - - . . - - . - - 1. z AI m aaaa w w. il F l M M M M :i M M :i Fo- Fo Fo- Fo Fo- Fo Fo Fo Fo Fo Fo Fo Fo- Fo- Fo- Fo- Fo- Fo- Fo- F o- Fo- Fo -o - - - - - - - - - - - - �2 �-t c2 r A am mw 8 8 8 8 8 8 8 8 8 11 ol ol lo 11 11 E a: E I x d g g g — — — — — — — — — — — — — — — — — a o (F) 0 .2 2i 2 o. l m m m o o 0 wo e� o' o -T Ei 3 2 2 2 wo 0 E 'E �E E �E Im 9 E' (D < < .2 ox .2 xo ml 2i m m :i ml 'o A mo m 'o o E~ 2 ~ o2 ~~ o ~~ U p u "I Z wmm H H EXHIBIT 2 ORDINANCE NO. 2014- AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE SUPPLY OF SOIL, SAND, LIMESTONE, AND AGGREGATE ROCK FOR VARIOUS CITY OF DENTON DEPARTMENTS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5634- AWARDED TO MULTIPLE VENDORS AS SHOWN ON EXHIBIT A IN THE THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $3,900,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the supply of Soil, Sand and Aggregate in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, equipment, supplies or services, shown in the "Request for Proposals" on file in the office of the Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5634 CJA Enterprises, LLP Exhibit A 5634 Lhoist North America of Texas Exhibit A 5634 Tim Beaty Builders, Inc. Exhibit A 5634 Weir 777 Exhibit A SECTION 2. By the acceptance and approval of the above numbered items of the submitted proposals, the City accepts the offer of the persons submitting the proposals for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, specifications, standards, quantities and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. EXHIBIT 2 SECTION 3. Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with the terms, conditions, specifications, standards, quantities and specified sums contained in the Proposal and related documents herein approved and accepted. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5634 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved proposals. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY ffla APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY m BY: 0 v� a� E a O o G e$o z vo w n o $ $ 8 8 8 8 8 8 8 E � oN � v 0 E = A r Z c i 4 O aY+Q� C S Q S 0 0 0 0 0 0 Q 0 S au° U _ U Z O v v 2 U � U > m m U ° s O v N ° 0 u o o U U U s 70 K U N 3 3 U N n m ° m m a ,o � U N o .2 .2 2 v .° OU OU OU �,. Um m ,•UU m U U- Z U Q U U U U M m m o U o o v N° O oU "' «. U O ° a a 4 o o v m v v 0 0 «... 0 0 «... 0 0 o -�v�� .... EEEEEE = ¢c - min- ° -°NNU 'o c m `� Q m Q Q 3 3 a a �3 Amin o o csi ���smm�� a s J J U ov - ._ m G °v m da c "'G "G E' ,(0 m E' doo U L L o o .. .. X K_ _ mmmmmm > m > >- mLL .a 8��'° LL 9? "a _ �NN4���mmcccc v t3 v v ccM° �� N N H Q� =r=u.w minaa�� v vvvci� �.�o vci� �ooM `",N°OMMaaaam�n r-� �mm��� a i i t 0 I . . . 0 0 0 vo oN 0 , X u E o N I 0 . 0 o 20 O H E - a C) A 0 0 A W wm w 0 8 0 o 0 0 E E 0 0 ul c 0 C 0 Mow- 0 -W IREE�I, E 10 k u. 0 < 10 A m E �E E S2 U > > >> E 0 -2 , , 2 c I w I M A X E , :� m :ME 0 D o 0- , zi zi zi zi zi 2) 0 E Cc OC ~ ~ OC Cc ~ ~ Cc C c ~~ C) 00 J E v �n cow umi co co co co coo 22. EXHIBIT 3 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND CJA ENTERPRISES, LLP (RFP 5634) THIS CONTRACT is made and entered into this day of _ A.D., 2014, by and between CJA Enterprises, LLP a partnership, whose address is 362 Crossroads Rd, Collinsville, TX 763233, 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: SCOPE OF SERVICES Supplier shall provide products and /or services in accordance with the City's document RFP # 5634 Supply of Soil, Sand, Lime and Aggregate, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A "); (b) Request for Proposal # 5634 (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C "); (d) Insurance Requirements (Exhibit "D "); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E"); (f) Contractor's Proposal. (Exhibit "F ") ; These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." RFP #5634 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY RFP # 5634 CO ITRA .I R BY: °IiN ,1 1 , Date: - 7 L), -,�- a L . ..... . ...... Namero Title: PHONE NUMBER la Cl C)'� EMAIL ADI:J J'SS CITY OF DENTON, TEXAS BY: GEORGE C. CAMPBELL, CITY MANAGER Date: Exhibit A Special Terms and Conditions Total Contract Amount The contract total for services shall not exceed $500,000. Pricing shall be per Exhibit F attached. Contract Terms The contract term will be one (1) year, effective from date of award. The City and the Supplier shall have the option to renew this contract for an additional two (2) one -year periods. The contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date. At the sole option of the City of Denton, the contract may be further extended as needed, not to exceed a total of six (6) months. Price Escalation and De- escalation Prices for the services must be firm for a period of one year from date of contract award. Any request for price adjustment must be based on the U.S Department of Labor, Bureau of Labor Statistics, Producer Price Index(PPI) Construction sand and gravel, south (PCU21232121232103)and U.S. Energy Information Administration (EIA) prior 52 week average for Midwest (PADD 2) for retail diesel (on- highway) — all types. The price will be increased or decreased based upon the annual percentage change in the indices. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the indices change exceed a minimum threshold value of + / -1 %, then the stated eligible contract prices shall be adjusted in accordance with the appropriate index change not to exceed the 8% limit per year. Cooperative PurchasinWPiuryback Option This contract may not be used by other governmental agencies. This section is withdrawn from the original RFP, Main Document, Section 9. RFP # 5634 Exhibit C Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City's solicitation are applicable to Contracts /Purchase Orders issued by the City hereinafter referred to as the City or Buyer and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City's Procurement Department and the Supplier. No Terms and Conditions contained in the Sellers Solicitation Response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract /Purchase Order these written provisions will take precedence. By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. 1. CONTRACTOR'S OBLIGATIONS. 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 DATE /TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. INVOICES: A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partial shipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. B. Proper Invoices must include a unique invoice number, the purchase order or delivery order number and the master agreement number if applicable, the Department's Name, and the name of the point of contact for the Department. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, shall be attached to the invoice. The Contractor's name, remittance address and, if applicable, the tax identification number on the invoice must exactly match the information in the Vendor's registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor's invoice. C. Invoices for labor shall include a copy of all time - sheets with trade labor rate and deliverables order number clearly identified. Invoices shall also include a tabulation of work -hours at the appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours actually worked at the work site. D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all Subcontract and other authorized expenses at actual cost without markup. E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. RFP # 5634 4. PAYMENT: A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of- i. delivery of defective or non - conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City's agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor's obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting documentation; or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded Contractor who is in arrears to the City for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 5. TRAVEL EXPENSES: All travel, lodging and per diem expenses in connection with the Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. 6. FINAL PAYMENT AND CLOSE -OUT: RFP # 5634 A. If a DBE /MBE /WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to submit a Contract Close -Out MBE /WBE Compliance Report to the Purchasing Manager no later than the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance with the requirements as accepted by the City. B. The making and acceptance of final payment will constitute: L a waiver of all claims by the City against the Contractor, except claims (1) which have been previously asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms of any warranty specified herein, (4) arising from the Contractor's continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under the City's right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. 7. RIGHT TO AUDIT: A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 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 (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract and shall constitute, in the City's sole discretion, grounds for termination thereof. Each of the terms "books ", "records ", "documents" and "other evidence ", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. & SUBCONTRACTORS: A. If the Contractor identified Subcontractors in a DBE /MBE /WBE agreed to Plan, the Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: RFP # 5634 L require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor is required to indemnify the City. C. The Contractor shall be fully responsible to the City for all acts and omissions of the Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such Subcontractor except as may otherwise be required by law. D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later than ten (10) calendar days after receipt of payment from the City. 9. WARRANTY- PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other Contractor or with any competitor. C. In addition 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 Contractor's current prices on orders by others for like deliverables under similar terms of purchase. 10. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the Acceptance Date. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery RFP # 5634 of the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Contractor, and purchase conforming services from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. 11. ACCEPTANCE OF INCOMPLETE OR NON - CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non - conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non - conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to question the other party's intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. 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, State, or local guidelines, or in a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 14. DEFAULT: The Contractor shall be in default under the Contract if the Contractor (a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Contractor's Offer, or in any report or deliverable required to be submitted by the Contractor to the City. 15. TERMINATION 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) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor's default, including, without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful rate. Additionally, in the event of a default by the RFP # 5634 Contractor, the City may remove the Contractor from the City's vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 16. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 17. FRAUD: Fraudulent statements by the Contractor on any Offer or in any report or deliverable required to be submitted by the Contractor to the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. 18. DELAYS: A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment to the Contract. The Contractor must assert its right to an adjustment within thirty (30) calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall excuse the Contractor from delaying the delivery as notified. B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default or delay in contract performance due to any of the foregoing causes, then the time for completion of the services will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform. 19. INDEMNITY: A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and /or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor's subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non - conforming deliverables, negligence, willful misconduct or a RFP # 5634 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 20. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in EXHIBIT D The successful Contractor shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City. A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of A- VII or better. The City will accept workers' compensation coverage written by the Texas Workers' Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitation number and the following information: City of Denton Materials Management Department 901B Texas Street RFP # 5634 Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self - insured retentions, if any, stated in policies. All deductibles or self - insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. xiv. The insurance coverage's specified in within the solicitation and requirements are required minimums and are not intended to limit the responsibility or liability of the Contractor. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. 21. CLAIMS: If any claim, demand, suit, or other action is asserted against the Contractor which arises under or concerns the Contract, or which could have a material adverse affect on the Contractor's ability to perform thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City shall state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof; and the name of each person against whom such claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. 22. NOTICES: Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or RFP # 5634 Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 23. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552, and Texas Government Code. 24. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co- counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 25. CONFIDENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and /or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know -how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information "). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and /or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and /or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The RFP # 5634 Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 26. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made - for -hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint authorship of such deliverables. Should by operation of law, such deliverables not be considered works made -for- hire, the Contractor hereby assigns to the City (and agrees to cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver an assignment to the City of) all worldwide right, title, and interest in and to such deliverables. With respect to such work made - for -hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver a work - made - for -hire agreement, in a form to be reasonably approved by the City, to the City upon delivery of such deliverables to the City or at such other time as the City may request. C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its employees to, execute, acknowledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and /or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor's obligations to execute, acknowledge, and deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37 above. 27. PUBLICATIONS: All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. 28. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, except to the extent required by law. RFP # 5634 29. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 30. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 31. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision - making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City's Conflict of Interest Questionnaire (Exhibit E). 32. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an employer /employee relationship, a partnership, or a joint venture. The Contractor's services shall be those of an independent contractor. The Contractor agrees and understands that the Contract does not grant any rights or privileges established for employees of the City, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and control of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City, Texas, or his designee under this agreement. 33. ASSIGNMENT - DELEGATION: The Contract shall be binding upon and ensure to the benefit of the City and the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. RFP # 5634 34. WAIVER: No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Contractor or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. 35. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre - printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 36. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 37. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision - making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. RFP # 5634 38. 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, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 39. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. 40. HOLIDAYS: The following holidays are observed by the City: New Year's Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year's Day (observed) If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 5:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. 41. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. 42. NON - SUSPENSION OR DEBARMENT CERTIFICATION: The City is prohibited from contracting with or making prime or sub - awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal RFP # 5634 Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non - Procurement Programs, the State of Texas, or the City. 43. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this RFQ. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 44. BUY AMERICAN ACT - SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable, in addition to the specific federally funded requirements. A. Definitions. As used in this paragraph i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incorporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty -free entry certificate is issued); or (2) For components manufactured by the Contractor, all costs associated with the manufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. iii. "Domestic end product" means - (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "Foreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. 10a - 10d) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract; but will consider for approval foreign articles as domestic for this product if the articles are on a list approved by another Governmental Agency. The Offeror shall submit documentation with their Offer demonstrating that the article is on an approved Governmental list. D. The Contractor shall deliver only domestic end products except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate ". RFP # 5634 45. RIGHT TO INFORMATION: The City reserves the right to use any and all information presented in any response to this solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 46. LICENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.jzpo.gov/davisbacon/tx.html 48. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. 49. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on -site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of of 1978, dealing with issuance of Form W -2's to common law employees. Respondent is responsible for both federal and State unemployment insurance coverage and standard Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City shall not be liable to Respondent or its employees for any Unemployment or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall indemnify the City and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 50. DRUG FREE WORKPLACE: The contractor shall comply with the applicable provisions of the Drug -Free Work Place Act of 1988 (Public Law 100 -690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug -free work environment; and the final rule, government -wide requirements for drug -free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug -Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. 51. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be liable for all damages to government- owned, leased, or occupied property and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City Procurement Manager in writing of any such damage within one (1) calendar day. RFP # 5634 52. FORCE MAJEURE: The City, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non- performance or delay in performance. 53. NON - WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract will not affect the right of such Party to require performance in the future. No delay, failure, or waiver of either Party's exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. 54. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of any immunities from suit or from liability that the City may have by operation of law. 55. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. RFP # 5634 Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS i AM Maif 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 minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time, however, 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 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. 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 made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: 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 form, Contractor shall maintain such coverage continuously throughout the term 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. RFP #5634 • 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. 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 $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury.. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than 50$ 0,000 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 RFP # 5634 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. [ ] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' 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 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers' 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 $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than m each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 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. [ ] 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 RFP # 5634 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 wwwwwww, wwwwwwwwwwwww each occurrence are required. [ ] 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. RFP # 5634 ATTACHMENT 1 [ ] 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 governmental 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: 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 RFP # 5634 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, informing 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. 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; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. 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. J. 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 RFP # 5634 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. RFP # 5634 EXHIBIT E. City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate o 111 117111 CONFLICT OF INTEREST QUESTIONNAIRE . .... . FORM CjQ For vendor or other erso j,tq@9,g ��%vrnmentaj F - — ------- - business with local 1, entity ....... . . . This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session, OFFICE USE ONLY A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. iIIIIIla me-- of pe rs"o--JI whn-k-a'I bu-siu, eis rel-ai io Jn-ihibi p w-Ith o . . . .. ........ .... . . .. . . . local governmental entity. None knwn Check this box if you are filing an update to a previously riled questionnaire, (The Jaw requires that you ffle an updated completed questionnah-e with the dPPrUPt'iaI,0 filing authority not later than the 7"' JI day after the date the orqtinahy 6led I,jo �iliomiaire becomes or Name of local government officer with whom filer has an employment or business relationship. None known Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CI Q 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? Rf F", I Yes No L-lomilog I W7,A] I 1 (11 , Yes I I No C; Is the filer of this questionnaire employed by a corporation • 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? I I Yes 1 1] No D. Describe each affiliation or busWIeto,s,,reIafionship, [A Carla Peacock Signature of person - d()IIng busn ss with .1 the government ontitv RFP 5634 - Main Document RFP 5634 Septe1mbler 14,,120114 11-1-1-11-1 Date 0-11MMUM EXHIBIT F a J ,n L CL ai �N C w Q F- CU '> ',, i — V 0 d cc a C > G Q W .d a N I, W N O N N O N N O N N O n N m M N O r- O 01 N m N O 01 O 01 N O M O 01 N Ln ri O 01 N Ln r•I N O l0 N O l0 N 0 N U o o � a) U o a) o � a) c a) p , o a) a ) U a)U c N O +� v U m a) o U a) p O O 21'0 0> 0+1 a0 a � U U U'o 'ci a) 3 � U CO m Z a Y Cl 0 a 0 a o— U > m O 06 .> .. a) •0 0 : M -0 o a a O a) v a�i p°> ` 0 'n m 0, 'a 'n 0 a) a) > ,> a) m c > M CD U) ,•1 •5-in' ,n a a) o m '� o a) U o U C U 0 a) m ,n > U rn .� .2 +, a) a) c a) C CO E x DE J a) v u a�'i o o'o'0 0 0 E m "O "O C .0 O O O E v v v L L.L Z o C C U) m _ w E o 0 J J a a) E a) E a) E a) E a) E a) E 3 c N r JA u O O -O LL 0 J m E a a N J J J J J J >w c -2 v v a) C � (n ',Y U' a w a M a M a M a m a M a= m 0 N m a) a � U U O a) C 0_ O (V U a s a Q' D_' �' �' Q' N> c a b -- 'o 'o m � o� � 0 - a a a a a a� Q o CL U U(A(n + Cl) ti�- - oO��Q_'Q'��U'0 m C 13 a O a O c - E � r- , 04 , � , N� - - - 0 - 0 - 0 - w a) a) a >+ � a O` F- U) J r144' M 00 00 r N N CO M M M d F- a c c c c 0 c c c c c c c a c C a C C C C C C C C C C C C c C C a C C C U U F- F- F- F- F- F- F- F- F- F- F- F- F- F- F- F- F- F - a z � m 0 0 0 C) O O O 0 0 O O O O O O O O 0 00 00 c0 0 0 0 0 0 0 0 0 O O 0 0 0 0 O O 0 '..... 0 M O Ili Ili 00 M N r M.t r r r r r r r - r - r Z l ,~n w O ( Cp 0 00 04 11, Co 00 A 0 v LO (M O O N CD T- r N N N N N C+) M M CO M M''M n RFP 5634 r, vR�112 �11- 1 /11, 1 f,//I "WIN 'Ilk D'Ir Materials Management Department Carla Peacock iii 903-429-3636 fax .............. 9299-*M, City of Denton RFP for Supply of Soil. Sand. Liwevni -XIMRMIX-MBUSINESS OVERVIEW QUESTIONNAIRE AND FORMS 1. Contractor Legal Name (for contracting purposes): CJA Enterprises LLP 206MOMEM . ...... Corporation Individual Association I Me Tateriat pit (supplier) to ensure you are getting the weight for which you are billed. On the rare occasion the computer is down and the scales are still manually read, the ticket will be handwritten but will still be from the pit (supplier). 9. Has your company filed or been named in any litigation involving your company and the Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available. Include lawsuits where Owner was involved, No litigation of any type; filed or named f- 0. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why? Give name and telephone number of Owner. RFP��014mam Document Page 12 of 19 City of Denton RFP for SUDDIV Of SOH. Sand. Lime an, 11, Have you ever had a contract terminated by the Owner? If so, where and why? Give name and telephone number (s) of Owner (s). Never terminated a contract 9.. Responding firms principle place of business: Collinsville, TX b. Company's majority owner principle place of business: Collinsville, TX c. Ultimate Parent Company's principle place of business: Collinsville, TX 26. Provide details on how firra nicets the in ini In 11 In-qu a lillcalions stated in Stwtion 3- LL)jLqj�nLqlk; J_[qL "Wdifiqual attachloctils ]III be included for refereLe-L. 'L USDOT 1074068 MC 563763 CJA Enterprises LLP has been in business since September of 2001. We built our business on providing quality customer service and exceptional value for your money. We treat every customer just as we would want to be treated as a customer. VTe willingly provide the scale ticket from the supplier (pit) so the customer can see the e - "1 '11 fL . 1 6. 1 , I � � "I'll �� � 11 I'll "I I I uVAW main Document Page 13 of 19 City of Denton RFP for Supply vendor is only delivering 15 yards per load (but representing /billing it as 20 yards), when the customer gets tot the end oft the job they must order more material in order to finish. We understand the importance of eei timetable as it costs money to have a crew and equipment osie and no material to perform e job. We also understand that municipalities try to keep a stockpile of aterial on a to meet their needs and ill make every effort to keep the bins stocked. We are I: veterans as our drivers when they are available. *see attachment for references 27. ProOde doads to slipjy 1 tile ww evalliati 011 � � w a 1 1 i� �1 I , w 11111 1 Ka"I w.: 1 1 11 I 1f ii n CJA Enterprises has delivered loads on the same day as ordered. CJA Enterprises can also deliver to the jo site in iio to the stock location. i our straight trucks that carry as much as a tractor trailer, we can e into i t locations that are inaccessible by tractor trailers or trucks and pups. CJA Enterprises can ovi a a quote on aterial that es certain specifications/requirements t t is not listed on the pricing sheet (Exhibit 1) We have a network of rivers that work with us to deliver high volumes i l when needed. 1 1;' 1 1' I I I 1 11 1 I I I 1'1 I 1 1 1 10"M' CJA Enterprises will on occasion work on Saturday to try to meet the delivery requirement oft the City. We do the joi . of the maintenance on our trucks and it is RFRUR4Main Document Page 14 of 19 City of Denton RFP for Sui)r)lv of Soil. A * Y f Saturday on a regular basis. It also pushes the drivers past the Health and Safety Standards , CJA Enterprises has been a vendor for the City of Denton since 2009, We have consistently provided quality customer service at the best rate possible. RFMANUMain Document Page 15 of 19 El 2 LMLII�l EXHIBIT F 44 4 L�041* 0 ON. C LMLII�l EXHIBIT F ii 0 a 0 oomk uj 00 0 CL U M CL C-14 z 7a > Z.� Lr-- 'E LL U CL L) n wee E LU W Zz L+— CO C: CL cu M in a) w LM s cm m In= 0 L- z Lij LL LU ca ii 0 a EXHIBIT F I I ' ' I .� po F", �J L . . 1 0 a i., s The Texas Comptroller of Public Accounts (CPA) administers the Statewide Historically Underutilized Business (HUB) Program for the State of Texas, which includes certifying minority and woman -owned businesses as HUBs and is designed to facilitate the participation of minority and woman -owned businesses in state agency procurement opportunities. We are pleased to inform you that your application for certification /re- certification as a HUB has been approved. Your company's profile is listed in the State of Texas HUB Directory and may be viewed online at http: / /www.window, state. tx. us / procurement / /cmbl /hubonly.htm1, Provided that your company continues to meet HUB eligibility requirements, the enclosed HUB certificate is valid for four years. You must notify the HUB Program in writing of any changes affecting your company's compliance with the HUB eligibility requirements, including changes in ownership, day -to -day management, control and /or principal place of business. Note; Any changes made to your company's Information may require the HUB Program to re- evaluate your company's eligibility. Please reference the enclosed pamphlet for additional resources, such as the state's Centralized Master Bidders list (CMBL), that can increase your chance of doing business with the state. Thank you for your participation in the HUB Program! If you have any questions, you may contact a HUB Program representative at (512) 463 -5872 or toll -free in Texas at (888) 863 -5881. Texas Historically Underutilized i (HUB) Certificate Cert lftCatelV ID Number: 1642052173200 0 Number: Approval Date: 20-MAR-2013 U Scheduled Expiration Date: 20- MAR -2017 The Texas Comptroller of Public Accounts (CPA), hereby certifies that ENTERPRISES CJA has successfully met the established requirements of the State of Texas Historically Underutilized Business (HUB) Program to be recognized as a HUB. This certificate printed 22 -MAR -2013, supersedes any registration and certificate previously issued by the HUB Program. If there are any changes regarding the information (i.e., business structure, ownership, day -to -day management, operational control, business location) provided in the submisslon of the business' application for registration /certification as a HUB, you must immediately (within 30 days of such changes) notlfy the HUB Program in writing. The CPA reserves the right to conduct a compliance review at any time to confirm HUB ellgiblllty. HUB certification may be suspended or revoked upon findings of ineligibility. A. C :e Paul Gibson, Statewide HUB program Manager Texas Procurement and Support Services Note: In order for slate agencies and institutions of higher education (universities) to be credited for utilizing this business as a HUB, they must award payment under the Certlficate/VID Number identified above. Agencies and universities are encouraged to valldate HUB certification prior to issuing a notice of award by accessing the Internet (http: /fwww.wlndow, state. tx, us /procuromanticmbilemblhub.htm1) or by contacting the HUB Program at 1- 888. 863 -3881 or 612.463.6872, Roo. 09112 RFP 5634 EXHIBiT F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate Signature Company - Date RMF.F6W4 Main Document Page 16 of 19 EXHIBIT F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate Elli 4 f �' It am Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides, The City prefers customers of similar size and scope of work to this solicitation, REFERENCE ONE GOVERN MENT/COMPANY NAME: Denton County RBE and RBW LOCATION: Union Hill Rd yard and Masch Branch Rd yard ____ CONTACT PERSON AND TITLE: Gary Garrison r1, Wing— lflffl�W SCOPE OF WORK: hauling of Type A Grade I flexbase to Union Hill Rd yard and Masch Branch Rd CONTRACT PERIOD: RBE March 2013 to present; RBW March 2014 to present ­ .......... . . , ­­­ _ REFERENCE TWO GOVERNMENT/COMPANY NAME: City offlano LOCATION: 3820 Sawa Rayburn Highway Meliksa CONTACT PERSON AND TITL& Sherrian ,lo nes SCOPE OF WORK: hauling of aggregate; base, screened sand, pea gravel, utility rock, man sand, etc CONTRACT PERIOD: May 2013 to present . ..... ..... RFP 5634 ® Main Document Page 17 of 19 RFP 5634 1. Denton s •..• and Bridge 401 W Hickory Suite 324, Denton, `... and Bridge 41 • r Denton, 76201 2. City of Carrol 1945 E Jackson 'r Carrollton, 1/ 3. City of Denton 215 E McKinney St Denton, 76201-421 4 City of Plano 0 Avenue K Suite #370 Plano, TX 75074 5. City of Richardson 411 W Arapaho Rd Richardson, Texas !; RFP 5634 EXHIBIT F I . ,1 • 11. Sherrian Jones 972- 742 -0413 Diane Fuhrman 972 - 744 -4135 F;FA� City of Denton 12FP fAr. The undersigned agL=LLLjs ji beectiesq, Vt Addendum No I Dated Addendum No 2 Dated Addendum No 3 Dated NAME AND ADDRESS OF COMPANY., CJA Enterprises LLP 3622 Crossroads Rd Collinsville, TX 76233 Mr4m MMMEEEEGM� Received Received Received AUTHORIZED REPRESENT,Ak rIA Signature Carla Peacock Date September 14, 2014 Title partner/owner W,, ., 4el C "' CERTIFICATE OF LIABILITY INSURANCE °A�`MMIDD14 10,/82'014 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 REPRESENTA71VE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the pollcy(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 NAME: Diana Phillips Agents Alliance Services, Ltd PHONE (940)382 -9691 F N,d (940)243 -1050 Ramey King Insurance E4AIL ACILBES S I di anap #d11ips@rL±eaking. com 510 N. 135 E INSURERS AFFORDING COVERAGE NAIC t� Denton TX 76205 INSURERA Mount Vernon Fire Insurance Co . -- ......... INSURED INSURER 8: CJA Enterprises LLP INSURERC: 362 Crossroads Rd INSURERD: INSURER E : Collinsville TX 76233 INSURERF COVERAGES CERTIFICATE NUMBER:CL1491617644 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSUR INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBE EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIM! TYPE OF INSURANCE GENERAL LIABILITY X COlvMERCIALGENERALLIABILITY A C:LAIIMS WADE OCCUR GE.RL. AGGREGATE LIMIT APPLIES PER: IrW :x] POLICY LOC AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED Al)'TOS AUTOS NON- OWgECD HIRED AUTOS AUTOS UMBRELLA LIAB I OCCUR EXCESS LAB I�^^^�I CLAiMS_MADF WORKERS COMPENSATION AND EMPLOYERS' LABILITY YIN AIV YPROPRIETORIPARTNERIF.X°CUIIVE N/A OFFICERIMEINBER EXCLUDED? (Mandatory In NH) lVes,desAbe under DESCRIPTION OF OPERATIONS below 76013D 18/2014 �/18/2015 DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more apace Is required) The General Liability coverage includes a blanket automatic Additional Insi terms that provide additional insured status including Products and Comple blanket Waiver of Subrogation endorsement that provides a Waiver of Subrog+ only when there is a written contract between the Named Insured and the Ce: such status subject to policy terms and conditions. The additional insured Workers' Compensation. WIR City of Denton Its Officials, Agents, Denton, TX ACORD 25 (2010/05) INS025 (201005) 01 CANCELLATION REVISION NUMBER: :D NAMED ABOVE FOR THE POLICY PERIOD DOCUMENT WITH RESPECT TO WHICH THIS D HEREIN IS SUBJECT TO ALL THE TERMS, LIMITS FACH OCCURRENCE $ 1, 000, 000 TMIMA CE'$A are Crrl ae�r�e] $ 100 000 � MED FXP (Anv one person) $ 5,000 PERSONAL tL ADV INJURY $ 1,000,000 GENt RAL AGGR�GATL $ 2,000,000 PRODUCTS - COMPIOPAGO $ Included 1r -121-11 Idrai q BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY 1„7fUV A,rr $ Per 0 ent EACH OCCURRENCE $ AGGREGATE $ YSt� ST'A "Y'U- OT'H- TO . I FIR EL EACH ACCIDENT $ EL. DISEASE. - EA EMPLOYEE; $ E I.. DISEASE - POLICY LEIA T s Lred endorsement or policy :ed Operations hazard and a ttion to the Certificate Holder .tificate Holder that requires endorsement does not apply to SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Eaplyees and Volun AUTHORIZED REPRESENTATIVE King /DLP O 1988 -2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD N 00 =(MM/DDIYYYY) "'" CERTIFICATE OF LIABILITY INSURANCE 4 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 REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy((es) 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 (800) 576 -1510 (888) 858 -1497 NAME: - Alliripp Agency Inc Agency REVISION NUMBER: i f a) ) 576-1510, _ ...... — WC (88 ,) 858 149 : Interstate state T uckinn Alliance g OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS ADDRESS: COI @TruckerAlliance.com _... PO BOX 182187 "dbeLSUER.. ...... I,TM% TYPE OF INSURANCE INSR WVQ POLICY NUMBER INSURER(S) AFFORDING COVERAGE NAIC # Arllrlgton, TX 7„6096 � _.... INSURER A: Progressive County_�lutu�(Ins, Co . CLAIMS -MADE OCCUR INSURED 540- 840 -1960 ,,,. INSURER B: CJA Enterprises LLP GEN'LAG(iREGATE LIMIT APPLIES PER: INSURER C : 2 LO(', 362 Crossroads Rd _ A AurofmoelLE uaelurr 1( 79591 -3 INSURER D: __... _ ANY AUTO Collinsville, TX 76233 ALL OWNED SCHEDULED AUTOS M AUTOS INSURER E: HIRED AUTOS NON -OWNED AUTOS COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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 CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE 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. "dbeLSUER.. ...... I,TM% TYPE OF INSURANCE INSR WVQ POLICY NUMBER ....... POLICY EFF..... POLICYEXP .,,_..... fMWDWYYYYI IMMIDDIYYYYD LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY rAKAC1O ..a s (I;a 4Ctrefirrq ncgp. $ CLAIMS -MADE OCCUR MED EXP (Any one person) $ ,,,. PERSONAL & ADV INJURY $ GENERAL AGGREGATE GEN'LAG(iREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OPAGG $ 2 LO(', $ _ A AurofmoelLE uaelurr 1( 79591 -3 Ea O L EE LIMIT 5/24/2014 05/24/2015 r cdoo $ 1,QQQ QQQ ANY AUTO BODILY INJURY (Per person) $ ALL OWNED SCHEDULED AUTOS M AUTOS BODILY INJURY (Per accident) $ HIRED AUTOS NON -OWNED AUTOS 1,R0r*'roYDAMIAGE $ (I'a; ar¢deoroE „( $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ LIAB EXCESS CLAIMS-MADE C AG GREGATE $ DED RETENTION $ $ WORKERS COMPENSATION WC STATU- OTH-ii AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNER /EXECUTIVE TOI', LIMITS I ER_ i OFFICER /MEMBER EXCLUDED? r7 NIA E L. EACH ACCIDENT $ (Mandatory In NH) E.L. DISEASE - EA EMPLOYEE $ If yes, describe under DESCRIPTION OF OPERATIONS below ' E.L. DISEASE- POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more apace Is required) Schedule Autos: 2007 Kenworth VINAWDLBOX27J172728 2007 Kenworth VININKDLUMM172729 2008 Kenworth VIN:1KNWX4EX88J234443 The City of Denton, its Officials, Agents, Employees and volunteers are listed as the certificate holder/ additional insured for RFP 5634, supply of soil, sand, lime and aggregate. CERTIFICATE HOLDER CANCELLATION City of enon Materials Management Department SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 901 B Texas St THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Denton, TX 76209 AUTHORIZED REPRESENTATIVE ©1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD LHOIST NORTH AMERICA OF TEXAS CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND LHOIST NORTH AMERICA OF TEXAS LTD. (RFP 5634) THIS CONTRACT is made and entered into this day of A.D., 2014, by and between Lhoist North America of Texas a partnership, whose address is 3700 Hulen Street, Ft. Worth TX 76107, 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: SCOPE OF SERVICES Supplier shall provide products and /or services in accordance with the City's document RFP # 5634 Supply of Soil, Sand, Lime and Aggregate, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A "); (b) Request for Proposal # 5634 (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C "); (d) Insurance Requirements (Exhibit "D "); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E "); (f) Contractor's Proposal. (Exhibit "F ") ; These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." RFP #5634 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written, ATTEST: JENNIFER WALTERS, CITY SECRETARY M EAR uV9MR1. CON]"RACTOR AUTHORIZED SIGNATURE No Name: Tollie Smith Title: M-'. r,-- Y A- rg Sales qana qDf - �1. is('com Tollie. s iji 11 .......... EMAIL ADDRESS BY- GEORGE C. CAMPBELL, CITY MANAGER IM Exhibit A Special Terms and Conditions Total Contract Amount The contract total for services shall not exceed $500,000. Pricing shall be per Exhibit F attached. Contract Terms The contract term will be one (1) year, effective from date of award. The City and the Supplier shall have the option to renew this contract for an additional two (2) one -year periods. The contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date. At the sole option of the City of Denton, the contract may be further extended as needed, not to exceed a total of six (6) months. Price Escalation and De- escalation Prices for the services must be firm for a period of one year from date of contract award. Any request for price adjustment must be based on the U.S Department of Labor, Bureau of Labor Statistics, Producer Price Index(PPI) Construction sand and gravel, south (PCU21232121232103)and U.S. Energy Information Administration (EIA) prior 52 week average for Midwest (PADD 2) for retail diesel (on- highway) — all types. The price will be increased or decreased based upon the annual percentage change in the indices. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the indices change exceed a minimum threshold value of +/ -1 %, then the stated eligible contract prices shall be adjusted in accordance with the appropriate index change not to exceed the 8% limit per year. Cooperative Purchasin/Pimaback Option This contract may not be used by other governmental agencies. This section is withdrawn from the original RFP, Main Document, Section 9. RFP # 5634 Exhibit C Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City's solicitation are applicable to Contracts /Purchase Orders issued by the City hereinafter referred to as the City or Buyer and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City's Procurement Department and the Supplier. No Terms and Conditions contained in the Sellers Solicitation Response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract/Purchase Order these written provisions will take precedence. By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. 1. CONTRACTOR'S OBLIGATIONS. 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 DATE /TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. INVOICES: A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partial shipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. B. Proper Invoices must include a unique invoice number, the purchase order or delivery order number and the master agreement number if applicable, the Department's Name, and the name of the point of contact for the Department. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, shall be attached to the invoice. The Contractor's name, remittance address and, if applicable, the tax identification number on the invoice must exactly match the information in the Vendor's registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor's invoice. C. Invoices for labor shall include a copy of all time - sheets with trade labor rate and deliverables order number clearly identified. Invoices shall also include a tabulation of work -hours at the appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours actually worked at the work site. D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all Subcontract and other authorized expenses at actual cost without markup. E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. RFP #5634 4. PAYMENT: A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non - conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City's agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor's obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting documentation; or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded Contractor who is in arrears to the City for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 5. TRAVEL EXPENSES: All travel, lodging and per diem expenses in connection with the Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. 6. FINAL PAYMENT AND CLOSE -OUT: RFP #5634 A. If a DBE /MBE /WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to submit a Contract Close -Out MBE /WBE Compliance Report to the Purchasing Manager no later than the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance with the requirements as accepted by the City. B. The making and acceptance of final payment will constitute: i. a waiver of all claims by the City against the Contractor, except claims (1) which have been previously asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms of any warranty specified herein, (4) arising from the Contractor's continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under the City's right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. 7. RIGHT TO AUDIT: A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 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 (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract and shall constitute, in the City's sole discretion, grounds for termination thereof. Each of the terms "books ", "records ", "documents" and "other evidence ", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 8. SUBCONTRACTORS: A. If the Contractor identified Subcontractors in a DBE/MBE /WBE agreed to Plan, the Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: RFP # 5634 i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor is required to indemnify the City. C. The Contractor shall be fully responsible to the City for all acts and omissions of the Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such Subcontractor except as may otherwise be required by law. D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later than ten (10) calendar days after receipt of payment from the City. 9. WARRANTY- PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other Contractor or with any competitor. C. In addition 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 Contractor's current prices on orders by others for like deliverables under similar terms of purchase. 10. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the Acceptance Date. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery RFP #5634 of the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Contractor, and purchase conforming services from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. 11. ACCEPTANCE OF INCOMPLETE OR NON - CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non - conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non - conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to question the other party's intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. 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, State, or local guidelines, or in a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 14. DEFAULT: The Contractor shall be in default under the Contract if the Contractor (a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Contractor's Offer, or in any report or deliverable required to be submitted by the Contractor to the City. 15. TERMINATION 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) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor's default, including, without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful rate. Additionally, in the event of a default by the RFP # 5634 Contractor, the City may remove the Contractor from the City's vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 16. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 17. FRAUD: Fraudulent statements by the Contractor on any Offer or in any report or deliverable required to be submitted by the Contractor to the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. 18. DELAYS: A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment to the Contract. The Contractor must assert its right to an adjustment within thirty (30) calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall excuse the Contractor from delaying the delivery as notified. B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default or delay in contract performance due to any of the foregoing causes, then the time for completion of the services will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform. 19. INDEMNITY: A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and /or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor's subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non - conforming deliverables, negligence, willful misconduct or a RFP # 5634 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 20. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in EXHIBIT D The successful Contractor shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City. A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of A- VII or better. The City will accept workers' compensation coverage written by the Texas Workers' Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitation number and the following information: City of Denton Materials Management Department 901B Texas Street RFP #5634 Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self - insured retentions, if any, stated in policies. All deductibles or self - insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. xiv. The insurance coverage's specified in within the solicitation and requirements are required minimums and are not intended to limit the responsibility or liability of the Contractor. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. 21. CLAIMS: If any claim, demand, suit, or other action is asserted against the Contractor which arises under or concerns the Contract, or which could have a material adverse affect on the Contractor's ability to perform thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City shall state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof; and the name of each person against whom such claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. 22. NOTICES: Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or RFP # 5634 Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 23. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552, and Texas Government Code. 24. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co- counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 25. CONFIDENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and /or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know -how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information "). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and /or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and /or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The RFP # 5634 Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 26. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made - for -hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint authorship of such deliverables. Should by operation of law, such deliverables not be considered works made -for- hire, the Contractor hereby assigns to the City (and agrees to cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver an assignment to the City of) all worldwide right, title, and interest in and to such deliverables. With respect to such work made - for -hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver a work - made - for -hire agreement, in a form to be reasonably approved by the City, to the City upon delivery of such deliverables to the City or at such other time as the City may request. C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its employees to, execute, acknowledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and /or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor's obligations to execute, acknowledge, and deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37 above. 27. PUBLICATIONS: All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. 28. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, except to the extent required by law. RFP # 5634 29. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 30. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 31. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision - making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City's Conflict of Interest Questionnaire (Exhibit E). 32. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an employer /employee relationship, a partnership, or a joint venture. The Contractor's services shall be those of an independent contractor. The Contractor agrees and understands that the Contract does not grant any rights or privileges established for employees of the City, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and control of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City, Texas, or his designee under this agreement. 33. ASSIGNMENT - DELEGATION: The Contract shall be binding upon and ensure to the benefit of the City and the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. RFP # 5634 34. WAIVER: No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Contractor or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. 35. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre - printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 36. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 37. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision - making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. RFP # 5634 38. 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, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 39. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. 40. HOLIDAYS: The following holidays are observed by the City: New Year's Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year's Day (observed) If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 5:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. 41. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. 42. NON - SUSPENSION OR DEBARMENT CERTIFICATION: The City is prohibited from contracting with or making prime or sub - awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal RFP 45634 Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non - Procurement Programs, the State of Texas, or the City. 43. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this RFQ. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 44. BUY AMERICAN ACT - SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable, in addition to the specific federally funded requirements. A. Definitions. As used in this paragraph i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incorporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty -free entry certificate is issued); or (2) For components manufactured by the Contractor, all costs associated with the manufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. iii. 'Domestic end product" means - (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. 'End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "Foreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. I Oa - IOd) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract; but will consider for approval foreign articles as domestic for this product if the articles are on a list approved by another Governmental Agency. The Offeror shall submit documentation with their Offer demonstrating that the article is on an approved Governmental list. D. The Contractor shall deliver only domestic end products except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate ". RFP # 5634 45. RIGHT TO INFORMATION: The City reserves the right to use any and all information presented in any response to this solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 46. LICENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.gpo.gov/davisbacon/tx.html 48. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. 49. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on -site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of of 1978, dealing with issuance of Form W -2's to common law employees. Respondent is responsible for both federal and State unemployment insurance coverage and standard Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City shall not be liable to Respondent or its employees for any Unemployment or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall indemnify the City and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 50. DRUG FREE WORKPLACE: The contractor shall comply with the applicable provisions of the Drug -Free Work Place Act of 1988 (Public Law 100 -690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug -free work environment; and the final rule, government -wide requirements for drug -free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug -Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. 51. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be liable for all damages to government- owned, leased, or occupied property and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City Procurement Manager in writing of any such damage within one (1) calendar day. RFP #5634 52. FORCE MAJEURE: The City, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non- performance or delay in performance. 53. NON - WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract will not affect the right of such Party to require performance in the future. No delay, failure, or waiver of either Party's exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. 54. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of any immunities from suit or from liability that the City may have by operation of law. 55. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. RFP #5634 Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor 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 minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time, however, 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 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. • 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 made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: 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 form, Contractor shall maintain such coverage continuously throughout the term 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. RFP # 5634 • 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. 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 $500,000 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 RFP # 5634 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. [ ] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' 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 Workers' 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 $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than ..................... each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 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. [ ] 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 RFP # 5634 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. [ ] 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. RFP # 5634 ATTACHMENT 1 [ ] 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 governmental 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: 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 RFP #5634 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, informing 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. I. 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. 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; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. 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. J. 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 RFP # 5634 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. RFP #5634 EXHIBIT E City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate XKTAOMMM&CONFLICT OF INTEREST QUESTIONNAIRE Axlicable CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental antiWew This questionnaire reflects changes made to the law by HA 1491, 80th Leg., Regular Session, OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person Date Received who has a business relationship as defined by Section 176.001(1 -a) with a local governmental entity and the person meets requirements under Section 176,006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. . - ... ...... .- -- ...n . � � w. W w.� _�s� � . I Name of person who has a business relationship with local governmental entity, r° y Check this box If you are filing on update to a previously filed questionnaire. !®1 (The law requires that you file an t,pdaate d completed questionnaire with the appropriate filing authority not later than the 7'^ business day after the date the orwiwdlw filled towstlarunaira beconses i1wonn lCtd. t ritvteetarrate.t Name of local government officer with whom filer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, B, C $ D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176,001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named In this section receiving or likely to receive taxable Income, other than Investment Income, from the filer of the questionnaire? Yes L•• J 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 E7 No C. Is the flier 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? .....-J Yes EJ No D. Describe each affiliation or business relationship. Slgnature of person doing business wlth the governmental Date entity RFP 5634 - Main Document RFP 5634 Page 16 of 17 W a W a W C Z J 0 LL 0 J a a D 0 L N dA C �L a 1M^ W Ln CL w Exhibit F O m ~ m « > G 3 0 IA ai O k O d 0 L m N N Qt 0 _� D L W w t } O U- Z N � N O uO Ln kD L d O J N N N U) U) a a� o Q. � L � I � > a1 >. a) — > J — m 75 (D z 0 a � > U) 0 •� La- E E ��' x ,r x cu o` m 2 2 m 2 2 O 0 0 0 0 0 0 JF- F— F- F— F— F- Y ° °o as V N 00 Z U3 0 L W CO CO CO CO RFP 5634 Exhibit F Lhoist North America ( 3d, Lhoist Grow, Solicitation RFP 5634 Supply of Soil, Sand, Lime and Aggregate for the City of Denton Submitted by: Lhoist North America of Texas Ltd. 3 700 Hulen Street Fort Worth TX 76107 Tollie Smith, Sales Manager 817- 897 -0064 Mobile 817- 731 -4658 Fax Website: www.lhoist.us Email: Tolliew.smith(&,Lhoist.com Lhoist North America Mailing Address: PO Box 985004, Fort Worth, Texas 76185 -5004 Physical Address: 3700 Hulen Street, Fort Worth, Texas 76107 Phone: (617) 732 -8164 (888) 888 -8912 (Fax): (617) 731 -4658 RFP 5634 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate XXEX- BUSINESS OVERVIEW QUESTIONNAIRE AND FORMS 1. Contractor Legal Name (for contracting purposes): Lhoist North America of Texas Ltd. 2. Subsidiary of: Not Applicable 3. Organization Class (circle): Partnership Corporation Individual Association �y 4. Tax Payer ID #: 75- 2405810 5. Date Established: 12/31/2011 6. Historically Underutilized Business: 3CiS(t3f' No 7. Does your company have an established physical presence in the State of Texas, or the City of Denton? Yes or No, in which? Yes, in the state of Texas 8. Please provide a detailed listing of all products and/or services that your company provides. Broad range of lime products from several different locations in the state of Texas and across the US 9. Has your company filed or been named in any litigation involving your company and the Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available. Include lawsuits where Owner was involved. No 10. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why? Give name and telephone number of Owner. No 11. Have you ever had a contract terminated by the Owner? If so, where and why? Give name and telephone number (s) of Owner (s). No 12. Has your company implemented an Employee Health and Safety Program compliant with 29 CFR 1910 "General Industry Standards" and /or 29 CFR 1926 "General Construction Standards" as they apply to your Company's customary activities? Yes ItNnhlf P rya \v ��m13 41.w� d 11 l� tv l , a vlp i rNt a rtc lr 60 wtn pjLt: ..y1jgm : I NF)A D,S&jr tt , level =l &p keyvalue =1926 RFP 5634 - Main Document RFP 5634 Page 12 of 17 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate 13. Resident/Non- Resident Bidder Determination: Texas Government Code Section 2252.002: Non - resident bidders. Texas law prohibits cities and other governmental units from awarding contracts to a non - resident firm unless the amount of such a bid is lower than the lowest bid by a Texas resident by the amount the Texas resident would be required to underbid in the non - resident bidders' state. In order to make this detennination, please provide the name, address and phone number of: a. Responding firms principle place of business: Lhoist North America of Texas, Ltd., 3700 Hulen Street, Fort Worth TX 817 -732 -8164 b. Company's majority owner principle place of business: Lhoist Group, Rue Charles Dubois 28, 1342 Limelette Belgium 32 10 23 07 11 c. Ultimate Parent Company's principle place of business: Lhoist Group, Rue Charles Dubois 28, 1342 Limelette Belgium 32 10 23 07 11 26. )provide details on how firm meets the minimum qualifications stated in Section 3: includin g Copies of professional licenses (Additional attachments ImLy be lriclruded for reference). We have been in the lime business since 1966 under our former name Chemical Lime Company. We have worked with municipalities, TXDOT, private construction contractors large and small. We own our quarries so we do not have to be concerned about our lime supply. 27. Proyide rlcl ails�to s l )qrl the evaluation criteria itwu.ludi���t�s ttat irwtc� zat liva °rm. We have worked with a large range of cities, contractors and projects. We have experience delivering both dry and slurry lime. We will provide references of our performance. RFP 5634 - Main Document RFP 5634 Page 13 of 17 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate X SUBMISSION EXCEPTIONS Any exceptions taken to this solicitation must be itemized on the lines below. Additional pages may be added as needed, If there are no exceptions, please sign where indicated at the bottom of the page. Item # Description _9 _ Cooperative Purchasing/Piggyback Option - exception to the entire item Lhoist North America of Texas Ltd. 09/17/2014 Signature Company Date No Exceptions taken to this solicitation. Signature RFP 5634 - Main Document RFP 5634 Company Date Page 14 of 17 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate ,AX �V[-REFERENCES Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides. The City prefers customers of similar size and scope of work to this solicitation. REFERENCE ONE GOVERNMENT/COMPANY NAME: Dallas County Park Cities LOCATIONS_ 1811Re Row,D#Ia,sTX 75235 CONTACT PERSON AND TITLE: qra J!7, �q ___ ........... TELEPHONE NUMBFR 214-652-8639— . . . . ......... SCOPE OF WORK: Water treatment chemicals . ... ............... ... CONTRACT PERIOD: 10/1/14 to 09/30/15 REFERENCE TWO REFERENCE THREE CONTRACT PERIOD: No formal contract ......... . RFP 5634 - Main Document RFP 5634 Page 15 of 17 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate CKNOWLEDGEMENT The undersigned agrees this submission becomes the property of the City of Denton after the official opening. The undersigned affirms he has familiarized himself with the specification, drawings, exhibits and other documents; the local conditions under which the work is to be performed; satisfied himself of the conditions of delivery, handling and storage of materials and equipment; and all other matters that will be required for the work before submitting a response. The undersigned agrees, if this submission is accepted, to furnish any and all items /services upon which prices are offered, at the price(s) and upon the terms and conditions contained in the specification. The period for acceptance of this submission will be 120 calendar days unless a different period is noted. The undersigned affirms that they are duly authorized to execute this contract, that this submission has not been prepared in collusion with any other respondent, nor any employee of the City of Denton, and that the contents of this submission have not been communicated to any other respondent or to any employee of the City of Denton prior to the acceptance of this submission. Respondent hereby assigns to the City any and all claims for overcharges associated with this contract which arise under the antitrust laws of the United States, 15 USCA Section 1 e e ., and which arise under the antitrust laws of the State of Texas, Tex. Bus, & Com. Code, Section 15,01, et e . The undersigned affirms that they have read and do understand the specifications, all exhibits and attachments contained in this solicitation package. The undersigned agrees that the solicitation package posted on the website are the official specifications and shall not alter the electronic copy of the specifications and/or pricing sheet (Exhibit 1), without clearly identifying changes. The undersigned understands they will be responsible for monitoring the City of Denton Purchasing Website at; httu:// www .cityol'denton.com/inclex.asp.K' ?paw to ensure they have downloaded and signed all addendum(s) required for submission with their response. 1 certify that I have made no willful misrepresentations in this submission, nor have I withheld information in my statements and answers to questions. I am aware that the information given by me in this submission will be investigated, with my full permission, and that any misrepresentations or omissions may cause my submission to be rejected. Acknowledge receipt of following addenda to the solicitation: Addendum No 1 Dated N/A Received y Addendum No 2 Dated Received Addendum No 3 Dated Received NAME AND ADDRESS OF COMPANY: AUTH D *A# Lhoist North America of Texas Ltd. Signature ,1 NTATIVF: ORIZIv 3700 Hulen Street Fort Worth TX Tel, No, 817 - 732 -8164 Email. Smi th Lhotst,com To Vie. .,... ��� .m........�.�..ee�_,�. RIP 5634 - Main Document RFP 5634 Date 09/.17/2014 Name Michael Eliasen e. 8ttateigi Accounts Title Vtce President w Fax No. 817- 731 -4658 Page 17 of 17 af... �id DATE (MWDD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 09/3012014 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 REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED„ the potic,y(ies) 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 endorsernent(s), PRODUCER Marsh USA, Inc. NAME 4400 Comerica Bank Tower PHONE o Ext) (Alxtl 1717 Main Street E -MAIL. Dallas, TX 75201 -7357 AoDlrESc Attn: dallas.cens @marsh,coml(866) 966 -4664 ,,_, INSURER(S) AFFORDING COVERAGE NAIC # 344191- All- GAWXR -14 -15 INSURER A: ACE American Insurance Company 22667 INSURED ... INSURER B: NIA NIA_ Lhoist North America, Inc. — f /kla Chemical Lime Company INSURER .0 C. N/A NIA P O. Box 985004 Ft. Worth, TX 76185 INSURER q INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: HOU- 001867723 -43 REVISION NUMBER:1 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 CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE 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. INSR -ADDL SUOR , , ,.., , , , , , POLICY EFF I PIOL1CY EXP LTR ._. _. TYPE OF INSURANCE. _ c POLICY NUMBER u„• MMIDDlYYYY ..�'tlR,91I4 j YYYI _... ...,_.. _._ ........ LIMITS ..... A GENERAL LIABILITY HDO G27337521 10/01/2014 10/0112015 1 ".ACII C)CC'URR: N rl. $ 1,000,000 X DA.tul,' E 1,0 RENT E. . — 905,600 COMMERCIAL GENERAL LIABILITY PR MI$FS (La arc a encaj) $ „ CLAIMS -MADE X OCCUR MED EXP (Any, one person) $ 5,000 ._....._ .. PERSONAL & ADV INJURY $ 1,000,000 .... .. GENERAL AGGREGATE......... $ 10,000,000 N'L A LIMIT APPLIES PER GENLAGGREGATEL PRODUCTS - COMP /OP AGG $ 3,000,006 X I "RO, I _ ....... POLICY . ���C_.._ ,.,...._ ..... ........I....,.___.....�..,.. .. A AUTOMOBILLIABIL�� LIABILITY H08828350 1010112014 1 010112 0 1 5 SINGLE LIMIT 3,QQQ,QQQ 11SA �i (F.�s �IC�.edentu (EajccI den `� X ANY AUTO BODILY INJURY (Per person) $ _ ALL OWNED "y SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ __...... ..._ AUTO-0OWNED ..... P' %r:roPERdeoll , qA „L' _... $ HIRED AUTOS J (1 UMBRELLA LIAB ( OCCUR E_AC_H OCCURRENCE $ EXCESS LIAR CLAIMS-MADE .� AGGREGATE..... — ( DED 1 RETENTION$ $ A WORKERS COMPENSATION WLR 048018142 (AOS) 1 0}/0112014 1610112615 t �SC WC STATU C OTH �RY 1 AND EMPLOYERS' LIABILITY Y I' SCF 048018154 (WI) [ 16(01/2014 1010112015 A LWITS .ER 1,060,000 ANY PROPRIETOR/PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? N NIA E L, EACH ACCIDENT _ $ (Mandatory In NH) —' E L, DISEASE - EA EIUIPL OYFF. �,a,�.. $ If yes, describe under DESCRIPTION OF OPERATIONS below ....��.�,,..._..,�., =L -------------- _ E.L. DISEASE - POLICY LIMIT DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) RE: BID 3397 CITY OF DENTON SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE ATTN: KAREN SMITH THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 9018 TEXAS STREET ACCORDANCE WITH THE POLICY PROVISIONS. DENTON, TX 76201 AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Manashi Mukherjee ©1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD ACORD 101 (2008101) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 344191 LOC : Dallas e ADDITIONAL AGENCY NAMEDINSURED Marsh USA, Inc. I.hoist North America, Inc. -- ..... ---------- _ --------- ....... ._._.— ....., ftk /a Chemical Lime Company POLICY NUMBER F.Q. Box 985004 Ft Worth, 'TX 76195 ....... CARRIER — ...__— ......... NAICC0DE EFFECTIVE DATE: ACORD 101 (2008101) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACCORLY CERTIFICATE OF LIABILITY INSURANCE ®ATE(MM 09/30/201D ®IYYYY) 14 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 REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) 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 Marsh USA, Inc. NAMEa 4400 Comerica Bank Tower PHONE I p. Fxt) FAX ,.. _ ,....(AIC, No): ., 1717 Main Street E-MAIL Dallas, TX 75201 - 7357 n.IaDHF ss;_ Attn: dallas.certs@marsh.com/(866) 966 -4664 INSURER(S) AFFORDING COVERAGE NAIC # 344191 - All- GAWXR -14 -15 INSURER A: ACE American Insurance Company 22667 INSURED B N/A NIA Lhoist North America, Inc. INSURER w flkla Chemical Lime Company INSURER C: N/A NIA P.O. Box 985004 INSURER D: Ft. Worth, TX 76185 _ .......... INSURER E: INSURER F COVERAGES CERTIFICATE NUMBER: HOU- 001667721 -37 REVISION NUMBER: 3 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 CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE 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. INSR 'ADDL SUBR' ..... _ _,_ POLICY EFF P: CLIC1Y' &: XN LIMITS _ L.TR TYPE OF INSURANCEmIT �),ROR POLICY NUMBER IMM /l'1�?IYYYY MM /r101YYYY LIMT„ A GENERAL LIABILITY HDO 627337521 10101/2014 10101/2015 EACH OCCURRENCE $ 1,000,000 X DAmA$ r ro km rai 500,000 .... PV�irJlMf�iM.6FtG..G'"4i.NEl� dal L..IAG!.dlh..IT"d Iv1.Ml°riSslSck+rrr�rra;.p�._ $ _ CLAIMS MADE P—i OCCUR I MED EXP (Any one person) $ - 0od C PERSONAL & ADV INJURY $ 1,000,000 ( GENERAL AGGREGATE $ 10,000,000 G;EN L "4d,raRaEUATE LIMIT APPLIES PIiJR: PRODUCTS - COMPIOP AGG �S 3,000,000 X r QI.IrG.Y I PRO- _.. LOG; _. 1u �, »....I_..tLc' .................... � . -- ._. ....... I E UNII F ' - A AUTOMOBILE LIABILITY nLIABILITY lO IMNED SIiNG LIABILITY ISA H08828350 1010112014 1010112015 fl..a..str � Iderlt) 1 3,000,0()0 ) (} X. ANY AUTO BODILY INJURY (Per person) $ ALL OWNED SCHEDULED BODILY INJURY (Per accident) $ AUTOS NON -OWNED 1 R PLRT f l I 1A) lAG F_ _.,. HIRED AUTOS AUTOS IPF9+ I I$ UMBRELLA LIAB I EACH OCCURRENCE $ OCCUR AIMS -MADE AGGREGATE $ j1 DFDESS,LIARETENTION$ ... - .._- ..�_._ $ A WORKERS COMPENSATION CL WLR 04801814 (A- -- OS} 1010112014 101011 015 X WO STATU- 0TI I� ...... .� TORY (,4M T'5 � c R A OFFICER/MEMBER EXCLUDED? N SCF 048018154 (WI) 1010112014 10101/2015 E.L EACH ACCIDENT $, 1,000 a0a AND EMPL NIA .... _ _.._ . .. ANY PROPRIETOR/PARTNEF'JEXECU7IVE Y YIN (Mandatory In NH) E.L. DISEASE - EA EMPLOYEE $ 1,000 000 If yes, describe under - ....... _.. ... .1,006,000 DESCRIPTION OF OPERATIONS below EL DISEASE -POLICY LIMIT $ DESCRIPTION OF OPERATIONS t LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) CITY OF DENTON, ITS OFFICIALS, AGENTS, EMPLOYEES AND VOLUNTEERS ARE ADDITIONAL INSURED (EXCEPT ON WORKERS' COMP) AS RESPECTS OPERATIONS OF THE NAMED INSURED WHERE REQUIRED BY WRITTEN CONTRACT. WHERE REQUIRED BY WRITTEN CONTRACT, WAIVER OF SUBROGATION IS INCLUDED ON WORKERS' COMPENSATION IN FAVOR OF THE CERTIFICATE HOLDER, CERTIFICATE MOLDER CANCELLATION CITY OF DENTON 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 of Marsh USA Inc. ManashiMukherjee ©1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 344191 LOC : Gallas _...._.......... ADDITIONAL REMARKS SCHEDULE AGENCY NAMED INSURED Isar sty USA Inc, Lhoist North America„ Inc. 11-1--l", . ........... - . ............... f /k /a Chemical Lime Company POLICY NUMBER P.0. Box 985064 Ft. Worth, TX 76495 ... ...... ..m..... CARRIER I NAIC CODE EFFECTIVE DATE. Page 2 of 2 ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD TIM BEATY BUILDERS INC. CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND TIM BEATY BUILDERS, INC. (RFP 5634) THIS CONTRACT is made and entered into this day of w� A.D., 2014, by and between Tim Beaty Builders, Inc a corporation, whose address is PO Box 65, Denton, TX 76202, 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: SCOPE OF SERVICES Supplier shall provide products and /or services in accordance with the City's document RFP # 5634 Supply of Soil, Sand, Lime and Aggregate, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A "); (b) Request for Proposal # 5634 (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C "); (d) Insurance Requirements (Exhibit "D "); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E "); (f) Contractor's Proposal. (Exhibit "F "); These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." RFP # 5634 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY mm RFP # 5634 14[1)► t 17TO] to] 7 BY. ORIZED SIGNATURE Date:. Name, ,,., ,, PHONE NUMBER EMAIL ADDRESS BY: mm GEORGE C. CAMPBELL, CITY MANAGER Date: Exhibit A Special Terms and Conditions Total Contract Amount The contract total for services shall not exceed $1,300,000. Pricing shall be per Exhibit F attached. Contract Terms The contract term will be one (1) year, effective from date of award. The City and the Supplier shall have the option to renew this contract for an additional two (2) one -year periods. The contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date. At the sole option of the City of Denton, the contract may be further extended as needed, not to exceed a total of six (6) months. Price Escalation and De- escalation Prices for the services must be firm for a period of one year from date of contract award. Any request for price adjustment must be based on the U.S Department of Labor, Bureau of Labor Statistics, Producer Price Index(PPI) Construction sand and gravel, south (PCU21232121232103)and U.S. Energy Information Administration (EIA) prior 52 week average for Midwest (PADD 2) for retail diesel (on- highway) — all types. The price will be increased or decreased based upon the annual percentage change in the indices. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the indices change exceed a minimum threshold value of + / -1 %, then the stated eligible contract prices shall be adjusted in accordance with the appropriate index change not to exceed the 8% limit per year. Cooperative Purchasing/Piggyback Option This contract may not be used by other governmental agencies. This section is withdrawn from the original RFP, Main Document, Section 9. RFP # 5634 Exhibit C Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City's solicitation are applicable to Contracts /Purchase Orders issued by the City hereinafter referred to as the City or Buyer and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City's Procurement Department and the Supplier. No Terms and Conditions contained in the Sellers Solicitation Response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract /Purchase Order these written provisions will take precedence. By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. 1. CONTRACTOR'S OBLIGATIONS. 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 DATE/TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. INVOICES: A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partial shipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. B. Proper Invoices must include a unique invoice number, the purchase order or delivery order number and the master agreement number if applicable, the Department's Name, and the name of the point of contact for the Department. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, shall be attached to the invoice. The Contractor's name, remittance address and, if applicable, the tax identification number on the invoice must exactly match the information in the Vendor's registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor's invoice. C. Invoices for labor shall include a copy of all time - sheets with trade labor rate and deliverables order number clearly identified. Invoices shall also include a tabulation of work -hours at the appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours actually worked at the work site. D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all Subcontract and other authorized expenses at actual cost without markup. E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. RFP # 5634 4. PAYMENT: A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non - conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City's agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor's obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting documentation; or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded Contractor who is in arrears to the City for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 5. TRAVEL EXPENSES: All travel, lodging and per diem expenses in connection with the Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. 6. FINAL PAYMENT AND CLOSE -OUT: RFP # 5634 A. If a DBE /MBE /WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to submit a Contract Close -Out MBE /WBE Compliance Report to the Purchasing Manager no later than the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance with the requirements as accepted by the City. B. The making and acceptance of final payment will constitute: i. a waiver of all claims by the City against the Contractor, except claims (1) which have been previously asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms of any warranty specified herein, (4) arising from the Contractor's continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under the City's right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. 7. RIGHT TO AUDIT: A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the Contractor which must be payable within five (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract and shall constitute, in the City's sole discretion, grounds for termination thereof. Each of the terms "books ", "records ", "documents" and "other evidence ", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 8. SUBCONTRACTORS: A. If the Contractor identified Subcontractors in a DBE/MBE /WBE agreed to Plan, the Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: RFP # 5634 L require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor is required to indemnify the City. C. The Contractor shall be fully responsible to the City for all acts and omissions of the Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such Subcontractor except as may otherwise be required by law. D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later than ten (10) calendar days after receipt of payment from the City. 9. WARRANTY- PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other Contractor or with any competitor. C. In addition 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 Contractor's current prices on orders by others for like deliverables under similar terms of purchase. 10. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the Acceptance Date. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery RFP # 5634 of the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Contractor, and purchase conforming services from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. 11. ACCEPTANCE OF INCOMPLETE OR NON - CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non - conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non - conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to question the other party's intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. 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, State, or local guidelines, or in a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 14. DEFAULT: The Contractor shall be in default under the Contract if the Contractor (a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Contractor's Offer, or in any report or deliverable required to be submitted by the Contractor to the City. 15. TERMINATION 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) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor's default, including, without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful rate. Additionally, in the event of a default by the RFP # 5634 Contractor, the City may remove the Contractor from the City's vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 16. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (3 0) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 17. FRAUD: Fraudulent statements by the Contractor on any Offer or in any report or deliverable required to be submitted by the Contractor to the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. 18. DELAYS: A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment to the Contract. The Contractor must assert its right to an adjustment within thirty (30) calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall excuse the Contractor from delaying the delivery as notified. B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default or delay in contract performance due to any of the foregoing causes, then the time for completion of the services will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform. 19. INDEMNITY: A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and /or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor's subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non - conforming deliverables, negligence, willful misconduct or a RFP #5634 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 20. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in EXHIBIT D The successful Contractor shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City. A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of A- VII or better. The City will accept workers' compensation coverage written by the Texas Workers' Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitation number and the following information: City of Denton Materials Management Department 901B Texas Street RFP # 5634 Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self - insured retentions, if any, stated in policies. All deductibles or self - insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. xiv. The insurance coverage's specified in within the solicitation and requirements are required minimums and are not intended to limit the responsibility or liability of the Contractor. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. 21. CLAIMS: If any claim, demand, suit, or other action is asserted against the Contractor which arises under or concerns the Contract, or which could have a material adverse affect on the Contractor's ability to perform thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City shall state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof; and the name of each person against whom such claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. 22. NOTICES: Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or RFP #5634 Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 23. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552, and Texas Government Code. 24. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co- counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 25. CONFIDENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and /or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know -how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information "). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and /or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and /or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The RFP #5634 Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 26. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made - for -hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint authorship of such deliverables. Should by operation of law, such deliverables not be considered works made -for- hire, the Contractor hereby assigns to the City (and agrees to cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver an assignment to the City of) all worldwide right, title, and interest in and to such deliverables. With respect to such work made - for -hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver a work - made - for -hire agreement, in a form to be reasonably approved by the City, to the City upon delivery of such deliverables to the City or at such other time as the City may request. C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its employees to, execute, acknowledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and /or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor's obligations to execute, acknowledge, and deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37 above. 27. PUBLICATIONS: All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. 28. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, except to the extent required by law. RFP # 5634 29. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 30. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 31. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision - making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City's Conflict of Interest Questionnaire (Exhibit E). 32. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an employer /employee relationship, a partnership, or a joint venture. The Contractor's services shall be those of an independent contractor. The Contractor agrees and understands that the Contract does not grant any rights or privileges established for employees of the City, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and control of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City, Texas, or his designee under this agreement. 33. ASSIGNMENT - DELEGATION: The Contract shall be binding upon and ensure to the benefit of the City and the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. RFP # 5634 34. WAIVER: No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Contractor or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. 35. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre - printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 36. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 37. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision - making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. RFP # 5634 38. 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, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 39. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. 40. HOLIDAYS: The following holidays are observed by the City: New Year's Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year's Day (observed) If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 5:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. 41. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. 42. NON - SUSPENSION OR DEBARMENT CERTIFICATION: The City is prohibited from contracting with or making prime or sub - awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal RFP # 5634 Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non - Procurement Programs, the State of Texas, or the City. 43. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this RFQ. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 44. BUY AMERICAN ACT - SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable, in addition to the specific federally funded requirements. A. Definitions. As used in this paragraph i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incorporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty -free entry certificate is issued); or (2) For components manufactured by the Contractor, all costs associated with the manufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. iii. "Domestic end product" means - (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "Foreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. 10a - 10d) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract; but will consider for approval foreign articles as domestic for this product if the articles are on a list approved by another Governmental Agency. The Offeror shall submit documentation with their Offer demonstrating that the article is on an approved Governmental list. D. The Contractor shall deliver only domestic end products except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled 'Buy American Act Certificate ". RFP # 5634 45. RIGHT TO INFORMATION: The City reserves the right to use any and all information presented in any response to this solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 46. LICENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.gpo.fzov/davisbacon/tx.html 48. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. 49. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on -site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of of 1978, dealing with issuance of Form W -2's to common law employees. Respondent is responsible for both federal and State unemployment insurance coverage and standard Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City shall not be liable to Respondent or its employees for any Unemployment or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall indemnify the City and shall pay all costs, penalties, or losses resulting from Respondent's omission or. breach of this Section. 50. DRUG FREE WORKPLACE: The contractor shall comply with the applicable provisions of the Drug -Free Work Place Act of 1988 (Public Law 100 -690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug -free work environment; and the final rule, government -wide requirements for drug -free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug -Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. 51. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be liable for all damages to government- owned, leased, or occupied property and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City Procurement Manager in writing of any such damage within one (1) calendar day. RFP # 5634 52. FORCE MAJEURE: The City, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non- performance or delay in performance. 53. NON - WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract will not affect the right of such Party to require performance in the future. No delay, failure, or waiver of either Party's exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. 54. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of any immunities from suit or from liability that the City may have by operation of law. 55. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. RFP # 5634 Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COM PEN SENTATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor 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 minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time, however, 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 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. • 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 made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: 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 form, Contractor shall maintain such coverage continuously throughout the term 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. RFP # 5634 • 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. 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 $500,000 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 RFP # 5634 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. [ ] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' 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 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers' 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 $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 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. [ ] 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 RFP # 5634 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. [ ] 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. RFP # 5634 ATTACHMENT 1 [ ] 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 governmental 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: 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 RFP # 5634 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, informing 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. I. 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. 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; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. 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. J. 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 RFP #5634 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. RFP # 5634 EXHIBIT E City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate - CONFLICT OF INTEREST QUESTIONNAIRE CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doh business with local eovernmental entity H.B. 1491 , 80th Leg., Regular Session, This questionnaire reflects changes made to the law OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person Date Received who has a business relationship as defined by Section 176.001(1 -a) with a local governmental entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. 1 Name of person who has a business relationship with local governmental entity. 2 Check this box if you are tiling an update to a previously filed questionnaire. l—I (The law rcquires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7" business day after the date the orLri nttl'i� filed xlzuu.stionmirc becomes intcomnLse or no7sxx. uralcj 3 Name of local government officer with whom filer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? Yes 11..... -1 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? Yes l 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? Yes No D. Describe each affiliation or business relationship. ..� NOT APPLICABLE m_.._..., w 4.�..� ngk atta j op °sr a oin� witil the rrpter�tal Date t�;rontit RFP 5634 - Main Document Page 16 of 17 RFP 5634 September 18, 2014 City of Denton Materials Management RFP 5634 SUPPLY OF SOIL, SAND, LIME AND AGGREGATE FOR THE CITY OF DENTON 901 B Texas Street Denton, TX 76209 ebids d( citvofdenton.com Dear Karen E. Smith, Attached, please find our response to the above referenced Request for Proposal Thanksl Corey Thomas cthomas o),tbbuilders.com Tim Beaty Builders, Inc. (940)387 -3275 (940)382 -5461 FAX PO Box 68 Denton, TX 76202 P.O. BOX 68 DENTON, TEXAS 76202 (940) 387 -3275 FAX (940) 382 -5461 RFP 5634 W (a^ V W cc Q W Cid W J f7 Z N J_ N LL 0 J a a N L a, a, s CA aA c a M Ln a LL. cc Exhibit F a y C tTO N N N N N N N N N D •a) L m LLI N X O Co O M M r-I lD O_ L N N m CU aJ 2 eM-I rr l "I CO L- E H � a) � p c a) N U) U) U a) � 06 W L Cl) � U U) O Z fE "r 4-- O �♦ W L O 0 Q• �c '.. O . U L v U p U O O U U M o o U) a) > ° U �- c c=a 0 >, CU a N O N O N N (D Q V i O > > U) U) p L a) U 'a N ,n a) � - C O O 2 ^ U M O a) -O > CU _C Y p +� CD c�6 a) C14 c0 4) p >_ Z O m 0 U C U as O c Q a) >+ cu O rn 0) 0 0) 0 p u CO CU c a) a) N — -a L Q- ` V c a) co N L a) U N L- U L> _� O v N ti Q a) fA C r V r a) —_ N L 'a a) U !_' O a) O i N a) ca z a o IL LL (A a U p U U ° T-- (n m } } c a c } c c U U U U Y i z m p O p p O O p a Q' u) O 00 co O U') O Z r 110 r r r r 0 m W O a0 T- N M I — U) RFP 5634 Cit3EOViM�Jfiton RFP for Supply of Soil, Sand, Lime and Aggregate S Attachment E Conflict of Questionnaire Form ei. 9 Attdic„6ar-nent F knowlCdgmembl Submit response, with tabs marking each section, in the following order: XXKXMDMMXWBUSINESS OVERVIEW QUESTIONNAIRE AND FORMS 1. Contractor Legal Name (for contracting purposes): Tim Beaty Builders, Inc. 2. Subsidiary of- 3. Organization Class (circle): Partnership Individual Association 4. Tax Payer ID #: 75-2319724 5 . Date Established: 19 8 3 6. Historically Underutilized Business: Yes or 7 . Does your company have an established physical presence in the State of Texas, or the City of Denton? Ye or No, in which? Both 8. Please provide a detailed listing of all products and/or services that your company provides. New and remodel construction services Excavation and aggregate hauling 9. Has your company filed or been named in any litigation involving your company and the Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available. Include lawsuits where Owner was involved. No. 10. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why? Give name and telephone number of Owner. No 11. Have you ever had a contract terminated by the Owner? If so, where and why? Give name and telephone number (s) of Owner (s). No RFP 5634 - Main Document RFP 5634 Page 11 of 17 CityF4ftlbbfiton RFP for Supply of Soil, Sand, Lime and Aggregate 12. Has your company implemented an Employee Health and Safety Program compliant with 29 CFR 1910 "General Industry Standards" and/or 29 CFR 1926 "General Construction Standards" as they apply to your Company's customary activities? ��v...�, 1 ti 'r} � �r� l av �;b0 �aasic. ata � i ,�°�v'' 1 c� ,. Y6 1 mml q � toc: level =l &p keyvalue =1926 Yes 13. Resident/Non- Resident Bidder Determination: Texas Government Code Section 2252.002: Non - resident bidders. Texas law prohibits cities and other governmental units from awarding contracts to a non - resident firm unless the amount of such a bid is lower than the lowest bid by a Texas resident by the amount the Texas resident would be required to underbid in the non - resident bidders' state. In order to make this determination, please provide the name, address and phone number of. a. Responding firms principle place of business: Denton, Texas b. Company's majority owner principle place of business: Denton, Texas c. Ultimate Parent Company's principle place of business: Denton, Texas 26. Provide details on how firm meets the minimum qualifications stated in Section 3; int tl(litt Y co vies of - ofessionaal licenses.-JAdditional ;atlachments ma I)e itaclut. ed fi)r reference). Tim Beaty Builders, Inc., has been providing construction and materials delivery services for over three decades in Denton, TX and surrounding areas. Please see Attachment D- References for a list of references. Tim Beaty Builders, Inc., was incorporated in the State of Texas on February 12, 1990, and maintains all appropriate licenses and permits to provide its services. The Certificate of Incorporation issued by the Secretary of State is attached. Our DOT number is 1658834. We maintain a Contractor Registration form for a.General Contractor with the City of Denton. RFP 5634 - Main Document RFP 5634 Page 12 of 17 Cit)EafifibKton RFP for Supply of Soil, Sand, Lime and Aggregate 27. Pr 4)vicle (Jelflls to , q) port' tfic ey:iNatipp cl-itelia, hickidfims, enwrience ,iiid (Jeliven,. Tim Beaty Builders maintains a fleet of trucks and pup trailers to deliver aggregate materials, and the necessary equipment to load/offload and spread aggregate. We maintain a staff of skilled personnel to operate the trucks and equipment. We have provided comparable services to numerous private and governmental entities in and near Denton, Texas over the past three decades. Our owned equipment includes: Seven(7) Trucks and Pups for hauling Three(3) Skid Steers Three(3) Bulldozers Two(2) Excavators Two(2) Backhoes One (1) Grader See attached Equipment Sheet for full equipment listing, including Year, Make/Model and description. RFP 5634 - Main Document RFP 5634 Page 13 of 17 ]DLO-CH Flu USE OF A CORPORATE NAME IN THIS STATE IN VIOLATION OF THE RIGHTS OF ANOTHER kAllA - se iu9bit F Tim EQUIPMENT EQUIP # DESCRIPTION C0106 UTILITY TRAILERS C0126 '07 MACK TRUCK / PUP C0130 '07 MACK TRUCK / PUP C0140 '07 MACK TRUCK / PUP C0150 '07 MACK TRUCK / PUP C0156 '07 MACK TRUCK / PUP C0160 '07 MACK TRUCK / PUP C0166 '07 MACK TRUCK / PUP C0176 '90 INT'L TRUCK -3 TON C0178 '92 INT'L TRUCK -3 TON C0186 '92 INT'L TRUCK -3 TON C0196 '91 INT'L TRUCK 3 TON CO206 963C CATERPILLAR (8 hr min) CO226 D6 -C CATERPILLAR (8 hr min) CO236 D6 -R CATERPILLAR (8 hr min) CO246 '05 320CL CAT EXCAVATOR (8 hr min) CO256 '06 320CL CAT EXCAVATOR (8 hr min) C0326 FIAT GRADER (8 hr min) C0426 '04 LS190 NH SKID LOADER (4 hr min) C0436 '13 CAT 272D SKID LOADER (4 hr min) C0446 '13 CAT 272D SKID LOADER (4 hr min) C0526 '88 FORD FLATBED -1.5 TON C0716 '96 MACK HAUL TRUCK (4 hr min) C0916 632 BOBCAT C1006 TH83 CAT FORKLIFT (4 hr min) C1016 A/C FORKLIFT C1046 416E BACKHOE (4 hr min) C1046 416E BACKHOE W /PACKER C1056 416C BACKHOE (4 hr min) C1116 DATSUN FORKLIFT C1126 DATSUN FORKLIFT C1136 CASE 586E FORKLIFT (4 hr min) C1216 WELDER WITH OPERATOR C1336 JACKHAMMER W /COMPRESSOR C1416 HOTSY PRESSURE WASHER (4 hr min) C1426 TERRA EXTREME 3200 C1436 WACKER 6" WATER PUMP C1446 LIGHT TOWER C1456 WATER WAGON RFP 5634 Cit)Eorl ton RFP for Supply of Soil, Sand, Lime and Aggregate Any exceptions taken to this solicitation must be itemized on the lines below. Additional pages may be added as needed. If there are no exceptions, please sign where indicated at the bottom of the page. Item # Description •� ■ �3 i v �. , �,.+c, d� lid apl�l ✓ w - °�nizpt��rc Company Date Signature Company Date RFP 5634 - Main Document RFP 5634 Page 14 of 17 Cit�W wfiton RFP for Supply of Soil, Sand, Lime and Aggregate Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides. The City prefers customers of similar size and scope of work to this solicitation. GOVERNMENT/COMPANY NAME: LOCATION: CONTACT PERSON AND TITLE: TELEPHONE NUMBER: SCOPE OF WORK: CONTRACT PERIOD: GOVERNMENT/COMPANY NAME: LOCATION: CONTACT PERSON AND TITLE: TELEPHONE NUMBER: SCOPE OF WORK: CONTRACT PERIOD: GOVERNMENT/COMPANY NAME: LOCATION: CONTACT PERSON AND TITLE: TELEPHONE NUMBER: SCOPE OF WORK: CONTRACT PERIOD: RFP 5634 - Main Document RFP 5634 REFERENCE ONE . . . .......... . . . .. . . . ................. REFERENCE TWO City of Highland Village... Scott (972)317-2989_ ------- Deliver materials------- REFERENCE THREE Lake Cities Municipal Utility Authority Jeff Knight (940)497-2999 Haul off debris / asphalt 2014 Page 15 of 17 CityW OUiiton RFP for Supply of Soil, Sand, Lime and Aggregate The undersigned agrees this submission becomes the property of the City of Denton after the official opening. The undersigned affirms he has familiarized himself with the specification, drawings, exhibits and other documents; the local conditions under which the work is to be performed; satisfied himself of the conditions of delivery, handling and storage of materials and equipment; and all other matters that will be required for the work before submitting a response. The undersigned agrees, if this submission is accepted, to furnish any and all items /services upon which prices are offered, at the price(s) and upon the terms and conditions contained in the specification. The period for acceptance of this submission will be 120 calendar days unless a different period is noted. The undersigned affirms that they are duly authorized to execute this contract, that this submission has not been prepared in collusion with any other respondent, nor any employee of the City of Denton, and that the contents of this submission have not been communicated to any other respondent or to any employee of the City of Denton prior to the acceptance of this submission. Respondent hereby assigns to the City any and all claims for overcharges associated with this contract which arise under the antitrust laws of the United States, 15 USCA Section I et se g,, and which arise under the antitrust laws of the State of Texas, Tex. Bus. & Com. Code, Section 15.01, et se g, The undersigned affirms that they have read and do understand the specifications, all exhibits and attachments contained in this solicitation package. The undersigned agrees that the solicitation package posted on the website are the official specifications and shall not alter the electronic copy of the specifications and/or pricing sheet (Exhibit 1), without clearly identifying changes. The undersigned understands they will be responsible for monitoring the City of Denton Purchasing Website at: littp:// www .cityofdenton.coiTYindex.asi)x? age =397 to ensure they have downloaded and signed all addendum(s) required for submission with their response. I certify that I have made no willful misrepresentations in this submission, nor have I withheld information in my statements and answers to questions. I am aware that the information given by me in this submission will be investigated, with my full permission, and that any misrepresentations or omissions may cause my submission to be rejected. Acknowledge receipt of following addenda to the solicitation: Addendum No 1 Dated Received Addendum No 2 Dated Received Addendum No 3 Dated Received Tim Beaty Builders, Inc, 421 E Hickory Street Denton, TX 76201 Tel. No. _(940)387 - 3275*___ Email. tbeaty @tbeatybuilders.com RFP 5634 - Main Document RFP 5634 AUTHORIZED PRESENTAAI h V YA Date �µ Name Tim 13ealy Title President Fax No. (940)982 -5461 Page 17 of 17 BEATT -1 OP ID: SA CERTIFICATE OF LIABILITY INSURANCE DATE,MMI ° °""'"' 10/08/2014 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 REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) 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 endors@ment(s). PRODUCER 'N'AM': Sandy Adams BOIey Featherston Insurance K & S Group, ,w PHONE FAX 940 -723 7111 940-723-7531 a Member of Inc P. O. Box 97513 THIS IS TO CERTIFY THAT THE POLICIES A/P Ne, „al­ ke, ---- ------------- r MAIL sand adams be l@ f@ath @rston com 4DDRESSI �____ Wichita Falls, TX 76307 -7513 LISTED BELOW HAVE BEEN ISSUED TO _fir__ ..__..... ........_ .. ..... „e Bol @y Featherston Insurance INSURERfS) AFFORDING COVERAGE --- - - - - -- ------ - - - - -� NAIC OR OTHER DOCUMENT WITH RESPECT TO INSURER A : Bituminous Casualty Corp 20095 .... ........__ -------------- INSURED Tim Beaty Builders Inc. ®, , ,,,,,.. ----- __ INSURERB:Texas Mutual Ins Co ­­­- 22945 Old Mill Ltd THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. P O Box 68 LIMITS SHOWN MAY HAVE BEEN REDUCED BY .INSURER C Denton, TX 76202 INSR .... LTR TYPE OF INSURANCE INSURER D: SUB-R „ COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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 CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE 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. INSR .... LTR TYPE OF INSURANCE ADDL 101 SUB-R „ POLICY EFF..... POLICY NUMBER MMIDDryyyY. POLICYEXP MWDDt'YYYY LIMITS ........ GENERAL LIABILITY EACH OCCURRENCE'S $ 1,000,000 A X COMERCIALGENERALLIABILITY M CLP3605893B 07/01/2014 07/01/2015 DAMti+Y±�tCnE TO-RENTED P�I»f MI ESYE a��arane7nool $ 100,000 � CLAIMS -MADE Ix. I OCCUR MED EXP (Any one person) $ 5,00 PERSONAL & ADV INJURY $ 1,000,000 ........................................................... ............. _._._._._... GENERAL AGGREGATE ,,,,,,,, ...,.. ...........,.. $ 2,000,00 .,.,,, GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPIOP AGG ........... $ 2,000,000 I'tL''L Lth POLICY X $ -JLQ � AUTOMOBILE LIABILITY 70MBINE01 90M (Errractl eiq),., 1,000,00 $,,,, A X ANY AUTO CAP3605894B 07/01/2014 07/01/2015 BODILY INJURY (Per person) $ ALL OWNED SCHEDULED BODILY INJURY (Per accident) ...... _. $ AUTOS _.., AUTOS NON -OWNED P20PERTY DAMAP E ....... ......: HIRED AUTOS .,....... -, AUTOS {P,ERACCIDENTl ......... ......... _ . ,,,,A $ X X OCCUR UMBRELLA LIAR EACH OCCURRENCE $ 5,000,000 A EXCESSLIA6 ...... .. .. - - -- CUP2806016B 07/01/2014 07/01/2015 AGGREGATE $ 5,000,000 I X RETENTION $ 10000 �, _..., $ WORKERS COMPENSATION TAI'US 07 H- X AND EMPLOYERS' LIABILITY Y/❑YN 'iSF0001070586 TWGRV .ER ... ..... B ANY PROPRIETORIPARTNER /EXECUTIVE 07/01/2014 07/01/2015 E L. EACH ACCIDENT $ 1,000,00 OFFICER /MEMBER EXCLUDED? NIA . - - -- . -- - -- -- (Mandatory In NH) E L DISEASE - EA EMPLOYEE $ 1,000,00 If Yes, describe under DESCRIPTION OF OPERATIONS below .l ......... E . DISEASE - POLICY LIMIT 1 ......... $ 1,000,000 DESCRIPTION OF OPERATIONS /LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) DENTCO2 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF DENTON ACCORDANCE WITH THE POLICY PROVISIONS. 901B TEXAS STREET DENTON TX 76201 AUTHORIZED REPRESENTATIVE aiiououmrrnw,www�ooi � © 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD WEIR 777 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND WEIR 777, LLC (R FP 56 34) For and in consideration of the covenants and agreements contained herein, and for th(* mutual benefits to be obtained hereby, the parties agree as follows: Supplier shall provide products and/or services in accordance with the City's document R # 5634 Supply of Soil, Sand, Lime and Aggregate, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY M APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 1-MA RFP # 5634 CONTRACTOR BY: AUTHORIZED SIGNATURE Date- Naine: PHONE NUMBER EMAIL ADDRESS CITY OF DENTON, TEXAS BY: GEOidEE". —CAM'—PBELE, CITY MAN Date: Exhibit A Qqeci,-z�,us g-fA Caydig, Total Contract Amount The contract total for services shall not exceed $1,600,000. Pricing shall be per Exhibit F attached. Contract Terms Exhibit C Standard Purchase Terms and Conditions By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. 1. CONTRACTOR'S OBLIGATIONS. 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 DATE/TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 4. PAYMENT: 5. TRAVEL EXPENSES: All travel, lodging and per them expenses in connection with t Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. I 6. FINAL PAYMENT AND CLOSE-OUT- RFP # 5634 City of Denton �� , 901B Texas Street 22. NOTICES: Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or RFP # 54 34 23. RIGHTS TO i PROPOSAL ♦. CONTRACTUAL MATERIAL: All material submitted by i i i to the City shall become i i ., of i portions of by the Contractor to be proprietary must be clearly marked s Determination of public „ of the material subject i the Texas Public Information Act, Chapter and i Code. III ' : woln, Contractor ag.. to use protective . a no less stringent than the Contractor uses within i own business to protect own most valuable information, protective Confidential under all tit, the PUBLICATIONS: published material reports i must be originally i` d material unless otherwise specifically provided in the Contract. When material not o i- i in a report source be d` except 28. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, to the extent required by r P 5634 ► a ,n, 35. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by if parties. No pre-printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contr,?.ct. I If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a LegM Holiday falls on Sunday, it will be observed on the following Monday. Normal hours I operation shall be between 8:00 am and 5:00 pm, Monday through Friday, excluding City tenton Holi a- s. An scheduled deliveries or work grformance not within jhe 41. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that imp o I p continuing obligations on the parties, including but not limited to the warranty, indemnity, al confidentiality obligations of the parties, shall survive the expiration or termination of t Contract. Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non-Procurement Programs, the State of Texas, or the City. 45. RIGHT TO INFORMATION: The City reserves the right to use any and all information presented in any response to this solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 46. LICENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.gpo.gov/davisbacon/tx.html f ►� * � .U. Exhibit D INSURANCE REQUIREMENTS AND WORKERS'COMPENSENTATION REQUIREMENTS F.1 .-Mir Aff, Without limiting any of the other o obligations or liabilities of the Contractor, the Contractr shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. 2#27V77.77772ent sausjactory certyicates oj insurance including any applicable addendum or endorsements, containing the contract number and title of'the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractor shall not commence any work or deliver any material until he or she R y the City of Denton. 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- V11 or betle.r. Name as Additional Insured the City of Denton, its Officials, Agents, Employees and volunteers. That such insurance is primary to any other insurance available to the Additional Insured with respect to claims covered under the policy and that thi's insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. Cancellation: City requires 30 (lay written notice should any of the policies described on the, certtficate be cancelled or materially changed before the expiration date. Should any of the required insurance be provided under a claims made form, Contractor shall maintain such covemge continuously throughout the terin of this contract 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 include 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. fig" 'MY specifications throughout the duration of the Contract, or longer, ifso noted. [X] A. General Liability Insurance: fill, y insurance . nea—si—ngf—ei= S 0 0 ess I I I ! . . inni i s a 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. Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad forna property damage coverage. i� and ISO Form GL 0404) is used, it shall include at least: Bodily injury and Property Darnage 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 dainage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property darnage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used MIM • any auto, or • all owned hired and non-owned autos. Workers' Compensation Insurance aMMMz1M=1 Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. Builders' is Insurance LM,uilders' 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 i . nterests may appear. 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 R_FP # 5634 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 'F:.. each occurrence are required. [ ] Additional Insurance ATTACHMENT I Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities 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. 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 governmental entity prior to being awarded the contract. 10,'. If the coverage period shown on the contractor's current certificate of coverage ends durirf-g 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: 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 RFP # 5634 5. retain all reqtfired certificates of coverage on file for the duration of the project and for one year thereafter; 6. 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 whorn 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. J. 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 • the contractor who will provide services on the project will be covered ► 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 INUMM - IMIRM I JI)IM IN S31ject: Rie contractui to Nuillinistrauve 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. EXHIBIT E CONFLICT OF INTEREST QUESTIONNAIRE _ FORM CIQ For vendor or other p erson doin business with local overnmental entit This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. OFFICE . This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a USE ONLY Date person who has a business relationship as defined by Section 176.001(1 -a) with a local governmental Received entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. Name of person who has a business relationship with 1 p p local' governmental entity. � ..�.. ....... J ❑ Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7'h business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) TNaime of local government officer with whom filer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, B. C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? Yes E] 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? 1. Yes ...J 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? [::] Yes d• No D. Describe each affiliation or business relationship. -- . ............ .. -- _ --.m. ..--- _. 4 _.,, . ........ _. . .. .. ....... _, .,. ._ Signature of person doing business with the governmental Date ei�tut Exhibit F RFP 5634 - Evaluation and BAFO Sheet for SUPPLY OF SOIL, SAND, LIME & AGGREGATE �.......___._.. ... ................. m Respondent's Name Weir 777 - BAFO _.-. -. Principal Place of Business — a._ .. -.. Dallas TX Item # EST.AQNnfJUAL UOM Product Description p Unit Price Estimated Delivery Mlles to Yard from 9018 Texas Street, pRO (Days) Denton 1 Cu Yd Top Soil Screened - City pick u p W... $ 12.50 il 14 3 Cu. Yd .... ....... Field Sand - Backfill - City pick up %f / j% /1%' P12,00,0 .. .,.- -.. .- .. - - - - -_ $ 5.40 14 5 u Yd �.... Screened Sand CI ick u tV p P % -- $ 9.00 i/ /f/i o /r 48 7 Tons Pit Sand (Concrete) - Concrete City ( V pick up $ 7.00 / / / /�i / 14 ..........— .... „�! 9 800 Tons Manufactured Sand for Concrete Mixture - City pick up 12.00 %% % ; ",,i 48 11 800 Tons �.. Concrete Aggregate Class A, 1' - #4 Rock (Rewashed &Screened) -City pick up ;;ii ,'� $ 10.50 45 13 300 Tons 'Concrete Aggregate 3/8' Down Rock - City pick up $ 10.50 . ................W- ............. ii / % jj , 14 15 1,000 Tons 1 -3/4 + Down Flexible Base - City pick up MCA % /r'rr $ 6......... 16 1,000 Tons 1-3/4" + Down Flexible Base Delivered to City $ 1235 2 17 1,000 Tons 5/8" + Down Flexible Base City pick up - - - -- .._... ... . 10.50 , ";, „ , , /� 14 19 1,000 Tons Crushed Stone #6-20 for Ice ( and snow control of city streets) - City pick up rrir% �/i r $ 9.00 45 21 300 ..............._. Tons Limestone Screening - City pick up $ 7.50 .... 23 200 tons 11/2" Rock, Limestone (Washed & Screened) - City pick up _...._.. _ ..... .. ........ ...... 10.00 ` 45 25 .. ......... 100 ......_ Tons 4" - 71/2 Gabion Limestone City pick up ............... ..,_..... ...._ ........... $ 11.00 - - 45 27 500 ... -... Tans w 3/4" Rock, Limestone Utility Stone (Not Washed) - City pick up $ 10.00 „- 45 ��- _ .............. 39 100��.. Tons Pea Gravel (Unwashed) City pick up $ 17.00 - ,;,,.,,, - r;,,,,,,,;,;,, 65 41 0 Tons - - -__ Pea Gravel Washed City E v ... _ Pickup $ 17.00 � �,,,, -� " 65 43 15,000 Cu. Yd, Select Fill City pick up _.... -. ........._ - -.._ __ ....._ 9.50 „ - . ,, � 14 ....._... 1,000 Tons Base45 Type A, Grade 1 Flexible e - City pick up $ 7.75 45 SECTION d" Parks iV alotenarice Products 47 1,000 Cu. Yd. 'Sall __...__ _ .._._. Field Clay City Y Pick up ......._. $ 13.00 _. 58 500 Tons USGA Turf Topdressing Sand, >92.5% Sand, Screened, Course to Medium, Washed, Ton - City pick up _ _ 9.50 65 54 500 Tons USGA Turf Topdressing Sand, >92.5% Sand, Screened, Course to Medium, Washed, Ton - Delivered to City �_.._... r 25.50 3 59 24 Cu. Yd. Compost Bulk Cu Yd - Delivered to City _. -- ........ _. $ 40.00 n..._ - 14 62 24 Cu Yd. Bedding Soil Mix- Bulk Cu. Yd. City pick up " ......... - - ... _ .... - $ 33.00 _. _ .......... 2 63 24 Cu. Yd. Bedding Sail Mix -Bulk Cu. g Yd. - Delivered to City 39.00 -..._ ..... - 14 64 24 Cu. Yd. 8 V pick up.� Enhanced Bedding Soil Mix - Bulk Cu. Yd. - City m.,.. " ! + n $ 34.00 2 55 24 Cu. Yd Enhanced Bedding g il Mi x - Bulk ty Soil Cu. Yd. - Delivered to City ,a �.m_. $ 40.00 .._. r„ ,,,,, 14 66 2700 3 Cu. Ft. Cypress Mulch, 3 Cu. Ft. Bag - Cit pick up ........ V ..�...�w $ 15.00 � 2 67 27 00 3 Cu. Ft. Cypress Mulch, 3 Cu. Ft. Bag - Delivered to City' $ 21.00 ........._, Ds.,munh ... Tnrm Me.n...... ... �.w . ._. 14 ...... RFP 5634 Exhibit y\ < ©e � �s »cy yayy.. : ..«,. 2d?/ ll 2 M7/�� RFPm& Exhibit F City ofDonton WA I I # 7. Does your company have an established physical presence in the State of Texas, or the City of Denton? Yes or No, in which? State of Texas 8. Please provide a detailed listing of all products and/or services that your company provides. Our co provides a number of products and services, we can provide all materials listed on price sheet and any earth work operations that need to be performed 9. Has your company filed or been named in any litigation involving your company and the Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available. Includii lawsuits where Owner was involved. NO 10. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why? Give name and telephone number of Owner. NO I I . Have you ever had a contract terminated by the Owner? If so, where and why? Give name and telephone number (s) of Owner (s). NO YY7A M-71177) WMipaNT-LUplementea an EmploTe-e-A—eaffiTa-UM-Natety trograin compliant with 29 CFR 19 10 "General Industry Standards" and/or 29 CFR 1926 "General Construction Standards" as they apply to your Company's customary activities? • RFP8;�385 ftin Document Page 12 of 17 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lima and Aggregate 12. Has your company implemented an Employee Health and Safety Program compliant -with 29 CFR 1910 "General Industry Standards" or 29 CFR 1926 "General Construction Standards" as they apply to your Company's customary activities? NO level=l&p kevvalue=1926 ♦ . 111- 4 0 D-MOMMUMIZAN Pill in aa b. Company's majority owner principle place of business: 10850 Luna Rd Dallas Tx 75220 ME= 26. Provide details on k iUwlnc fl _)i&JL4._8_LW R!TfiLssiouLd licerjscs,(Additionyl AttyCh!L1,(!qs 1111M ilqLin Its!] - fog 27. Llrqvi4(W detail y to sjjfl�)orl I-lie evithfation Lriterigyxinehiitfing e1L)exience and dellygM — _ _ _ RFPR �3 ,,t5 v1ain Document Page 12 of 16 Exhibit IF City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate K* 0 *,T04 10,, MMI C5 WO J DI Any exceptions taken to this solicitation must be itemized on the fines below. Additional pages may be added as needed. If there are no exceptions, please sign where indicated at the bottom of the page. Item # Description Signature No Exceptions taken t o t his solicitation. a 4 Signature -J)v�,'777 tU Company IM MRWA5�Aain Document Page 14 of 17 Exhibit F City of to RFP for Supply of Soil, Sand, Lime and Aggregate Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides. The City prefers customers of similar size and scope of work to this solicitation. I: 14 M 4 A "I Mae) LOCATION: Dal] CONTACT PERSON AND TITLE: Mike 1,44)inson .... . - - — -------- SCOPE OF WORK: Provide AggregateL___ CONTRACT PERIOD: Oven REFERENCE THREE RFP 5634 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate Acknowledge receipt of following addenda to the solicitation: NAME AND ADDRESS OF COMPANY: AUTHORIZED REPRESENTATIVE: -Weir 777,LLC Signature —10850-Luna Rd Dallas Tx 75220 Tel. No. 972-556-9696 Email. Alweir777(a ,:j RFP 5634 Title Manager 1W I 'TVQ14 10-!MjRE" CERTIFICATE OF LIABILITY INSURANCE DATE'MM IYYYY) 10j7/2014 PRODUCER Mullis Newby Hurst LP 5057 Keller Springs Road, Suite 400 Liberty Plaza II Addison, TX 75001 INSURED Weir 777, LLC P. O. Box 541793 Dallas, TX 75354 -1793 COVERAGES CERTIFICATE NI THIS IS TO CERTIFY THAT THE POLICIES OF INSUFW, INDICATED. NOTWITHSTANDING ANY REQUIREMENT, CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, TH EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LI _ I�LN ._ L ..... I ._... �. ITR ERA LIABILITY E — O INSURANCE A A � Ma AIMS �MADI GENERAL I1 �71C II; UR GEN'L AGGREGATE LIMIT APPLIES PER: X UMBRELLA LIAB X OCCUR B EXCESS LIAB CLAIMS MADE WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEXECUTIVE A OFFICERIMEMBER EXCLUDED? ❑ N/A (Mandatory In NH) 6CK49181407 If yea, deacribe under DESCRIPTION OF OPERATIONS below CITY ME I A L..� 17201 -0123 5674 .ICY PERIOD WHICH THIS -)URC S "( -P( HE TERMS, 0/1/2014 110/1/2015 .,000,000 300,000 10, 0001 111-11- . . ............. 00,000 000,000 I , 0 000 BODILY INJURY (Per person) $ BODILY INJURY (Per acddent) $ PR4:5 P ff"IY D A iAGF lLI &r r i�iW1_ $ EACH OCCURRENCE $ 5, 000, 000 /1/2014 10/1/2015 AGGREGATE $ _ 5, 000 , 000 E.L. EACH ACCIDENT 1 $ 1 00 y 00 014 0/1/2015 EA EMPLOYE $ 1 000 00 E.L. DISEASE - POLICY LIMIT 1 . 000.00' DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, H more space Is required) RE: RFP # 5634 - Weir 777, LLC as Materials Supplier CERTIFICATE HOLDER as City of Denton, its Officials, Agents, Employees and Volunteers Policies except Workers' Compensation include blanket Additional Insured endorsement providing Additional Insured status to Certificate Holder for Ongoing and Completed Operations and Primary and Non- Contributory status when evidenced by written contract with requirement between Named Insured and Certificate Holder. All policies include Thirty (30) Day Cancellation except Ten (10) Day Nonpayment of Premium or except Insured Request. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Denton ACCORDANCE WITH THE POLICY PROVISIONS. Materials Management AUTHORIZED REPRESENTATIVE 901 B Texas Street Denton, TX 76209 Scott Stagner /SANDYF ACORD 25 (2010105) 01988 -2010 ACORD CORPORATION. All rights reserved. INRn75 r9mnn�N nt Tha Arnion nama and Innn arm ranletarad marlre of al non AUTOMOBILE LIABILITY A X ANY Auro ALLOSNED SCHEDULED AUTOS 6CA40181407 X X HIRED AUTOS AUTOSWNED X UMBRELLA LIAB X OCCUR B EXCESS LIAB CLAIMS MADE WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEXECUTIVE A OFFICERIMEMBER EXCLUDED? ❑ N/A (Mandatory In NH) 6CK49181407 If yea, deacribe under DESCRIPTION OF OPERATIONS below CITY ME I A L..� 17201 -0123 5674 .ICY PERIOD WHICH THIS -)URC S "( -P( HE TERMS, 0/1/2014 110/1/2015 .,000,000 300,000 10, 0001 111-11- . . ............. 00,000 000,000 I , 0 000 BODILY INJURY (Per person) $ BODILY INJURY (Per acddent) $ PR4:5 P ff"IY D A iAGF lLI &r r i�iW1_ $ EACH OCCURRENCE $ 5, 000, 000 /1/2014 10/1/2015 AGGREGATE $ _ 5, 000 , 000 E.L. EACH ACCIDENT 1 $ 1 00 y 00 014 0/1/2015 EA EMPLOYE $ 1 000 00 E.L. DISEASE - POLICY LIMIT 1 . 000.00' DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, H more space Is required) RE: RFP # 5634 - Weir 777, LLC as Materials Supplier CERTIFICATE HOLDER as City of Denton, its Officials, Agents, Employees and Volunteers Policies except Workers' Compensation include blanket Additional Insured endorsement providing Additional Insured status to Certificate Holder for Ongoing and Completed Operations and Primary and Non- Contributory status when evidenced by written contract with requirement between Named Insured and Certificate Holder. All policies include Thirty (30) Day Cancellation except Ten (10) Day Nonpayment of Premium or except Insured Request. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Denton ACCORDANCE WITH THE POLICY PROVISIONS. Materials Management AUTHORIZED REPRESENTATIVE 901 B Texas Street Denton, TX 76209 Scott Stagner /SANDYF ACORD 25 (2010105) 01988 -2010 ACORD CORPORATION. All rights reserved. INRn75 r9mnn�N nt Tha Arnion nama and Innn arm ranletarad marlre of al non City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0635, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for temporary labor services for various City of Denton departments; providing for the expenditure of funds therefor; and providing an effective date (RFP 5556- awarded to Labor Finders in the three (3) year not -to- exceed amount of $1,400,000). RFP INFORMATION This RFP is for temporary employment services to be utilized by various City departments on an as needed basis. This includes administrative support, general labor, CDL driver, and light equipment operator positions. Requests for Proposals were sent to 380 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. Six (6) proposals were received. The proposals were evaluated based upon published criteria including price, project schedule, compliance with specifications, and indicators of probable performance. A Best and Final Offer (BAFO) was conducted with Labor Finders which resulted in a three (3) year savings of $5,472. Labor Finders ranked the highest and was determined to be the best value for the City (Exhibit 1- EvaluationBAFO Sheet). RECOMMENDATION Approve a contract with Labor Finders in the three (3) year not -to- exceed amount of $1,400,000. This amount is based on estimated quantities for all line items included in RFP, previous spend history over the last contract period, and a contingency for additional positions that may be added during the contract period. PRINCIPAL PLACE OF BUSINESS Labor Finders Denton, 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 City of Denton Page 1 of 2 Printed on 10/16/2014 File M ID 14 -0635, Version: 1 periods, with all terms and conditions remaining the same. FISCAL INFORMATION The job positions provided through this contract will be funded from department operating accounts. Purchase orders will be issued as the services are needed. EXHIBITS Exhibit l: Evaluation/Best and Final Offer Exhibit 2: Ordinance Exhibit 3: Contract Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Elton Brock at 349 -7133. City of Denton Page 2 of 2 Printed on 10/16/2014 88 G. 10 0 0 .1c Ic 0 0 ci 16 o o r 06 06 06 8 . . . . . . . . . . . . c 16 G 0 1 0 0 0 > > 0 c c c 8 0 E .6 V� of C4 E x E m V - - - - - - - - - - - - — 6 6 c6 O - - an - - — — — — — — . . . . . . . . . . . . r . . . . . . . . . . . . . N co 'q a � c4 C .2 0— E Lu wa 0 U, "6 w v '6 4 n EL x LLJ 0 - - - - - — — — — — . . . . . . . . . . . . IQ cl� M IQ cc� t C x M - 0 W M 0 M �2 wN�Zt m E �m 0 C H HS HS - - - - - - - - - - — - - - - - - — — — — — — . ... . . . . . . . ... . . . . . . . . . . . . . g N 0 0 x CL r E E - - - - - - - - - - - - — - MI MI O - - - - - - - - - . . . . . . . . . . . . . . . . . .. . . . . w . . . 9 WW cc 'Q 9 9 v! w cu C � m - - - - - - - - - - - - — CA W ip N W� R V R m WW W, I O - - - - - - — — — - - . . . . . . . . . . . . . . . . . . . . . . . . 0 ca a -0 �2 �2 �2 OJ OD 0 - - - - - - - - - - - - — 0 'C m 0 - - - - - - - - - - - ip . . . . . . . . . . . . c . . 6 6 . . 6 6 . . 6 . . 6 4 . . 6 6 . . . 6 6 !2 m� �2 t 0 co m . X m m 0 - - - - - - - - - - - - — 0 .0 w 0 w T '. P 2. m . . . O - - - - - - - - - - - - Z ZA E m 1 0 0 0 . . . O —0 .2 . . . a: E E E 0 a '0 m m m 0 1 El El E 1 1 'D 'D 'D < < < U U U 1:i 1:i 0 0 0 0 0 0 0 0 in a 88 G. 10 0 0 .1c Ic 0 0 ci 16 o o r 06 06 06 8 O E c 16 0 1 0 0 0 > > 0 c c c 8 < E E EXHIBIT 2 ORDINANCE NO. 2014- AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE TEMPORARY LABOR SERVICES FOR VARIOUS CITY OF DENTON DEPARTMENTS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5556- AWARDED TO LABOR FINDERS IN THE THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $1,400,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the supply of Temporary Labor Services in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, equipment, supplies or services, shown in the "Request for Proposals" on file in the office of the Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5556 Labor Finders $1,400,000 SECTION 2. By the acceptance and approval of the above numbered items of the submitted proposals, the City accepts the offer of the persons submitting the proposals for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, specifications, standards, quantities and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with the terms, conditions, specifications, standards, quantities and specified sums contained in the EXHIBIT 2 Proposal and related documents herein approved and accepted. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5556 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved proposals. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY m BY: EXHIBIT 3 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND LABOR FINDERS (RFP 5556) THIS CONTRACT is made and entered into this day of „m..m___........___.... A.D., 2014, by and between Labor Finders a corporation, whose address is 2000 Denison, St, Suite 102, Denton, TX 76201, 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: SCOPE OF SERVICES Supplier shall provide products and /or services in accordance with the City's document RFP # 5556 Supply of Temporary Labor Services, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A "); (b) Request for Proposal # 5556 (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C "); (d) Insurance Requirements (Exhibit "D "); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E "); (f) Contractor's Proposal. (Exhibit "F "); These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." RFP # 5556 EXHIBIT 3 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY C APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY RFP # 5556 Ct;'"INTI,RAC11)R BY:" AUTHOFRlZl'`T JNA' Rk Date: Name: XAVIER VELAZQUEZ Title. BRANCH MANAGER 940 - 243 -0183 ....... _._...... PHONE NUMBER xavier .velazquez @laborfinders.com EMAIL ADDRESS CITY OF DENTON, TEXAS BY: GEORGE C. CAMPBELL, CITY MANAGER [)ate: EXHIBIT 3 Exhibit A Special Terms and Conditions Total Contract Amount The contract total for services shall not exceed $1,400,000. Pricing shall be per Exhibit F attached. Contract Terms The contract term will be one (1) year, effective from date of award. The City and the Supplier shall have the option to renew this contract for an additional two (2) one -year periods. The contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date. At the sole option of the City of Denton, the contract may be further extended as needed, not to exceed a total of six (6) months. Price Escalation and De- escalation Prices for the services must be firm for a period of one year from date of contract award. Any request for price adjustment must be based on the, U.S Department of Labor, Bureau of Labor Statistics, and Employment Cost Index (ECI) for private industry, wages and salaries (CIU2020000000000A). The price will be increased or decreased based upon the annual percentage change in the PPI. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the PPI change exceed a minimum threshold value of + / -I %, then the stated eligible bid prices shall be adjusted in accordance with the PPI change not to exceed the 8% limit per year. RFP # 5556 EXHIBIT 3 Exhibit C Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City's solicitation are applicable to Contracts /Purchase Orders issued by the City hereinafter referred to as the City or Buyer and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City's Procurement Department and the Supplier. No Terms and Conditions contained in the Sellers Solicitation Response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract /Purchase Order these written provisions will take precedence. By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. 1. CONTRACTOR'S OBLIGATIONS. 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 DATE /TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. INVOICES: A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partial shipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. B. Proper Invoices must include a unique invoice number, the purchase order or delivery order number and the master agreement number if applicable, the Department's Name, and the name of the point of contact for the Department. Invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, shall be attached to the invoice. The Contractor's name, remittance address and, if applicable, the tax identification number on the invoice must exactly match the information in the Vendor's registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor's invoice. C. Invoices for labor shall include a copy of all time - sheets with trade labor rate and deliverables order number clearly identified. Invoices shall also include a tabulation of work -hours at the appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours actually worked at the work site. D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all Subcontract and other authorized expenses at actual cost without markup. E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. RFP # 5556 EXHIBIT 3 4. PAYMENT: A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of- i. delivery of defective or non - conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City's agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor's obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting documentation; or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded Contractor who is in arrears to the City for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 5. TRAVEL EXPENSES: All travel, lodging and per diem expenses in connection with the Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. 6. FINAL PAYMENT AND CLOSE -OUT: RFP #5556 EXHIBIT 3 A. If a DBE /MBE /WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to submit a Contract Close -Out MBE /WBE Compliance Report to the Purchasing Manager no later than the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance with the requirements as accepted by the City. B. The making and acceptance of final payment will constitute: i. a waiver of all claims by the City against the Contractor, except claims (1) which have been previously asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms of any warranty specified herein, (4) arising from the Contractor's continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under the City's right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. 7. RIGHT TO AUDIT: A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the Contractor which must be payable within five (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract and shall constitute, in the City's sole discretion, grounds for termination thereof. Each of the terms "books ", "records ", "documents" and "other evidence ", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 8. SUBCONTRACTORS: A. If the Contractor identified Subcontractors in a DBE /MBE /WBE agreed to Plan, the Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: RFP # 5556 EXHIBIT 3 i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor is required to indemnify the City. C. The Contractor shall be fully responsible to the City for all acts and omissions of the Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such Subcontractor except as may otherwise be required by law. D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later than ten (10) calendar days after receipt of payment from the City. 9. WARRANTY - PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other Contractor or with any competitor. C. In addition 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 Contractor's current prices on orders by others for like deliverables under similar terms of purchase. 10. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the Acceptance Date. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery RFP # 5556 EXHIBIT 3 of the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Contractor, and purchase conforming services from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. 11. ACCEPTANCE OF INCOMPLETE OR NON - CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non - conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non - conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to question the other party's intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failure as an anticipatory repudiation of the Contract. 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, State, or local guidelines, or in a manner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 14. DEFAULT: The Contractor shall be in default under the Contract if the Contractor (a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Contractor's Offer, or in any report or deliverable required to be submitted by the Contractor to the City. 15. TERMINATION 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) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor's default, including, without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful rate. Additionally, in the event of a default by the RFP # 5556 EXHIBIT 3 Contractor, the City may remove the Contractor from the City's vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 16. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 17. FRAUD: Fraudulent statements by the Contractor on any Offer or in any report or deliverable required to be submitted by the Contractor to the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. 18. DELAYS: A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment to the Contract. The Contractor must assert its right to an adjustment within thirty (30) calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall excuse the Contractor from delaying the delivery as notified. B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default or delay in contract performance due to any of the foregoing causes, then the time for completion of the services will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effect of such failure to perform. 19. INDEMNITY: A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respective agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and /or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to any person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor's subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non - conforming deliverables, negligence, willful misconduct or a RFP # 5556 EXHIBIT 3 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 20. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in EXHIBIT D The successful Contractor shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City. A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of A- VII or better. The City will accept workers' compensation coverage written by the Texas Workers' Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitation number and the following information: City of Denton Materials Management Department 901B Texas Street RFP # 5556 EXHIBIT 3 Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self - insured retentions, if any, stated in policies. All deductibles or self - insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. xiv. The insurance coverage's specified in within the solicitation and requirements are required minimums and are not intended to limit the responsibility or liability of the Contractor. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. 21. CLAIMS: If any claim, demand, suit, or other action is asserted against the Contractor which arises under or concerns the Contract, or which could have a material adverse affect on the Contractor's ability to perform thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City shall state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof; and the name of each person against whom such claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. 22. NOTICES: Unless otherwise specified, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or RFP #5556 EXHIBIT 3 Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901 B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 23. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552, and Texas Government Code. 24. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co- counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 25. CONFIDENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and /or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know -how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information "). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and /or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and /or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The RFP #5556 EXHIBIT 3 Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 26. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made - for -hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint authorship of such deliverables. Should by operation of law, such deliverables not be considered works made -for- hire, the Contractor hereby assigns to the City (and agrees to cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver an assignment to the City of) all worldwide right, title, and interest in and to such deliverables. With respect to such work made - for -hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver a work - made - for -hire agreement, in a form to be reasonably approved by the City, to the City upon delivery of such deliverables to the City or at such other time as the City may request. C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its employees to, execute, acknowledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and /or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor's obligations to execute, acknowledge, and deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37 above. 27. PUBLICATIONS: All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. 28. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, except to the extent required by law. RFP # 5556 EXHIBIT 3 29. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 30. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 31. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision - making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, with the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City's Conflict of Interest Questionnaire (Exhibit E). 32. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an employer /employee relationship, a partnership, or a joint venture. The Contractor's services shall be those of an independent contractor. The Contractor agrees and understands that the Contract does not grant any rights or privileges established for employees of the City, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and control of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City, Texas, or his designee under this agreement. 33. ASSIGNMENT - DELEGATION: The Contract shall be binding upon and ensure to the benefit of the City and the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. RFP # 5556 EXHIBIT 3 34. WAIVER: No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Contractor or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. 35. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre - printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 36. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 37. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the fling 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 (1) senior level individual with decision - making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. RFP #5556 EXHIBIT 3 38. 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, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 39. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. 40. HOLIDAYS: The following holidays are observed by the City: New Year's Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year's Day (observed) If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 5:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. 41. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. 42. NON - SUSPENSION OR DEBARMENT CERTIFICATION: The City is prohibited from contracting with or making prime or sub - awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal RFP #5556 EXHIBIT 3 Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non - Procurement Programs, the State of Texas, or the City. 43. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this RFQ. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 44. BUY AMERICAN ACT - SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable, in addition to the specific federally funded requirements. A. Definitions. As used in this paragraph i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incorporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty -free entry certificate is issued); or (2) For components manufactured by the Contractor, all costs associated with the manufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. iii. 'Domestic end product" means - (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. 'End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "Foreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. 10a - l Od) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract; but will consider for approval foreign articles as domestic for this product if the articles are on a list approved by another Governmental Agency. The Offeror shall submit documentation with their Offer demonstrating that the article is on an approved Governmental list. D. The Contractor shall deliver only domestic end products except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate ". RFP # 5556 EXHIBIT 3 45. RIGHT TO INFORMATION: The City reserves the right to use any and all information presented in any response to this solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 46. LICENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.gpo.gov/davisbacon/tx.html 48. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. 49. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on -site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of of 1978, dealing with issuance of Form W -2's to common law employees. Respondent is responsible for both federal and State unemployment insurance coverage and standard Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City shall not be liable to Respondent or its employees for any Unemployment or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall indemnify the City and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 50. DRUG FREE WORKPLACE: The contractor shall comply with the applicable provisions of the Drug -Free Work Place Act of 1988 (Public Law 100 -690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug -free work environment; and the final rule, government -wide requirements for drug -free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug -Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. 51. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be liable for all damages to government- owned, leased, or occupied property and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City Procurement Manager in writing of any such damage within one (1) calendar day. RFP #5556 EXHIBIT 3 52. FORCE MAJEURE: The City, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non- performance or delay in performance. 53. NON - WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract will not affect the right of such Party to require performance in the future. No delay, failure, or waiver of either Party's exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. 54. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of any immunities from suit or from liability that the City may have by operation of law. 55. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. RFP # 5556 EXHIBIT 3 Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor 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 minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time, however, 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 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. • 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 made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: 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 form, Contractor shall maintain such coverage continuously throughout the term 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. RFP # 5556 EXHIBIT 3 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. 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 $500,000 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 RFP # 5556 EXHIBIT 3 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. [X] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' 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 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers' 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 $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 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. [ ] 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 RFP #5556 EXHIBIT 3 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. [ ] 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. RFP # 5556 EXHIBIT 3 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 governmental 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: 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 RFP # 5556 EXHIBIT 3 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, informing 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. I. 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; 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. 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; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. 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. J. 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 RFP #5556 EXHIBIT 3 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. RFP # 5556 EXHIBIT 3 Exhibit E CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other ersorr d'oin busirtess with local overntteltai entit' This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a Date Received person who has a business relationship as defined by Section 176.001(1 -a) with a local governmental entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense Lander this section is a Class C misdemeanor, Name of person 1 p n 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 file an updated completed questionnaire with the appropriate filing authority not later than the 71h business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3 Name of local government officer with whom filer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? E Yes ry 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 ED 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? =1 Yes = No D. Describe each affiliation or business relationship. 4 .. Signature of person doing business with the governmental Date entity RFP #5556 EXHIBIT 3 Exhibit F RFP 5556 - Pricing Sheet for SUPPLY OF TEMPORARY LABOR SERVICES Payment Term Discounts RFP 5556 Labor Finders - Respondent's Company Name: BAFO Principal Place of Business: Denton, TX Est. Item # Annual UOM Product Description Hourly Rate Qty is 17,000 HR General Laborer 1 $ 11.98 lb 5,000 HR General Laborer II $ 12.99 1c 2,500 HR General Laborer III $ 14.50 2a 300 HR Adminstrative Support 1 $ 13.25 2b 1,500 HR Adminstrative Support II $ 15.24 2c 800 HR Adminstrative Support III $ 16.49 3a 2,000 HR CDL Driver 1 $ 16.24 3b 800 HR CDL Driver II $ 16.98 3c 500 HR CDL Driver III $ 19.51 4a 2,000 HR Light Equipment Operator 1 $ 12.98 4b 1,000 HR Light Equipment Operator II $ 13.82 4c 500 HR Light Equipment Operator III $ 16.27 Optional Adders (to be added to above as needed) 5 HR lFork Lift Certification No Charge Expedite Fee, per employee (response 6 EA in 30 minutes) No charge Payment Term Discounts RFP 5556 EXHIBIT 3 Exhibit F RFP #5556 SUPPLY OF TEMORARY LABOR SERVICES FOR THE CITY OF DENTON LABOR FINDERS 2000 Denison St. Suite 102 Denton, TX 76201 XAVIER VELAZQUEZ 940 -243 -0183, 940 -243 -0273 fax laborfinders.com xavier .velazquez @laborfinders.com RFP 5556 EXHIBIT 3 Exhibit F City of Denton RFP for the Supply of Temporary Labor Services ATTACHMENT A- BUSINESS OVERVIEW QUESTIONNAIRE AND FORMS 1. Contractor Legal Name (for contracting purposes): Labor Finders 2. Subsidiary of: L.C. Personnel Inc. 3. Organization Class (circle): Partnership Corporation Individual Association 4. Tax Payer ID #: 74- 2710280 5, Date Established: 1994 6, Historically Underutilized Business: Yes or No 7. Does your company have an established physical presence in the State of Texas, or the City of Denton? Yes or No, in which? Yes 8. Please provide a detailed listing of all products and/or services that your company provides. Temporary Labor Services Temp to Hire Services Maintenance, grounds keeping Garbage collection, recycling labor Event set -up labor 9. Has your company filed or been named in any litigation involving your company and the Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available. Include lawsuits where Owner was involved. No 10. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why? Give name and telephone number of Owner. No 11. Have you ever had a contract terminated by the Owner? If so, where and why? Give name and telephone number (s) of Owner (s). No 12. Has your company implemented an Employee Health and Safety Program compliant with 29 CFR 1910 "General Industry Standards" and /or 29 CFR 1926 "General Construction Standards" as they apply to your Company's customary activities? RVF0 ; ;g6 Main Document Page 12 of 19 EXHIBIT 3 Exhibit F City of Denton RFP for the Supply of Temporary Labor Services �'alq.r /w W4dtt .+a�pdtrNrwa %avtt*�rtmitr:6'p .l�iit °�tNr�w l�l�a i tmh,iwi- t�° 1926 �o 13. Resident/Non- Resident Bidder Determination: Texas Government Code Section 2252.002: Non - resident bidders. Texas law prohibits cities and other governmental units from awarding contracts to a non - resident firm unless the amount of such a bid is lower than the lowest bid by a Texas resident by the amount the Texas resident would be required to underbid in the non - resident bidders' state. In order to make this determination, please provide the name address and phone number of: a. Responding firms principle place of business: b. Company's majority owner principle place of business: c. Ultimate Parent Company's principle place of business: 26. Provide details on how firm meets the minimum qualifications stated in Section 3; including copies of professional licenses (Additional attachments may be included for reference). -Labor Finders has serviced the City of Denton since being awarded previous three year contract from BID #4058 in June 2008. -Three additional one -year renewals were awarded - Currently servicing City of Georgetown, City of Lockhart and City of Princeton and The City of Denton -State of Texas Temporary Common Worker Employer License #TCWEMP00000482 27. Provide details to support the evaluation criteria, including experience and delivery as detailed in Section 18. No OSHA complaints No citations No convictions RWO 8 §6- Main Document Page 13 of 19 If ' w a `1 l Qa f J if � 1 nid n", 6+ r� rl �+ w i I RFP 5556 14 W O W F H O W O z 0 0 U O W h EXHIBIT 3 Exhibit F W W 00ON Z A�F Wo agq 0 U a M N O N rl W U A !M4 �M w w Z 3 0 N rl W W W A T.� M O 0 A EXHIBIT 3 Exhibit F City of Denton RFP for the Supply of Temporary Labor Services ATTACHMENT B-SUBMISSION EXCEPTIONS Any exceptions taken to this solicitation must be itemized on the lines below. Additional pages may be added as needed. If there are no exceptions, please sign where indicated at the bottom of the page. Item # Description Signature Company No Exceptions taken to this solicitation. Company RFNFWA; Main Document Date 91111116114 I'll-, — -- Date Page 14 of 19 EXHIBIT 3 Exhibit F City of Denton RFP for the Supply of Temporary Labor Services ATTACHMENT C- SAFETY RECORD QUESTIONNAIRE The City of Denton desires to avail itself of the benefits of Section 252 0135 of the Local Government Code, and consider the safety records 01' Potential contractors prior to award ref City contracts, Pursuant to Section 252.0435 of the Local Government. Code, the City of Denton has adopted the following written definition and criteria for accurately determining the safety record of a respondent prior to awarding City contracts. The definition and criteria for determining the safety record of a respondent for this consideration shall be; The City of Denton shall consider the safety, record of the respondent in determining the responsibility thereof. The City may consider any incidence involving worker safety or safety of the citizens of the City of Denton, be it related or caused by environmental, r rechanreal, operational, supervision or any other cause or factor. Specifically, the City may consider, among other things: a. Complaints to, or final orders entered by, the Occupational Safety and Health Review Commission (OSHRC), against the respondent for violations of OSHA regulations within the past three (3) years. b. Citations (as defined below) from an Environmental Protection Agency (as defined below) for violations within the past live (5) years. Environntentaal Protectio'at Agencies include, but are not necessarily limited to, tlrc US, Army Corps of Engineers (USACOE), the U.S. Fish ailcl Wildlife Service (t)SlVS), the Environmental Protection Agency (1311A), the Texas Crnnr I'll issiors ort Envii•otla1nental Quality (TCEQ), the Texas Natural Resource C,,ottservartic�rr Commission (J1NTtCC) (predecessor to the TCEQ), the Texans Depauttnerrt of Ilcalth (TDI.1), the Texas Parks and Wildlife Department (TPWD), the Stru turAl Pest Control Board (SPC13), agencies of local governments responsible for errl`carcing environmental protection or worker safety related laws or regulations„ and similar regulatory agencies of other states of the United States. Citations include:` notices Of violation, notice; of ell f'orce rile lit, suspension /revocations of state or federal licenses or registrations, fines assessed, pending criminal complaints, indictments, or convictions, administrative orders, caraft orders, final orders, and judicial final judgments. C. Convictions of a criminal offense within the past ten (10) years, which resulted in bodily harm or death. d. Any other safety related matter deemed by the City Council to be material in determining the responsibility of the respondent and his or her ability to perform the services or goods required by the solicitation documents in a safe environment, both for the workers and other employees of respondent and the citizens of the City of Denton. In order to obtain proper inf°ol•marfuon from respondent's so that City of Denton may consider the safety records of potential contractors prior to awarding lids on Cite contracts, City of Denton requires that respondents answer the following three (3) questions and submit thern with their submissions; RFWF�55;g6 Main Document Page 15 of 19 EXHIBIT 3 Exhibit F City of Denton RFP for the Supply of Temporary Labor Services E STIt)N ONE Has the respondent, or the firm, corporation, partnership, or institution represented by the respondnet, or anyone acting for such firm, corporation, partnership or institution, received citations for violations of OSHA within the past three (3) years? YES NO X ___ If the respondent has indicated YES for question number one above, the respondent must provide to City of Denton, with its submission, the following information with respect to each such citation; Date of offense, location of establishment inspected, category of offense, final disposition of offense, if any, and penalty assessed. QUESTION TWO Has the respondent, or the lni, corporation, partnership, or institution represented by the respondent, or anyone acting for such i`1rnt, corporation, partnership or institution, received citations for violations of environmental protection laws or regtilations, of any kind or type, within the past five years? Citations include notice of violation, notice of enforcement, suspensionlrcvocations of {tame or f6dcral licenses, or registrations, fines assessed, pending criminal complaints, indictments, or crrnvictions, adns ill rstr•at,ive orders, draft orders, final orders, and judicial final judgments. t"' ""'S "t t. If the respondent has indicated YES for question number two above, the respondent must provide to City of Denton, with its submission, the following information with respect to each such conviction: Date of offense or occurrence, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. QUESTION THREE Has the respondent, or the firm, corporation, partnership, or institution represented by respondent, or anyone acting for such firm, corporation, partnership, or institution, ever been convicted, within the past ten (10) years, of a criminal offense which resulted in serious bodily injury or death? YES - NOJ ......... X..... If the respondent has indicated YES for question number three above, the respondent must provide to City of Denton, with its submission, the following information with respect to each such conviction; Date of offense, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. RFP 5556 - Main Document Page 16 of 19 RFP 5556 EXHIBIT 3 Exhibit F City of Denton RFP for the Supply of Temporary Labor Services ATTACHMENT D-REFERENCES Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides. The City prefers custorners of similar size and scope of work to this solicitation. REFERENCE ONE REFERENCE TWO GOVERNMENT/COMIPANY NAME: Uty of'Lockhall REFERENCE THREE GOVERNMENT /COMPANY NAME: City of Princeton LOCATION: Princeton, TX , CONTACT PERSON AND TITLE: 14 Cr TELETHONE NIJMBER� 972111"736 24.16__.---1 . ..... . ..... ......... .......... - - ------ . ... . .... ............ ....... . ........... - y SCOPE OF WORK: help wi h..,,., 4 1, 1p, ni, t 2i pi, an! 1-2 ..... . ....... -- ... ......... ................. __ ....... . ....... -- .......... .......... . ... . .................. ......... . ......... .. . . ....... ....... .. . ... CONT TACT PERIODI N/A Quin',Nlt .............. ................. - .. . ................... I .... . . .................... . . ....... ............... . ...... - .............. . ....... . .. . I ................... .............. RFP 5556 - Main Document RFP 5556 Page 17 of 19 EXHIBIT 3 Exhibit F City of Denton RFP for the Supply of Temporary Labor Services ATTACHMENT F- ACKNOWLEDGEMENT The undersigned agrees this submission becomes the property of the City of Denton after the official opening. The undersigned affirms he has familiarized himself with the specification, drawings, exhibits and other documents; the local conditions under which the work is to be performed; satisfied himself of the conditions of delivery, handling and storage of materials and equipment; and all other matters that will be required for the work before submitting a response. The undersigned agrees, if this submission is accepted, to furnish any and all items /services upon which prices are offered, at the price(s) and upon the terms and conditions contained in the specification. The period for acceptance of this submission will be 120 calendar days unless a different period is noted. The undersigned affirms that they are duly authorized to execute this contract, that this submission has not been prepared . in collusion with any other respondent, nor any employee of the City of Denton and that the Contents of "this suha'nission have not been communicated to any other respondent or to any employee of the City of Denton prcor to the acccpta'rice of this submission. Respondent hereby assigns to the City any and all claims for overcharges associated with this contract which arise under the antitrust laws of the United States, 15 USCA Section 1 et se ., and which arise under the antitrust laws of the State of Texas, Tex. Bus. & Com. Code, Section 15.01, et sea. The undersigned affirms that they have read and do understand the specifications, all exhibits and attachments contained in this solicitation package. The undersigned agrees that the solicitation package posted on the website are the official specifications and shall not alter the electronic copy of the specifications and /or pricing sheet (Exhibit 1), without clearly identifying changes. The undersigned understands they will lrc responsible for monitoring the City of Denton Purchasing Website at: hti:s /iww, c�yol� °d� tator.ctrr��eclex�,f�x ^:2l)agc =3.'97 to ensure they have downloaded and signed all addendum(s) required for submission with their response. I certify that I have made no willful misrepresentations in this submission, nor have I withheld information in my statements and answers to questions. I rim aware that the information given by me in this submission will be investigated, with my full permission, and that any misrepresentations or omissions may cause my submission to be rejected. Acknowledge receipt of following addenda to the solicitation: Addendum No 1 Dated N/A Addendum No 2 Dated N /A, Addendum No 3 Dated /A_ NAME AND ADDRESS OF COMPANY; ,, l m, il. A- ► RFP 5556 - Main Document RFP 5556 Received Received Received Page 19 of 19 EXHIBIT 3 LABOR -5 OP ID: DI CERTIFICATE OF LIABILITY INSURANCE DATE (MM / 02I26 I2014Y) 014 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 REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) 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 endorserrient(:s), PRODUCER Anco Ins Services of Austin NAMF f 61CiNF "a "k 3103 Bee Cave Road, Suite 242 INDICATED. NOTWITHSTANDING ANY REQUIREMENT„ TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS Nq ,Xt) (A/c, No): Austin, TX 78746 C-M C AvDHa M AtI evilsjze�@,anco.com c�uar°@anco.com and /or evilsiZer(�anco.com ss: ail Gina O'Hara 1,000,000 COVERAGE, NApC. # CLAIMS -MADE X'�i OCCUR MED EXP (Any one person) $ ......... INSURER A i Texas Mutual Ins. Co. ........ _ 22945 INSURED Labor Finders --- - - - - -- WSURER B Zurich Amer Ins Co ., 2,000,000 L C Personnel, Inc 11 11 11 INSURER C: American Guarantee &Liability 1,000,000 2000 Denison, #102 ALL OWNED SCHEDULED BODILY INJURY (Per accidenl) $ Denton, TX 76201 _ ....... .... INSURER D X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 3,,000,000, INSURER E: 3,000,00.., ----------- COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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 CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE 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. " " "" - - -- TYPE OF INSURANCE POLICY N- - ,.w"..., UMBER MM /OUIYYYY MMdDCY EXl� LIMITS I TR AirbL S41 R POLICY EFF 4"'PDLI &S /YYYY), _ GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DA (ABILITY PRA969860602 03/01/2014 03/01/2015 UAMAGE TO RENTED B X COMMERCIAL kU NC.R EMISFS (Ea acrurrence) $ 100,000 CLAIMS -MADE X'�i OCCUR MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 — ..... GEN L AGGliEGA IP: LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG $ 2,000,000 $ POL ICY PIMP') L 14 CO aBde) INGLE LIMIT AUTOMOBILE LIABILITY "( cnt $ 1,000,000 B ANY AUTO PRA969860602 03/01/2014 03/01/2015 BODILY INJURY (Per person) $ ALL OWNED SCHEDULED BODILY INJURY (Per accidenl) $ AUTOS AUTOS ,. rd Cf,11Tt:..MdWU� NON -OWNED I °RC16 NZIr^0� $ X X (FIV N 1,j, _ ....... .... HIRED AUTOS AUTOS ee..., X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 3,,000,000, C EXCESSLIAB CLAIMS -MADE UMB946716002 03/0112014 03/01/2015 AGGREGATE $ 3,000,00.., DED X I RETENTION $ 10 000 $ WORKERS COMPENSATION X WC STATU- OI H- LIMITS — ..ER AND EMPLOYERS' LIABILITY ." ,TORY A ANY PROPRIETORIPARTNERIEXECUTIVE F/ N TSFOO13043900 03/01/2014 03/01/2015 E.L. EACH ACCIDENT $ 1,000,00 OFFICERIMEMBER EXCLUDED? N / A „ (Mandatory In NH) E DISEASE - EA EMPLOYEE $ 1,000,00 If yes, describe under DESCRIPTION OF OPERATIONS below EL DISEASE -POLICY LIMIT $ 1,000,00 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) The General Liability and Auto Liability policies include a blanket automatic additional insured endorsement that provides additional insured status to the certificate holder only when there is a written contract between the named insured and the certificate holder that requires such status. The General Liability, Auto Liability and Workers Compensation CERTIFICATE HOLDER CANCELLATION CITYD -1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Denton Karen Smith AUTHORIZED REPRESENTATIVE 901 B Texas Street Denton, TX 76209 I © 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD F,XHTRTT City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0636, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of one (1) dozer, one (1) water truck, one (1) excavator and one (1) dump truck for the City of Denton Landfill.; providing for the expenditure of funds therefor; and providing an effective date (RFP 5359- awarded to Kirby - Smith Machinery, Inc. in the amount of $1,949,256). The Public Utilities Board recommends approval (5 -0). RFP INFORMATION The Solid Waste Department has incurred high maintenance costs involving four pieces of landfill equipment being used in daily operations. These older pieces of equipment are expected to continue to have increasing service and maintenance costs as they continue to age and experience breakdowns. To reduce the high operating costs associated with these pieces of equipment, the Solid Waste Department is recommending replacing them by purchasing new equipment. A detailed description of the equipment (current and replacement) is included in the attached Public Utilities Board Agenda Information Sheet (Exhibit 1). Requests for Proposals were sent to seven (7) prospective suppliers of this equipment. 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. The proposals were evaluated based upon published criteria including price, equipment, service and parts availability, compliance with specifications, and indicators of probable performance. Kirby -Smith Machinery, Inc. ranked the highest and was determined to be the best value for the City (Exhibit 1- Evaluation Sheet). PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On October 13, 2014, the Public Utilities Board recommended approval to forward this item to the City Council for consideration. RECOMMENDATION Approve the purchase of one (1) dozer, one (1) water truck, one (1) excavator and one (1) dump truck from Kirby -Smith Machinery, Inc. in the amount of $1,949,256. PRINCIPAL PLACE OF BUSINESS City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0636, Version: 1 Kirby -Smith Machinery, Inc. Dallas, TX ESTIMATED SCHEDULE OF PROJECT Delivery of the equipment is estimated to occur within 30 -90 days of issuance of a purchase order. FISCAL INFORMATION The equipment will be funded from Solid Waste Capital Improvement funds. A reimbursement resolution is on the October 21, 2104 Council agenda to approve funding. A requisition will be entered after funding is in place. EXHIBITS Exhibit l: Public Utilities Board Agenda Information Sheet without Exhibits Exhibit 2: Evaluation Pricing Sheet Exhibit 3: Public Utilities Board Draft Minutes Exhibit 4: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Vance Kemler at 349 -8844 City of Denton Page 2 of 2 Printed on 10/16/2014 EXHIBIT 1 PUBLIC UTILITIES BOARD AGENDA ITEM #6 AGENDA INFORMATION SHEET AGENDA DATE: October 13, 2014 DEPARTMENT: Solid Waste Department ACM: Jon Fortune 349 -8585 SUBJECT Consider approval of RFP 5359 to award a contract to Kirby Smith Machinery, Inc. for the purchase of four pieces of landfill equipment, all with an extended three year warranty, to the Solid Waste Department, and providing for an expenditure of funds not to exceed $1,949,256. BACKGROUND The Solid Waste fund has incurred high maintenance costs involving four pieces of landfill equipment being used in daily operations. These older pieces of equipment are expected to continue to have increasing service and maintenance costs as they continue to age and incur breakdowns. To reduce the high operating costs associated with these pieces of equipment the Solid Waste Department is recommending replacing them by purchasing new equipment. The department currently owns the four pieces of equipment shown in Table 1 below, and has provided the capital and maintenance costs incurred to date. When the equipment is down for service and repairs, the Department often incurs increased rental equipment costs renting replacement equipment on a temporary basis. Table 1 lists the equipment planned for replacement and their associated capital, maintenance and service costs, totaling nearly $2,500,000. Table 1 Table 2 outlines the equipment that will be included in the purchase, along with its three year extended warranty cost. The purchase will allow the Solid Waste Department to eliminate unplanned maintenance costs by utilizing the equipments factory warranty, three years or 9,000 hours. The department will still have routine service costs on each piece of equipment which will be provided by the City of Denton Fleet Services Department. Year Manufacturer Model Cost Maint. Total 1 2003 Caterpillar D7 Dozer $ 520,326 $ 409,080 $ 929,406 2 1972 Caterpillar Water Wagon $ 232,927 $ 179,884 $ 412,811 3 2001 Caterpillar 345 Excavator $ 158,708 $ 210,527 $ 369,235 4 2006 Caterpillar 623 Scraper $ 568,449 $ 218,336 $ 786,785 Total I T 1 $ 1,480,410 $1,017,827 $ 2,498,237 Table 2 outlines the equipment that will be included in the purchase, along with its three year extended warranty cost. The purchase will allow the Solid Waste Department to eliminate unplanned maintenance costs by utilizing the equipments factory warranty, three years or 9,000 hours. The department will still have routine service costs on each piece of equipment which will be provided by the City of Denton Fleet Services Department. AIS — PUB Agenda Item 46 EXHIBIT 1 October 13, 2014 Page 2 of 2 Table 2 RECOMMENDATION Staff recommends the purchase of the equipment be awarded to Kirby Smith Machinery, Inc. with an estimated total cost of $1,949,256. PRINCIPAL PLACE OF BUSINESS Kirby Smith Machinery Inc. 8505 S Central Expressway Dallas, Texas 75241 ESTIMATED SCHEDULING OF PROJECT Initiation of the sale is contingent on approval by PUB and the City Council. City Council approval is planned for October 21, 2014. FISCAL INFORMATION The purchase will be paid from FY 2015 Solid Waste job cost capital account funds. SW Job Cost Capital Acct 4 660128 — Dozer SW Job Cost Capital Acct 4 660129 — Articulated Water Truck SW Job Cost Capital Acct 4 660130 — Excavator SW Job Cost Capital Acct 4 660131 — Articulated Dump Truck DATE SCHEDULED FOR COUNCIL APPROVAL October 21, 2014 EXHIBIT 1. Warranty Clarification Pricing Table Respectfully submitted, Vance Kemler General Manager, Solid Waste Prepared By, ldiclw&u Unwd' Financial Administrator, Solid Waste Nicholas Vincent Year Manufacturer Model Equipment Warranty Total 1 2014 Komatsu D65EX -17 Dozer $ 301,658 $ 17,690 $ 319,348 2 2014 Komatsu HM400 -3 Water Truck $ 614,886 $ 20,494 $ 635,380 3 2014 Komatsu PC490LC -10 Excavator $ 412,802 $ 21,655 $ 434,457 4 2014 Komatsu HM400 -3 Dump Truck $ 527,619 $ 32,452 $ 560,071 Total $ 1,856,965 $ 92,291 $ 1,949,256 RECOMMENDATION Staff recommends the purchase of the equipment be awarded to Kirby Smith Machinery, Inc. with an estimated total cost of $1,949,256. PRINCIPAL PLACE OF BUSINESS Kirby Smith Machinery Inc. 8505 S Central Expressway Dallas, Texas 75241 ESTIMATED SCHEDULING OF PROJECT Initiation of the sale is contingent on approval by PUB and the City Council. City Council approval is planned for October 21, 2014. FISCAL INFORMATION The purchase will be paid from FY 2015 Solid Waste job cost capital account funds. SW Job Cost Capital Acct 4 660128 — Dozer SW Job Cost Capital Acct 4 660129 — Articulated Water Truck SW Job Cost Capital Acct 4 660130 — Excavator SW Job Cost Capital Acct 4 660131 — Articulated Dump Truck DATE SCHEDULED FOR COUNCIL APPROVAL October 21, 2014 EXHIBIT 1. Warranty Clarification Pricing Table Respectfully submitted, Vance Kemler General Manager, Solid Waste Prepared By, ldiclw&u Unwd' Financial Administrator, Solid Waste Nicholas Vincent EXHIBIT 2 RFP #5359 Purchase Landfill Equipment / September 30, 2014 ITEM Type of Equipment Requested Kirby -Smith Evaluation Factors: Price Price, Total Cost of Ownership 50% Equipment, Service & Parts 20% ) Compliance w /Specs & Performance 20% Indicator of Probable Performance (10 %) Total Evaluated Score 1 Track Dozer $301,658.00 la Track Dozer-Warranty $17,690.00 2 Articulating Water Truck $614,886.00 2a Articulating Water Truck - Warranty $20,494.00 3 Track Excavator $412,802.00 3a Track Excavator - Warranty $21,655.00 4 40 -Ton Articulating Truck $527,619.00 4a 40 -Ton Articulating Truck - Warranty $32,452.00 Total Proposed Cost: $1,949,256.00 Evaluated Score: 50 20 20 10 100 ITEM Type of Equipment Requested Holt Cat Evaluation Factors: Price Price, Total Cost of Ownership 50% Equipment, Service & Parts ( ) 20% Compliance w /Specs & Performance 20% Indicator of Probable Performance (10 %) Total Evaluated Score 1 Track Dozer $346,602.00 2 Articulating Water Truck $643,058.00 3 Track Excavator $459,400.00 4 40 -Ton Articulating Truck $510,000.00 Total Proposed Cost:* $1,959,060.00 Evaluated Score: 49.751 20 1 20 1 10 99.75 *Holt Cat's proposed cost does not include warranty pricing. Kirby- Smith's proposed cost without the three (3) year warranty is $1,856,965. This is $102,095 less than the Holt Cat proposed cost. EXHIBIT 3 DRAFT MINUTES PUBLIC UTILITIES BOARD October 13, 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, October 13, 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, Vice Chair Billy Cheek, Secretary Randy Robinson, Barbara Russell and Charles Jackson Ex Officio Members: Howard Martin, ACM Utilities Absent: Phil Gallivan, Lilia Bynum and George Campbell City Manager OPEN MEETING: CONSENT AGENDA: 6. Consider recommending approval of RFP 5359 to award a contract to Kirby Smith Machinery Inc. for the purchase of four pieces of landfill equipment, all with an extended three year warranty, to the Solid Waste Department, and providing for an expenditure of funds not to exceed $1,949,256. Motion was made to approve item 6 by Board Member Robinson with the second by Board Member Russell. The vote was 5 -0 approved. Adjournment 10:05 a.m. EXHIBIT 4 ORDINANCE NO. 2014- AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE PURCHASE OF ONE (1) DOZER, ONE (1) WATER TRUCK, ONE (1) EXCAVATOR AND ONE (1) DUMP TRUCK FOR THE CITY OF DENTON LANDFILL; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5359- AWARDED TO KIRBY -SMITH MACHINERY, INC. IN THE AMOUNT OF $1,949,256). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the purchase of one (1) dozer, one (1) water truck, one (1) excavator and one (1) dump truck in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, equipment, supplies or services, shown in the "Request for Proposals" on file in the office of the Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5359 Kirby -Smith Machinery, Inc. $1,949,256 SECTION 2. By the acceptance and approval of the above numbered items of the submitted proposals, the City accepts the offer of the persons submitting the proposals for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, specifications, standards, quantities and for the specified sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with EXHIBIT 4 the terms, conditions, specifications, standards, quantities and specified sums contained in the Proposal and related documents herein approved and accepted. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under RFP 5359 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved proposals. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12014 CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY ffig APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY m BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0637, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: October 21, 2014 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 a Cold Recycler and Soil Stabilizer Machine for the City of Denton Street Department; and providing an effective date (File 5650 awarded to Kirby -Smith Machinery, Inc. in the amount of $531,378). FILE INFORMATION This item is for the purchase of one (1) Wirtgen Model WR240i Reclaimer which is a cold recycler and soil stabilizer machine. This machine mixes dirt with lime to create a base layer surface for street repairs. Pricing was obtained from three (3) cooperative purchasing sources with the equipment quoted by Kirby -Smith Machinery, Inc. offering the best value to the City of Denton. There are no local vendors that can provide this equipment. The machine is a Fleet addition that was approved in the Fiscal Year 2014 -2015 Budget. The Street Department currently has one of these units and is expanding its operation to meet its 2014 -2015 Street Repair and Replacement schedule. RECOMMENDATION Award the purchase of one (1) Wirtgen Model WR240i Reclaimer to Kirby -Smith Machinery, Inc. in the amount of $531,378. PRINCIPAL PLACE OF BUSINESS Kirby -Smith Machinery, Inc. Fort Worth, Texas ESTIMATED SCHEDULE OF PROJECT The purchase and delivery of the machine will occur within 180 days of purchase order issuance. FISCAL INFORMATION This item will be funded from Street Department Certificate of Obligation funds. A reimbursement ordinance is City of Denton Page 1 of 2 Printed on 10/16/2014 File M ID 14 -0637, Version: 1 on the October 21, 2014 Council agenda to approve funding. A requisition will be entered after funding is in place. F,XHTHTTS Exhibit l: Comparison and Quotes Exhibit 2: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Terry Kader at 349 -8729. City of Denton Page 2 of 2 Printed on 10/16/2014 ui N W U0 —j P-4 0 U0 r) ui —j u u ui w r) -j 0 u w 0 U- z 0 U0 CL 7 0 U U.j F- 0 n (Y mom Nt 0 N N 4- U M E 0 LL C CD CD In CD C) C) 4-J 0 CD CD QT t.0 C) C: -7m Ln Ln E 4A- ui iA- 0 Ln u 4d)- = V C) C) E 0 C) O .2- >, :3 u u 0- M LU @j C) 0 C) c 00 :3 1 Q) t.0 0- V) -I 1� CD 0 Qj 00 C� x V) E ED V) r�j 00 C: ­4 0 0) = , V M u cb 00 W CL) — C) 4-J -0 ­4 CD 4A- 0 C) A r-) C) < (D C) 0 0 r U) 0 W 1 co LL 0) co C: O� co 0� 00 co 0) m co co 06 (1i Ln Cli Q� l0 Ln V Ln I- Ln ;I- Ln Ln E 4A- C) iA- 0 Ln u 4d)- 4-j 0 u ce 0 C) 0- Ln V) fu 0 u C: 0 CD Lr) u O m Z 00 CD C: CD C:) ro >, Lr) co '2 Lij U m 0 co C: .— 4-J 4A- U') 0 0)-0 C) c ig D 00 K I I CD Q) C? O CD CD CD C: co -7m "0 co rl U 00 a) C: U C: rr� W ro ro ro > a- Ln -r 4A- Ln iA- E Ln 0 u C) 4d)- in y C) r1i t�o U 00 0- E 0 0 N >1 LU ry Q) CD C: 0- Q) V) Ln U') CD CD O -2 00 0 Lij 0 4 � c) r-i pip O r-j t.D 0 U- w 0 C) U U w U) w < 0 m Z) 0 0U (J) O' Z I _j E 0 LL C Quote 1 P 0. Box 270300 Oklahoma City, 0K73137 405.495.7820 July 24, 2014 808375.3130 405.787,5973 fax Mn. Lee Hoehn REVISED 8/3/2014 4b&mme City 0^fDenton /ooa Vision Drive 9U1B TEXAS STREET Abilene, Texas 790O2 DEN7l}N,TX762U9 325.692.0334 877.5775729 325.692.4035 fax Dear Lee: Amarillo We are pleased to quote the following for your consideration: soownEast Amarillo, Texas 79103 806,373,2826 (1) VVirtgen Rec|ainner-Model: VVR24Oi Un|t# N.l.S., S/N Factory Order. Price: $531,378.00 800,283,1247 806.373,4841 fax The following factory and dealer options are included: Dallas * All standard factory equipment, 8505 S. Central Exmwy * High performance cold recyder, Dallas, Texas 75241 * VVorkingdrum vv|dth-9S", x/43717777 800.753,1247 , * VVoddngdrum depth- 2O , 214.375.7903 fax * 12 rotary drum speeds controlled by operator |n the cab, * Hvdnnu|ica||yachustab|escraperb|ades'�nntand rear- mixing drum doors, '^ ���bdt 145mNE Loop 820 '- * Drum door rear- have float capability, Ft. Worth, rxromo * Rotary drum goes upor down cut capability. «/z«/«»s»» * Rotary drum housing stays stationary to allow material in as drum digs deeper � 87I85/S977 * Drum housing has breaker bar, 817.378.0080 fax * Infinitely variable hydraulic four wheel drive with four speed ranges, Kansas C * Standard slope control, *:/« Ruby Avenue * Unit has ability to flush cut mn right side—next to guard rails and such. Kansas City, Kao0/M 913.850.6300 * Quick disconnect teeth and holder system, 877.851.5729 * Enclosed cab with air conditioner and heater, * Cab unit has monitoring system for three cameras,-side and front/rear drum Lubbock 3oV/@lamn Hwy. 84East * Cab unit has a rear machine monitoring ovotenn with camera, Lubbock Texas 79404 * High Pressure water cleaner spray system/ «»«wu///« * Pneumatic operated knock tool for teeth. «««»aemmr * Premier warranty- 36 months/2,000 ���ms (which ever comes �rd� 806.745,2102 fax * Extension training. ' ' Oklahoma City 0r/sW.Reno Tobe purchased through BuyBoavdCooperative. Contract #424-13 Oklahoma oK7o�ur '' vou4o�m2V V Contract base price is $639,714.00. Leao contract 1S96 (-$95,957.00); |ess multi-user 800.375,3339 | discount of-$12,379.O0; new net selling price is¢531,378.00. 405.787.5973 fax � St. Louis VVebe|ievetheequiprnentaoquotedvvi||exoeedyoureupectaMnny On ' -' /ouoomw,vmRd. Machinery, Inc., thank you for the opportunity to quote Wirtgen machinery. 8t.Loms, MO 63127 314.rxvVmm � Sincerely, 866.279.1392 314,729.1317 fax Tulsa SdGieuer 1ao1e Pine St. Tulsa, o*m1m Texas - Governmental Sales Manager 918.438.1700 600.370733 918,437.7065 fax Your Source for a World ofEquipment www.kidy-am/th.uom Quote 2 Quote 137902 -01 HOLY. June 24, 2014 CITY OF DENTON STREET DEPT 901 TEXAS ST STE A DENTON, TEXAS 76209 -4354 Attention: KEITH GABBARD RE: Quote 137902 -01 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: RM500 ASPH Paving and Compaction with all standard equipment in addition to the additional specifications listed below: STOCK NUMBER: HLK022355 SERIAL NUMBER: OASW00517 YEAR: 2014 SMU: 8 STANDARD EQUIPMENT ELECTRICAL - Alarm, back -up - Alternator, 95 -amp - Batteries, two maintenance free, - 1365 CCA each - Horn, warning (front &amp; rear) - Lighting system, 2 rear red running - lamps and 6 halogen, adjustable - floodlights (2 front, 2 rear, 1 facing - each rotor chamber door) - Starting and charging system, 24 -volt - Product Link Ready - OPERATOR ENVIRONMENT - Access ladder, left and right side - Monitoring system with lit, analog - gauges - Tachometer with digital hour meter- Feet/meters per minute indicator - Engine coolant, hyraulic oil - temperature- Rotor transmission temp, engine oil- pressure, fuel level, voltage- indicator -Platform handrails /guardrails -Power steering, hydraulic -Propel console with speed control dial, - padded armrest - Seat, vinyl, suspension, rotating, - flip -up armrests - Seat belt, retractable, 3 & #39; & #39; (76 mm) wide - Sliding operator station, full width, - hyd - Steering wheel, tilting and telescoping - Throttle control, two - position, elect - Vandalism guard for control consoles - Warning system, action light and horn POWERTRAIN - CAT C -15 diesel, ACERT, 6- cylinder, - turbocharged engine, 540 HP (403 kW) - U.S. EPA Tier 3 or EU Stage IIIA - Certified - Air cleaner, dry-type dual element with - precleaner - Air -to -air after cooler (ATAAC) - Belt, serpentine, automatic tensioner - Demand fan - Fuel filter / water separator - Fuel priming pump, electric - Ground level engine shutdown - Muffler - Propel system - All Wheel Drive - Dual propel pumps with dual flow - dividers - Two - speed, axial piston hydraulic - motors (4) with 2F /2R speeds - Heavy -duty, wheel planetary gearsets - Brakes, oil -bath, sealed at each wheel - Secondary parking brake switch - Engine load / speed control, automatic - Steering, four modes - Front, crab, coordinated and rear ROTOR DRIVE SYSTEM - Axle, heavy -duty - Depth control, automatic - Dual sealed chain cases - Self- lubricating - Single strand drive chains - Heavy -duty shear disc - Maintenance free U -joint drive shafts - Transmission, 3- speed, powershift OTHER STANDARD EQUIPMENT - Doors, service access, hinged - Ecology drains - Electrical system - Circuit breaker panel and disconnect - switch - Machine diagnostic connector - Machine Security System wire -ready - Starting receptacle for emergency - start, ground level - Engine enclosure, fiberglass, hyd - Fuel tank with sediment drain, - 279 gal (1056 L) - Guard, (crankcase and powertrain) - Hitch, front bumper with pin - Hydraulic system - Filters, grouped, ground level service - Oil cooler - Pressure test ports, quick- connect - Rotor chamber doors, F &amp; R, hyd - with position indicators - Rotor hood lock -up device - Rotor hood side access doors - Rotor transmission oil cooler - Sight gauges (engine coolant, hydraulic - oil level, rotor bearing lube reser- - voir, air filter restriction indicator) - S.O.S. sampling ports - Steering guide chains (2) - Transport tie -down and lift points - Vandalism protection caplocks - Variable volume mixing chamber - ANTIFREEZE - 50% Extended Life Coolant - for freeze protection to -29F ( -34C Page 1 of 3 Quote 137902 -01 MACHINE SPECIFICATIONS RM -500 ROTARY MIXER ENGINE, NACD ONLY PRODUCT LINK, SATELLITE PL321 CAB DISC, DRIVETRAIN SHEAR ROTOR, 16" UNIVERSAL INSTRUCTIONS, NORTH AMERICAN TIRES, FRONT TIRES, REAR LIGHTS, ROADING LIGHT, WARNING BEACON ROPS MIRRORS CAMERA, REAR VISION SPRAY, WATER 'COMMISSIONING, NOT NEEDED COUNTERWEIGHT, RECLAMATION INLAND FREIGHT LANE 3 ORDER PACK, DOMESTIC TRUCK TOTAL LIST PRICE _ ... _ ... ......... w $720,757 BUYBOARD MINIMUM 10% DISCOUNT #424 -13 Sell Price $545,968.98 Total $545,968.98 WARRANTY Standard Warranty: 12 Months / Unlimited Hour Total Machine ADDITIONAL WARRANTY OPTIONS 36 Months / 2,000 Hours Total Machine Extended Warranty ADD $16,698 48 Months / 3,000 Hours Total Machine Extended Warranty ADD $29,722 60 Months / 4,000 Hours Total Machine Extended Warranty ADD $46,728 F.O.B/TERMS: Fort Worth -Machine Division Page 2 of 3 Quote 3 CONTRACT PRICING WORKSHEET Contract Date SM10 12 7/28/14 For Standard Equipment Purchases No Prepared _.m. 77ris Form nut.51 Ise preprrrred by Contractor toldgpr +err to l "ra6p Veer. l nd User r.'ssno PO to t,onrry clor, and M'US7,"hrxfav a cropl, of PO, trap ether with c omp lefed Pricing Iforksheet, to H dirt 0 71.E 993- 454& Please tltpre or prrprrt legibly, Buying City of Denton Contraclnr Closner Equipment Agency: ..... ..... ..... ..,,�,. ...._ .._._.._.. Contact % Prepared Person: .'Keith Gabbard By: .Connie Furillo Phone: ,940- 349 -7144 Phone ,210- 732 -2131 Fax: '940- 349 -8441 Fax: Fax. n210- 732 -0706 ......... Email: ;keith.gabbard(acitvofdenton.com Email connie.furillo(a)closner.com _.. Prodacr cods 28A ncscnpfion: +Roadtec SX6E Reclafiner ............ X Prodnet ltent Base Unk Price Per Contractor's 1 -GAC f onlract: $458,140 1 11.. Published Options - Helimize below - Attach additional sheel if nar,c scary - Include Code in description rtion if aippticable (NOWt Publi hcd Options ail options which were subtnitt"I and priced lu Coldrmrcior's bid.) Description Cost Description i Cost WV ... ..... ,. CHX6 -100 100" Cutter Housing $74,763 58" Diameter 0.6" Spaced Welded Drum $41,152 i Ergonomic Cab $31,551 ........... Subtotal From Additional Sheet(s): $0 i Subtotal B: $147,466 .. Unpublishc(l Options . Itemize below - Attach additional sbeel it's) ecessa ry f9aata: Unpublished amlrt'ttmns are items which were not wrrtiiiaitta ^at taual lrr °lccrt in f'ramrlrmactaWs bid.) Description Cost Description Cost i Subtotal From Additional Sheet(s): Subtotal C: ? vv $0 - -- Check: Total cost of Unpublished Options (C) cannot exceed 25% of the total of the Base i 1 For this transaction the percentage is: 0% Unit Price plus Published Options (A +B). i .otat Cu%i be fora any other applicable (ha Tres, Tradc -low, Allosvaocs^s+ Discounts l to (A +100) tlnarmnty Ordered�� 1 X Subtotal ofA +B +� $(r0 » „fitt6 j Subtotal D. ; $605,6t0(i 1„ t? tber ( "bargi!r" °l rails low, AlloNvauces, Disconnis, lAc. Description I Cost Description Cost Additional Discount - $56,000 ...... _ .......... Freight from Factory i no charge Training r•_ no charge Subtotal E: - $56,000 Delivery Dat :i ITIT 5 Weeks from twrtler�° F. 1 otal Ptirctl tsa 1 -16Ct �II1( ±�� $549,606 CE INC. July 28, 2014 Mr. Lee Hoehn City of Denton 901 -A Texas Street Denton, TX SAN ANTONIO MAIN OFFICE 21910 FM 2252 -- SCHERTZ, TX 78154 210.732.2131 - FAX 210.732.0706 AUSTIN BRANCH OFFICE 13800 FM 973 N. - MANOR, TX 78653 512.272.8200 - FAX 512.272.8285 DALLAS — FT. WORTH BRANCH OFFICE 1819 LACY DR. - FT. WORTH, TX 76177 817.708.9108 - FAX 817.708.91 18 via email: lee.hoehn @cityofdenton.com HGAC PROPOSAL — SOIL STABILIZER & RECLAIMER One — Roadtec SX -6e Soil Stabilizer /Reclaimer, 2014 Model Cummins QSX -15 600hp @ 1800 rpm Tier 4i 24 Volt Electrical System Hyrdaulically tensioned mechanical belt drive to planetary unit to drive cutter drum RH Flush Cut Hydraulic actuated clutch for transmission of power to cutter from engine 4 Speed air shift transmission for drum rotation speed Four cutting speeds 87 rpm, 112 rpm, 138 rpm and 170 rpm Two speed fully hydrostatic propel system Four wheel drive - Four individual drive pumps 266 fpm (81 mpm) working speed and 6 mph (10 kph) travel speed Four heavy duty 3 piece wheels prevent rim slippage and tire failure High flotation, deep tread 26LR28 tires Low profile operator station located on front of machine Seat and console swivel 90 degrees for operation from either side of machine in either direction Four wheel steering with four modes — coordinated, crab, front only and rear only - all joystick controlled 62 gallon (235 L) Hydraulic tank 320 gallon (1211 L) fuel capacity CAN Bus controls Variable speed, demand driven cooling fan 1 Year Factory Warranty (see options) Options Included in Our Price Ergonomic Cab - Fully enclosed cab is 5' wide with positive pressure heating and air conditioning system. Cab power slides so that it can sit flush with the left side of mainframe and overhang right side of mainframe by 18" Since 1946 — "Machines & Customers — Building Good Texas Roads" 100" Cutter Housing 8'4" (100 ") (2.54 m) width cutter drum Bolt -On Cutter Assembly With Mechanical V -Belt Drive Automatic Drive Belt Tensioning W -50 Fairfield Cutter Gear Box with 16:1 gear ratio 58" Diameter Drum (Provides 20" Depth of Cut) 0.6" Spaced Welded Drum HGAC Price F.O.B. Denton, TX ......................................... ............................... $549,606. Machine will be available second half of September 2014. OPTIONS (these are not shown on the HGAC Contract Pricing Worksheet. If selected we will revise the worksheet.) Roadtec EDGE Extended Equipment Warranty - 3 year, 3000 hour "bumper -to- bumper" machine warranty ................. $7,500. - 5 year, 6000 hour engine warranty .. ............................... ........................$7,000. PROPOSAL NOTES ➢ If you decide you would like to trade your current machine please let us know and we will provide you a proposal showing the trade. ➢ Subject to availability and prior sale. ➢ Training is included. ➢ Quote is valid for 30 days. ➢ We reserve the right to correct any quotation or verbal errors. Sincerely, CLOSNER EQUIPMENT CO., INC. JB Closner General Manager, North Texas EXHIBIT 2 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 A COLD RECYCLER AND SOIL STABILIZER MACHINE FOR THE CITY OF DENTON STREET DEPARTMENT; AND PROVIDING AN EFFECTIVE DATE (FILE 5650 AWARDED TO KIRBY -SMITH MACHINERY, INC. IN THE AMOUNT OF $531,378). 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 5650 Kirby Smith Machinery, Inc. $531,378 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. EXHIBIT 2 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 5650 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 12014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 14 -0639, Version: 1 DEPARTMENT: ACM: Date: Finance Bryan Langley October 21, 2014 Legislation Text Agenda Information Sheet SUBJECT Consider approval of a resolution appointing members to the Board of Directors of the North Texas Higher Education Authority and declaring an effective date. BACKGROUND The North Texas Higher Education Authority, Inc. ( NTHEA) was established as a non - profit corporation for the purpose of furthering educational opportunities of students by providing funds for the acquisition of student loans. The cities of Arlington and Denton exercise the powers enumerated under Chapter 53B of the Texas Education Code and the directors of the Authority are appointed by the cities. Under Chapter 53B the Authority may issue revenue bonds or borrow money to provide funds for the purchase of student loans guaranteed under provisions of the Higher Education Act of 1965, as amended. The Authority issued its first revenue bonds for such purpose in 1979. The NTHEA Board has nominated Mr. Governor Jackson to serve in Place 2 and Dr. Lindsey Keffer to serve in Place 6 on the Board. The terms are effective October 2, 2014 through September 30, 2016 for Mr. Jackson and October 2, 2013 through September 30, 2015 for Dr. Keffer. These nominations are being submitted to the City Council for consideration. EXHIBITS Exhibitl - Resolution Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance City of Denton Page 1 of 1 Printed on 10/16/2014 Olegakour (locuiiients\resolutioiis\14\nortli texas higher education authority.doc RESOLUTION NO. A RESOIXTION APPOINTING MEMBERS TO THE BOARD OF DIRECTORS OF THE NORTH TEXAS HIGHER EDUCATION AUTHORITY; AND DECLARING AN EFFECTIVE DATE. WHEREAS, the term of office for Places 2 and 6 on the Board of Directors of the North Texas Higher Education Authority, Inc. have expired; and WIJERE AS, the Board has nominated Mr. Governor Jackson — Place 2 and Dr. Lindsay Keffer — Place 6 on the Board; NOW, THEREFORE, ']'HE COUNCIL OFTI-Ir,' CITY OF DENTON HEREBY RESOLVES: SECTION 1. Mr. Governor Jackson is hereby reappointed to Place 2 on the Board of Directors of the North Texas Higher Education Authority, Inc. for a term commencing October 2, 2014 and continuing through September 30, 2016. SECTION 2. Dr. Lindsay Keffer is hereby appointed to Place 6 on the Board of Directors of the North Texas Higher Education Authority, Inc. for a term commencing October 2, 2013 and continuing through September 30, 2015. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day 2014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTER', crry SECRETARY M APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: Al 4-0001 d, Version: 1 DEPARTMENT: CM/ ACM: Date: SUBJECT Agenda Information Sheet Planning John Cabrales, Jr. October 21, 2014 Consider adoption of an ordinance on second reading of the City of Denton, Texas regarding the annexation of 40.33 acres of land, more or less, generally located on the west side of Cooper Creek Road, approximately 800 feet south of Silver Dome Road, and approximately 1,800 feet north of Mingo Road, more specifically described in Exhibits "A" and "B "; approving a service plan for the subject property and temporarily placing the property in the Rural Residential - 5 (RD -5) zoning district; providing for an update to the City Map to include the annexed lands; providing for a savings clause and effective date. (A14 -0001) BACKGROUND Randall Smith is the authorized representative of Charles Byrom, the property owner, for this annexation request. The subject property is approximately 40.33 acres, and is adjacent to current city limits on its north, west, and south boundaries. The adjacent zoning districts are Neighborhood Residential 4 (NR -4) to the north and west and Neighborhood Residential 6 (NR -6) to the south (see Exhibit 3). The Future Land Use Map in The Denton Plan designates the subject property as a Neighborhood Center (see Exhibit 4). The developer desires to build a single family subdivision across this entire subject site, and is requesting the annexation for this purpose. The petition to be annexed was approved by City Council on May 6, 2014. As a result, staff has prepared a service plan and scheduled the annexation proceedings for this property. The proposed annexation request complies with annexation requirements. The public hearing was held on August 5, 2014, and no comments were received. If approved, this is the final step to annexation and the property will officially become part of the City of Denton. Annexation Requirements: Annexation should be considered when a property is located within the designated urbanizing area, is expected to accommodate urban growth in the next 20 years, and if the annexation is contiguous to existing city limits, city roads and rights -of -way. In addition, The Denton Plan calls for proactive annexation of land in the southern ETJ and other urbanizing areas that become attractive for urban development, due to close proximity to areas being subdivided. The tract of land being proposed is located in Denton's ETJ Division 1, it is City of Denton Page 1 of 4 Printed on 10/16/2014 File M Al 4-0001 d, Version: 1 considered an urbanizing area per The Denton Plan, and is adjacent to the city limits. The subject site is not platted, and any subsequent subdivision or reconfiguration of this tract will be subject to the City's subdivision regulations. The developer plans to subdivide the immediately adjacent land to the north, west, and south within the city limits for residential development. This request is exempt from a municipal annexation plan per the Texas Local Government Code. Tx.LGC §43.061 establishes the standards by which municipalities must abide regarding annexation of areas exempted from the municipal annexation plan requirement. The following is a description of the steps that must be followed during the annexation procedure for areas exempt from an annexation plan: 1. Provide written notice of intent to property owners, DISD, railroads and public and private entities, if required; 2. Preparation of the Service Plan; 3. Notice of the hearings is published in the Denton Record Chronicle and posted on the city's Internet website; 4. City Council holds two public hearings on or after the 40 ' day, but before the 20 ' day before the date of the institution of proceedings (Ordinance Readings), at which all interested persons are heard; 5. City Council holds first Reading of the Annexation Ordinance; 6. City Council holds second Reading of the Annexation Ordinance and passes the ordinance; 7. Proper post- annexation preclearance and notice is completed. A schedule of these steps is included in Exhibit 5. Written Notice Requirement: Before the 30' day, before the date of the first hearing required under Section 43.063, a municipality shall give written notice of its intent to annex the area to the following: (1) Each property owner in the affected area, as indicated by the appraisal records furnished by the appraisal district for each county in which the affected area is located: (2) Each public entity, as defined by Tx.LGC §43.053, or private entity that provides services in the area proposed for annexation; and (3) Each railroad company that serves the municipality and is on the municipality's tax roll if the company's right -of -way is in the area proposed for annexation. A "public entity" includes a municipality, county, fire protection service provider, including a volunteer fire department, emergency medical services provider, including a volunteer emergency medical services provider, or a special district, as that term is defined by Tx.LGC §43.052. Id. at Tx.LGC §43.053(a). The City must also provide the written notice to all school districts located in an area to be annexed within the period prescribed for publishing of the first public hearing. The notice must include any financial impact on the district that may result from the annexation and the city's proposal to limit the effects of that financial impact. (Id. at Tx.LGC §43.905) Posting Requirement: In addition to the above written notice requirement, since the City has an internet website, the City is required to post notice of the hearings on the municipality's internet website and publish notice of the hearings in a newspaper of general circulation in the municipality and in the area proposed for annexation. City of Denton Page 2 of 4 Printed on 10/16/2014 File #: Al 4-0001 d, Version: 1 Service Plan Tx.LGC § 43.065 sets forth the requirements relating to scheduling for the provision of municipal services for areas exempted from a municipal annexation plan. As such, a service inventory and service plan was prepared for the subject site of the proposed annexation request (A14- 0001). The service analysis is attached as Exhibit 6, and the service plan is attached as Exhibit 7. Notices were sent as required by State Law. In addition, notices were sent to property owners within 200 feet and residents within 500 feet. At the time of drafting this staff report, two responses were received in favor of the request. OPTIONS 1. Proceed with the annexation. 2. Amend the land area proposed for annexation. 3. Amend the Service Plan. 4. Discontinue annexation. RECOMMENDATION The Development Review Committee recommends APPROVAL of the proposed annexation request (A14- 0001). ESTIMATED SCHEDULE OF PROJECT See Exhibit 5. PRIOR ACTION/REVIEW (Council, Boards, Commissions) City Council May 6, 2014 A14 -0001 Petition for Annexation, 7 -0 City Council August 5, 2014 A14 -0001 1st Public Hearing for Annexation City Council August 19, 2014 A14 -0001 2nd Public Hearing for Annexation FISCAL INFORMATION None at this time. BID INFORMATION Not applicable. EXHIBITS 1. Staff Analysis 2. Site Location Aerial Map 3. Zoning Map 4. Future Land Use Map 5. Annexation Schedule 6. Service Analysis City of Denton Page 3 of 4 Printed on 10/16/2014 File M Al 4-0001 d, Version: 1 7. Service Plan 8. Ordinance Respectfully submitted: Brian Lockley Director of Planning and Development Prepared by: Katia Boykin Planning Supervisor City of Denton Page 4 of 4 Printed on 10/16/2014 Exhibit 1 Staff Analysis CITY OF DENTON DEVELOPMENT REVIEW COMMITTEE STAFF REPORT P &Z Date: N/A TYPE: Annexation CC Date: October 21, 2014 PROJECT #: A14 -0001 Project Number: A14 -0001 Request: A petition to be annexed by the City of Denton Applicant: Randall Smith, 5428 Lake Victoria Ct. Flower Mound, TX 75022 Property Owner: Charles Byrom, Estate of C.L. Byrom, P.O. Box 603 Sanger, TX 76266 Location: The property is generally located north east of City limits, on the west side of Cooper Creek Road approximately 1,200 feet north of Fishtrap Road and 800 feet south of Silver Dome Road. Size: Zoning Designation: Future Land Use Case Planner: DRC Recommendation: Summary of Analysis: 40.33+ N/A Neighborhood Center Katia Boykin The Development Review Committee recommends APPROVAL of A14 -0001. The request is to grant a petition to annex to a property owner in the City of Denton Extra - Territorial Jurisdiction (ETJ). The proposed annexation would allow the developer to develop both the subject property and the adjacent properties that are within City Limits as a single family subdivision. If annexed, the developer will bring forward a zoning case to establish the initial zoning on the property. The City does not have zoning jurisdiction in the ETJ; for that reason, the initial zoning cannot be noticed until the property in within City Limits. Annexation should be considered when a property is located within the designated urbanizing area; is expected to accommodate urban growth in the next twenty years; and if the annexation is contiguous to existing city limits, city roads and rights -of -way. The tract of land being proposed is located in Denton's ETJ Division 1, and the petitioner expects to develop the land within 20 years. The subject site is not platted; therefore, any subsequent subdivision or reconfiguration of this tract will be subject to the City's subdivision regulations. The annexation process is regulated by the Texas State Local Government Code. Per Section 43.028 of the Texas Local Government Code municipalities may annex by petition of property owners if the land is: (1) That is one half mile or less in width; (2) That is contiguous to the annexing municipality; and (3) That is vacant and without residents or on which fewer than three qualified voters reside. The 40.33 acre subject property meets all three of the above criteria. The petition to be annexed was approved by City Council on May 6, 2014. As a result, staff has prepared a service plan and scheduled the annexation proceedings for this property. Development Review Committee Based upon the information provided by the applicant, the Development Review Committee finds that with the recommended conditions the request IS CONSISTENT with the surrounding land uses and general character of the area, IS CONSISTENT with the Denton Plan, and IS CONSISTENT with the Denton Development Code. Based upon the findings -of -fact, the Development Review Committee (DRC) recommends APPROVAL of A14 -0001. GENERAL NOTES NOTE: Approval of this request shall not constitute a waiver or variance from any applicable development requirement unless specifically noted in the conditions of approval and consistent with the Denton Development Code. NOTE: All written comments made in the application and subsequent submissions of information made during the application review process, which are on file with the City of Denton, shall be considered to be binding upon the applicant, provided such comments are not at variance with the Denton Plan, Denton Development Code or other development regulations in effect at the time of development. Surrounding Zoning Designations and Current Land Use Activity: Northwest: North: Northeast: NR -4 NR -4 ETJ Farm and ranch improvements Farm and ranch improvements Farm and ranch improvements West: Subject Property: East: NR -4 ETJ ETJ Acreage with or without ag. Farm and ranch improvements Farm and ranch improvements Southwest: South: Southeast: NR -6 NR -6 ETJ Acreage with or without ag. Acreage with or without ag. Acreage with or without ag. Source: City of Denton Geographical Information System and site visit by City staff The developer's current plan is to zone the property to match the surrounding properties that are within the City, Neighborhood Residential 4 (NR -4) and Neighborhood Residential 6 (NR -6) once the property is annexed. Summary of Surrounding Zoning Designations and Current Land Use Activity: Immediately surrounding the property is acreage with or without agricultural use and farm and ranch improvements. However, approximately 1,000 feet to the northwest is the Deer Forest Subdivision. In addition, a pre- application has been submitted for the area to the north east and south. This area was previously in a General Development Plan and is currently zoned NR -4 and NR -6. Comprehensive Plan: A. Consistency with Goals, Objectives and Strategies The growth management component of the Denton Plan designates this property as Urbanizing Extraterritorial Jurisdiction. The Denton Plan also indicates this area as future residential on the Growth Management Plan. Furthermore, the Plan calls for annexation of approximately 15,000 additional acres for single family uses. Since 1999 the City has annexed approximately 20,827 acres. A large portion of this area is the greenbelt corridor which is not anticipated for suburban single family use. B. Land use analysis The developer is pursuing the annexation to create one cohesive residential subdivision. By annexing the property the City ensure its development regulations are followed. The development would need to meet all City code and criteria. The City has little control over the uses permitted, design, or standards if left in the ETJ but the property may still be developed. In addition, the property is location in an area surrounding by City limits (See Exhibit 2). Nearest Elementary, Middle, and High School Name of School Approximate Distance From Subject Property Hodge Elementary 1,300± feet Strickland Middle 2.4± miles Ryan High School 2.1± miles Source: Denton Independent School District Nearest Fire, and EMS Station Name 'Station Approximate Distance From Subject Property Fire/EMS Fire Station 4 12,400± feet Source: City of Denton GIS, Fire Department, and EMS Water and Wastewater Demand and Capacity: The developer is generally required to extend services to serve the proposed property. Water is available by connecting to, and extending a main from, either the existing 12 -inch main at the Kings Row/ Farris Road intersection, the existing 12 -inch main at the Cooper Creek Road/ Mingo Road intersection, or one of the existing 12 -inch stubs off the 30 -inch main along Loop 288. Sewer is available via the existing 10 -inch gravity main along Cooper Creek Road. Roadways /Transportation Network: Cooper Creek Road runs along the east boundary of the subject property and is classified as a collector road not yet built to class standard per the Mobility Plan. Per the DDC the developer may be required to make the required improvement. Currently, Cooper Creek Road is maintained by the County. Annexing the road in addition to the property would put additional responsibility on the City to maintain the road. Per the Denton Mobility Plan, Windsor Street is a secondary major arterial that will be extended through to the subject property and along its northern edge. The developer will dedicate this right -of -way and make improves per the regulations in the DDC. Environmental Conditions: A. Surface Water: There are no streams or areas of floodplain on site. B. Environmentally Sensitive Areas: The subject property is not encroaching into environmentally sensitive areas (ESAs) Electric: There are existing Denton Municipal Electric lines along the property frontage on Cooper Creek Road. Park Facilities: A. Name of park facilities currently serving this area: • Clear Creek Natural Heritage Center, approximately 6,800 feet to the northeast • Cooper Creek Open Space, approximately 5,400 feet to the south • Avondale Park, approximately 6,500 feet to the west Exhibit 2 - S' e oc t' rial Map AM Ex l} jf 4 blf p Subject Property Exhibit 5 Annexation Schedule ANNEXATION SUMMAR SCHEDULE A14 -0001 Anne ation Tues., May 6, 2014 City Council hears petition to Annex Tues., August 5, 2014 City Council conducts first public hearing. • Public notice must be no less than 10 days and no more than 20 days before public hearing. ❑ Service Plan prepared and available for public review. Tues., August 19, 2014 City Council conducts second public hearing. • Public notice must be no less than 10 days and no more than 20 days before public hearing. Tues., September 9, 2014 City Council by a four - fifths vote institutes annexation proceedings. First reading of annexation ordinance. • Action must be more than 20 days after the second public hearing but less than 40 days from the first public hearing. Sun., September 14, 2014 Ordinance published • The ordinance cannot be acted upon until at least 30 days after publication. Tues., October 21, 2014 City Council by a four - fifths vote takes final action. Second reading and adoption of the annexation ordinance. Council action must be more than 30 days after publication of ordinance and less than 90 days after council institutes annexation proceedings (adopts ordinance on 1st reading). The second reading of the ordinance could be held any time between October 14, 2014 and December 12, 2014. Annexations must be rigidly coordinated in conjunction with the City Council public hearing schedule due to specific timing mandates established by Texas State Law. The Texas Local Government Code requires that City Council institute annexation proceedings (1st Reading of the Ordinance) more than 20 days after the second City Council public hearing but less than 40 days from the first City Council public hearing. Exhibit 6 Service Analysis Service Analysis A14-0001 Size - 40.33 acres Location - Northeast of Loop 288 and Mingo Road Proposed Use and Zoning - Single Family Residential, NR-4 and NR-6. Approximately 200 residential units anticipated, 420-540 new residents ZM ETJ Subject Property PRIVATE Exhibit 6 Service Analysis Exhibit 6 Service Analysis 3. Improvements to the bend in Cooper Creek Road. 4. Ensuring staff student crossing to the adjacent elementary school Are any of these improvements presently scheduled to be done at state or federal expense? If yes, please identify facility and anticipated date improvements will begin. None of these projects are scheduled to be done at state or federal expense. Please list any drainage improvements that may require local funding, and include estimated cost (If no specific improvements can be determined, please make general comments regarding drainage.) Drainage will need to be provided per the standard regulations in the Denton Development Code and Denton Code of Ordinances. There are not major concerns with drainage at this time. Will additional equipment and facilities be needed as a specific result of this annexation and development? If yes, what types? Additional facilities are needed to promote the grow of the area. The developer will need to address the crossing of Windsor over Loop 288. However other improvements will not be provided at this time. Please comment on the cumulative impact of annexation and development: It has already been noted that while the specific area to be annexed does not necessitate the above traffic improvements, they will be requires for build -out of the general area per the existing zoning. Estimated average response time for this area based on current department conditions: Priority 5 minutes Non - Priority 16 minutes Average 8:19 minutes Appropriate average response time in the City based on current department conditions: Priority 5 minutes Non - Priority 16 minutes Average 8:19 minutes If annexed and developed as proposed will additional personnel be needed as a specific result of this proposal? If yes, how many and what type? No Will a police substation or other facility be needed to serve this area as a result of annexation and development? If yes, when should the new facilities be operational? No Please comment on the cumulative impact of annexation and development. This development is within the boundary of a current police district and will not require additional resources. At what population level would another police facility be required? N/A Exhibit 6 Service Analysis Is there an accepted facility /equipment to population ratio that can be used for planning purposes? NO Is there an accepted officer to population ratio that can be used for planning purposes? 1 full -time officer per 2,000 new residents. Fire Station that will serve area, name and distance from the property: Station 4, which is 2.5 to 3 miles away from the subject property. Estimated response time: 8 minutes Appropriate response time in the City: 5 minutes Are there currently plans to expand services in the area: There are plans in the CIP to relocate and rebuild Station 4. If annexed, will there be requested in the next CIP facilities to provided service to this area? No. Total estimate for funding equipment, employees and/or facilities needed to serve the area based on the annexation and the proposed development? N/A Please comment on the cumulative impact of annexation and development. At what population would another fire station be required? Based on current population and growth, a fire station is needed to serve the south east portion of the City. Is there an accepted facility /equipment to population ratio that can be used for planning purposes? Is there an accepted fire fighter to population ratio that can be used for planning purposes? The current Strategic Plan, the Department utilized a widely accepted planning tool based on workload for future planning. Please see the attached document for further details. EMS Staff. Laura Behrens Phone: 940 349 -7381 (Note: Please see § 43.053 (f) below for information to be provided) Average dispatch and delivery time: 8 minutes Schedule of equipment, including vehicle: There is currently an engine at Fire Station 4 that will serve as the first responder. Summary of operating and capital expenditures: Based on the projected residential growth, a medic unit would need to be added to Station 4. Currently, the closest front line medic unit would come from Station 1 or Station 5. The cost of adding a new medic crew is estimated at $870,000. This would include 6 new FTE's, an ambulance, equipment, training, and supplies. Additional Comments: With additional growth in the northeast direction is may be desirable to add a ambulance to Fire Station 4 with its relocation and reconstruction. Changes in the connectivity to the loop will influence the preferred location of the new station. While this annexation does not create the entire need for these services, it is part of the overall growth in this sector of the City that does require additional services. Exhibit 6 Service Analysis Staff.. Scott Lebsack Phone 940 349 -8069 (Note: Please see § 41053 (f) below for information to be provided) Is residential solid wastes service available to the proposed area? Yes. What is the estimated cost to provide this area with solid waste service? Please separate equipment from personnel. Residential refuse and recycling carts are provided for weekly collections, ranging in price from $25.00 - $30.90 per month depending on cart size selected. What is the typical revenue collected per household? $26.00 per month for standard carts. Will additional equipment be needed to serve this area if annexed and developed? If yes, please list type and cost. Additional carts will be required, which will come from current inventory. Each cart is purchased for approximately $50.00. Will additional employees be needed to serve this area if annexed and developed? If yes, please list type and cost. No. Please comment on the cumulative impact of annexation and development: Solid Waste services can be provided by added these sites to existing routes. At what population level would additional equipment be required? Not applicable. Is there an acceptable equipment to population ratio that can be used for planning purposes? No Is there an acceptable employee to population ratio that can be used for planning purposes? No PARKS Staff. Jim Mays Phone: 940 -349 -7465 (Note: Please see § 43.053 (f) below for information to be provided) What neighborhood park and recreation facilities are currently serving this area or are capable of serving this area if annexed and/or developed? There are no current park facilities that would serve this area. The developer would need to dedicate park land or fees in lieu of parkland as is required by the Denton Development Code. The area is near the Clear Creek nature Preserve but this a regional draw park and does not provide the amenities of a neighborhood park to meet local needs. What projects and or equipment will be needed to adequately serve this area is annexed? Requirements from the Denton Development Code are based on providing and maintaining adequate services. The Park Land Dedication Ordinance applies to developments with residential subdivisions of five (5) dwelling units or more. The Park Land Dedication and Park Development Fees are based on a formula of 2.5 x the number of residential units x 1.8 for multifamily or 2.8 for single family divided by 1000. This figure equals the number of acres that will need to be donated to the city for green space, or a settlement of cash in lieu of land in the amount comparable to that of the appraised valuation of the land developed. A Park Development Fee will be assessed at time of obtaining building permits equal to $187 per multifamily residential unit or $291 per single family unit. Contact Jim Mays in Parks Planning at 940 - 349 -7465 for more details. Education services currently provided by: Strickland Middle School, Ryan High School, Hodge Exhibit 6 Service Analysis Elementary School. Expected student generation: Elementary — 80 students Middle — 34 students High — 36 students If annexed can anticipated service demands be met with using existing materials, facilities and personnel? If not, what will be required? Yes, the annexed area service demands can be met with existing resources. Estimate additional funding needed based on proposed annexation and development No additional funding needed based on this annexation Will projected school taxes from this development provide that additional funding? Residential homes will pay taxes for schools, though they are generally also the heaviest users of school facilities. Please comment on the cumulative impact of annexation and development: As growth continues in Denton ISD area the School District will continue to respond to this growth. The Planning department continues to inform of the school district of incoming residential development projects. What is the distance to, location of, and size of the nearest City of Denton electric Line? There are existing overhead DME electric lines on Cooper Creek Road. What type of line and facilities would be required to serve this area? In addition to the existing lines the developer will need to pay for installation of all needed lines and equipment per the DME Electric Service Standards. Are any new facilities proposed for construction to serve this area? In addition to the existing electric lines, new electric utitlity infrastructure to provide electric service to the development will be installed per Denton Municipal Electric Service Standards. Are there any potential responsibilities if this area is annexed? No. Please comment on the cumulative impact of annexation and development: At what population would additional service be required? Service extensions are provided per Denton Municipal Electric Services Standards. Is there an accepted facility /equipment to population ratio that can be used for planning purposes? No. Is there an accepted employee to population ratio that can be used for planning purposes? No. Exhibit 7 Service Plan CITY OF DENTON SERVICE PLAN 2014 Annexation A14 -0001 L AREA ANNEXED The area to be annexed includes approximately 40.33 acres of land contained within the northeastern quadrant of the City of Denton's Extraterritorial Jurisdiction (ETJ), Division 1. The proposed annexation contains one owner and no residents. II. INTRODUCTION This service plan has been prepared in accordance with the Texas Local Government Code, Sections 43.021; 43.065; and 43.056(b) -(o) (Vernon 2008, as amended). Municipal facilities and services to the annexed areas described above will be provided or made available on behalf of the City of Denton in accordance with the following plan. The City of Denton shall provide the annexed tract the levels of service, infrastructure, and infrastructure maintenance that are comparable to the levels of service, infrastructure, and infrastructure maintenance available in other parts of the City of Denton with similar topography, land use, and population density. III. AD VALOREM (PROPERTY OWNER) TAX SERVICES A. Police Protection Police protection from the City of Denton Police Department shall be provided to the areas annexed at a level consistent with current methods and procedures presently provided to similar areas on the effective date of the ordinance. Some of these services include: 1. Normal patrols and responses; 2. Handling of complaints and incident reports; 3. Special units, such as traffic enforcement, investigations and special weapons; and 4. Coordination with other public safety support agencies. As development commences in these areas, sufficient police protection, including personnel and equipment will be provided to furnish these areas with the level of police services consistent with the characteristics of topography, land utilization and population density of the areas. Upon ultimate development, police protection will be provided at a level consistent with other similarly situated areas within the city limits. B. Fire Protection The Denton Fire Department (DFD) will provide emergency and fire prevention services to the annexation areas. These services include: L Fire suppression and rescue; 1 Exhibit 7 Service Plan 2. Pre - hospital medical services including triage, treatment and transport by Advanced Life Support (ALS) fire engines, trucks and ambulances; 3. Hazardous materials response and mitigation; 4. Emergency prevention and public education efforts; 5. Technical rescue response; and 6. Construction Plan Review and required inspections. Fire protection from the City of Denton shall be provided to the areas annexed at a level consistent with current methods and procedures presently provided to similar areas of the City of Denton on the effective date of the ordinance. As development commences in these areas, sufficient fire protection, including personnel and equipment will be provided to furnish these areas with the level of services consistent with the characteristics of topography, land utilization and population density of the areas. It is anticipated that fire stations planned to serve areas currently within the City of Denton will be sufficient to serve areas now being considered for annexation. Upon ultimate development, fire protection will be provided at a level consistent with other similarly situated areas within the city limits. C. Emmency Medical Service The Denton Fire Department (DFD) will provide the following emergency and safety services to the annexation areas. These services include: 1. Emergency medical dispatch and pre - arrival First Aid instructions; 2. Pre - hospital emergency Advanced Life Support (ALS) response; and transport; 3. Medical rescue services. Emergency Medical Services (EMS) from the City of Denton shall be provided to the areas annexed at a level consistent with current methods and procedures presently provided to similar areas of the City of Denton on the effective date of the ordinance. As development commences in these areas, sufficient EMS, including personnel and equipment will be provided to furnish these areas with the level of services consistent with the characteristics of topography, land utilization and population density of the areas. Upon ultimate development, EMS will be provided at a level consistent with other similarly situated areas within the city limits. D. Solid Waste 2 Exhibit 7 Service Plan Solid Waste and Recycling Collection Services will be provided to the newly annexed property immediately upon the effective date of the annexation at a level consistent with current methods and procedures presently provided to similar areas within the city. Private solid waste collection service providers operating in the affected area immediately prior to annexation and currently providing customers with service, may continue to provide their existing service for up to 2 years in accordance with Texas Local Government Code. E. Wastewater Facilities The proposed annexation area is within the City of Denton Sewer Service Area as defined by Certificate of Convenience and Necessity (CCN) Number 20072 as issued by the Texas Commission on Environmental Quality (TCEQ). As development commences in these areas, sanitary sewer mains will be extended in accordance with the provisions of the City's codes, ordinances and regulations. City participation in the costs of these extensions shall be in accordance with applicable City ordinances and regulations. Capacity shall be provided consistent with the characteristics of topography, land utilization, and population density of the areas. Sanitary sewer mains and lift stations installed or improved to City standards within the annexed areas which are located within dedicated easement, rights -of- way, or any other acceptable location approved by the City Engineer, shall be maintained by the City on the effective date of this ordinance. Operation and maintenance of wastewater facilities in the annexed areas that are within the service area of another water utility will be the responsibility of that utility. Operation and maintenance of private wastewater facilities in the annexed area will be the responsibility of the owner. F. Water Facilities The proposed annexation area is within the City of Denton Water Service Area as defined by Certificate of Convenience and Necessity (CCN) Number 10195 as issued by the Texas Commission on Environmental Quality (TCEQ). Connections to existing City of Denton water distribution mains for water service will be provided in accordance with existing City ordinances and policies. Upon connection to existing distribution mains, water service will be provided at rates established by city ordinance. As new development occurs within these areas, water distribution mains will be extended in accordance with Denton's Codes, ordinances and utility service policies. City participation in the costs of these extensions shall be in accordance with Denton's codes and ordinances. Water service capacity shall be provided consistent with the characteristics of topography, land use and population density of the area. 3 Exhibit 7 Service Plan Operation and maintenance of water facilities in the annexed area that are within the service area of another water utility will be the responsibility of that utility. Existing developments, businesses or homes that are on individual water wells or private water systems will be allowed to continue to remain on these systems until a request for water service is made to the City. These requests for service will be handled in accordance with the applicable utility service line extension and connection policies currently in place at the time the request for service is received. G. Roads and Streets Emergency street maintenance shall be provided within the annexation areas on the effective date of the applicable ordinance of acceptance. Routine maintenance will be provided within the annexation areas and will be scheduled as part of the City's annual program and in accordance with the current policies and procedures defined by the ordinance and /or as established by the City Council. Any construction or reconstruction will be considered within the annexation areas on a City wide basis and within the context of the City's CIP and /or yearly fiscal budgetary allotments by the City Council. Roadway signage and associated posts will be replaced in priority of importance starting with regulatory signs, then warning signs, then informational signs and in conformance with fiscal allotments by the City Council. All exiting signs will be reviewed for applicability and based upon an engineering study. New signs will be installed when necessary and based upon an engineering study. Routine maintenance of road /street markings will be placed on a priority listing and scheduled within the yearly budgetary allotments by the City Council. H. Parks, Playgrounds, Swimming Pools Residents within the areas annexed may utilize all existing park and recreation facilities, on the effective date of this ordinance. Fees for such usage shall be in accordance with current fees established by ordinance. As development commences in these areas, additional park and recreation facilities shall be constructed based on park policies defined in the Park Master Plan and as specified in the Park Dedication and Development Ordinance. The general planned locations and classifications of parks will ultimately serve residents from the current City limits and residents from areas being considered for annexation. I. Publicly Owned Facilities Any publicly owned facility, building, or service located within the annexed area, and not otherwise owned or maintained by another governmental entity, shall be 11 Exhibit 7 Service Plan maintained by the City of Denton on the effective date of the annexation ordinance. J. Other Services Other services that may be provided by the City of Denton, such as municipal and general administration will be made available on the effective date of the annexation. The City of Denton shall provide level of services, infrastructure, and infrastructure maintenance that is comparable to the level of services, infrastructure, and infrastructure maintenance available in other parts of the City of Denton with topography, land use, and population density similar to those reasonably contemplated or projected in the area. III. UNIFORM LEVEL OF SERVICES IS NOT REQUIRED Nothing in this plan shall require the City of Denton to provide a uniform level of full municipal services to each area of the City, including the annexed area, if different characteristics of topography, land use, and population density are considered a sufficient basis for providing different levels of service. IV. TERM This service plan shall be valid for a term of ten (10) years. Renewal of the service plan shall be at the discretion of City Council. V. AMENDMENTS The service plan may be amended if the City Council determines at a public hearing that changed conditions or subsequent occurrences make this service plan unworkable or obsolete. The City Council may amend the service plan to conform to the changed conditions or subsequent occurrences pursuant to Texas Local Government Code, Section 43.056. Exhibit 8 Draft Ordinance s: \legal \our documents \ordinances \14 \a14- 0001.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON ANNEXING 40.33 ACRES OF LAND, MORE OR LESS, GENERALLY LOCATED ON THE WEST SIDE OF COOPER CREEK ROAD, APPROXIMATELY 800 FEET SOUTH OF SILVER DOME ROAD AND APPROXIMATELY 1,800 FEET NORTH OF MINGO ROAD MORE SPECIFICALLY DESCRIBED AND DEPICTED IN EXHIBITS "A" AND "B "; APPROVING A SERVICE PLAN FOR THE SUBJECT PROPERTY AND TEMPORARILY PLACING THE PROPERTY IN THE RURAL RESIDENTIAL — 5 (RD -5) ZONING DISTRICT; PROVIDING FOR A CORRECTION OF THE CITY MAP TO INCLUDE THE ANNEXED LANDS; PROVIDING FOR A SAVINGS CLAUSE AND AN EFFECTIVE DATE. WHEREAS, the property owner, Charles Byrom, has petitioned for annexation of the subject property described and depicted in Exhibits "A" and "B ", attached hereto and incorporated herein by reference and; WHEREAS, the property meets criteria of Section 43.028 of the Texas Local Government Code related to petitions for annexation, and; WHEREAS, the City Council accepted the petition to annex and directed staff to proceed with preparing a service plan and annexation of the property after hearing the arguments for and against annexation on May 6, 2014, and; WHEREAS, staff prepared an inventory of existing service and a service plan for the subject property and the service plan is attached as Exhibit "C ", and; WHEREAS, letters of intent to annex were sent to property owners and public and private entities that provide services for the area as required by Section 43.062 of the Texas Local Government Code on July 3, 2014, and; WHEREAS, two public hearing were held with the City Council on August 5, 2014 and August 19, 2014 which were noticed in accordance with Section 43.063, Subchapter C -1, of the Texas Local Government Code, and ; WHEREAS, the City Council found the proposed annexation to be in keeping with The Denton Plan and the generally orderly growth of the City, and; WHEREAS, annexation proceedings were instituted for the property described herein at the City Council Meeting on September 9, 2014, and; WHEREAS, this ordinance has been published in full one time in the official newspaper of the City of Denton after annexation proceedings were instituted and thirty days prior to City Council taking final action, as required by the City Charter; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The land described and depicted in Exhibits "A" and "B ", attached hereto and incorporated herein by reference, is annexed to the City of Denton, Texas and the official maps of the City of Denton shall be updated to reflect this annexation. Exhibit 8 Draft Ordinance SECTION 2. The service plan attached as Exhibit "C" and incorporated herein by reference, which provides for the extension of municipal services to the annexed property, is approved as a part of this ordinance. SECTION 3. The property annexed herein is temporarily designated as a Rural Residential 5 (RD -5) zoning district until such time as the property is officially zoned. SECTION 4. Should any part of this ordinance be held illegal for any reason, the holding shall not affect the remaining portions of this ordinance and the City Council hereby declares it to be its purpose to annex to the City of Denton all of the real property described and depicted in Exhibits "A" and "B" regardless of whether any other part of the described property is hereby effectively annexed to the City if any part of the real property annexed is already within the limits of any other city, town or village, or is not within the City of Denton's jurisdiction to annex, the same is hereby excluded from the territory annexed as fully as if the excluded area were expressly described in this ordinance. SECTION 5. This ordinance shall be effective immediately upon its passage. PASSED AND APPROVED this the day of )2014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: ° �/ Exhibit 8 Draft Ordinance EXHIBIT A Being all that certain tract of land situated in the Thomas H. Living Survey, Abstract Number 729, Denton County, Texas and being all of a tract of land described in the deed to C.L. Byrom and wife, Anita Byrom as recorded in Volume 308, Page 264 of the Deed Records of said County, the subject tract as recognized and occupied on the ground being more particularly described as follows: BEGINNING at a'/2' iron rod found in the East Line of a tract of land described in a deed to Windsor Oaks Residential Trust #59 as recorded in Document Number 2005- 103733, Real Property records of said County. Also being in the South line of a tract of land described in a deed to Edward F. Wolski as recorded in Document Number 2004- 152076, Real Property Records of said County, and the Northwest corner of said Byrom tract; Thence South 88 degrees 42 minutes 55 seconds East with the North line thereof along and near a fence a distance of 1217.92 feet to a bent 1/2" iron rod found in a road under apparent public use posted as Cooper Creek Road for the Northeast corner of said Byrom tract; Thence South 02 degrees 45 minutes 58 seconds West with the East line thereof, along or near the centerline of said road a distance of 1456.94 feet to a 5/8" iron rod found for the Southeast corner of said Byrom tract; Thence North 87 degrees 26 minutes 28 seconds West with the South line thereof, along and near a fence, a distance of 1216.50 feet to a' /2' iron rod found for the Southwest corner of said Byrom tract; Thence North 02 degrees 43 minutes 30 seconds East with the West line thereof, along and near a fence, a distance of 1429.86 feet to the place of beginning and enclosing 40.33 Acres, more or less. Exhibit Draft Ordinance EXHIBIT S —�� _��� „m E, a .»� .. � � . �§ \ - \Q /� �\ ° a �~ . � �y ! . ' z y: nr, ...... . i{/. i ®! : q! _ - - -- g \ \ \g /,. )_ ƒ \\G) Exhibit 8 Draft Ordinance EXHIBIT C CITY OF DENTON SERVICE PLAN 2014 Annexation A14 -0001 I. AREA ANNEXED The area to be annexed includes approximately 40.33 acres of land contained within the northeastern quadrant of the City of Denton's Extraterritorial Jurisdiction (ETJ), Division 1. The proposed annexation contains one owner and no residents. II. INTRODUCTION This service plan has been prepared in accordance with the Texas Local Government Code, Sections 43.021; 43.065; and 43.056(b) -(o) (Vernon 2008, as amended). Municipal facilities and services to the annexed areas described above will be provided or made available on behalf of the City of Denton in accordance with the following plan. The City of Denton shall provide the annexed tract the levels of service, infrastructure, and infrastructure maintenance that are comparable to the levels of service, infrastructure, and infrastructure maintenance available in other parts of the City of Denton with similar topography, land use, and population density. III. AD VALOREM (PROPERTY OWNER) TAX SERVICES A. Police Protection Police protection from the City of Denton Police Department shall be provided to the areas annexed at a level consistent with current methods and procedures presently provided to similar areas on the effective date of the ordinance. Some of these services include: 1. Normal patrols and responses; 2. Handling of complaints and incident reports; 3. Special units, such as traffic enforcement, investigations and special weapons; and 4. Coordination with other public safety support agencies. As development commences in these areas, sufficient police protection, including personnel and equipment will be provided to furnish these areas with the level of police services consistent with the characteristics of topography, land utilization and population density of the areas. Upon ultimate development, police protection will be provided at a level consistent with other similarly situated areas within the city limits. B. Fire Protection The Denton Fire Department (DFD) will provide emergency and fire prevention services to the annexation areas. These services include: 1. Fire suppression and rescue; Exhibit 8 Draft Ordinance 2. Pre- hospital medical services including triage, treatment and transport by Advanced Life Support (ALS) fire engines, trucks and ambulances; 3. Hazardous materials response and mitigation; 4. Emergency prevention and public education efforts; 5. Technical rescue response; and 6. Construction Plan Review and required inspections. Fire protection from the City of Denton shall be provided to the areas annexed at a level consistent with current methods and procedures presently provided to similar areas of the City of Denton on the effective date of the ordinance. As development commences in these areas, sufficient fire protection, including personnel and equipment will be provided to furnish these areas with the level of services consistent with the characteristics of topography, land utilization and population density of the areas. It is anticipated that fire stations planned to serve areas currently within the City of Denton will be sufficient to serve areas now being considered for annexation. Upon ultimate development, fire protection will be provided at a level consistent with other similarly situated areas within the city limits. C. Emer2ency Medical Service The Denton Fire Department (DFD) will provide the following emergency and safety services to the annexation areas. These services include: 1. Emergency medical dispatch and pre - arrival First Aid instructions; 2. Pre - hospital emergency Advanced Life Support (ALS) response; and transport; 3. Medical rescue services. Emergency Medical Services (EMS) from the City of Denton shall be provided to the areas annexed at a level consistent with current methods and procedures presently provided to similar areas of the City of Denton on the effective date of the ordinance. As development commences in these areas, sufficient EMS, including personnel and equipment will be provided to furnish these areas with the level of services consistent with the characteristics of topography, land utilization and population density of the areas. Upon ultimate development, EMS will be provided at a level consistent with other similarly situated areas within the city limits. D. Solid Waste Solid Waste and Recycling Collection Services will be provided to the newly annexed property immediately upon the effective date of the annexation at a level consistent with current methods and procedures presently provided to similar areas within the city. Private solid waste collection service providers operating in the affected area immediately prior to annexation and currently providing customers with service, may continue to provide their existing service for up to 2 years in accordance with Texas Local Government Code. E. Wastewater Facilities Exhibit 8 Draft Ordinance The proposed annexation area is within the City of Denton Sewer Service Area as defined by Certificate of Convenience and Necessity (CCN) Number 20072 as issued by the Texas Commission on Environmental Quality (TCEQ). As development commences in these areas, sanitary sewer mains will be extended in accordance with the provisions of the City's codes, ordinances and regulations. City participation in the costs of these extensions shall be in accordance with applicable City ordinances and regulations. Capacity shall be provided consistent with the characteristics of topography, land utilization, and population density of the areas. Sanitary sewer mains and lift stations installed or improved to City standards within the annexed areas which are located within dedicated easement, rights -of- way, or any other acceptable location approved by the City Engineer, shall be maintained by the City on the effective date of this ordinance. Operation and maintenance of wastewater facilities in the annexed areas that are within the service area of another water utility will be the responsibility of that utility. Operation and maintenance of private wastewater facilities in the annexed area will be the responsibility of the owner. F. Water Facilities The proposed annexation area is within the City of Denton Water Service Area as defined by Certificate of Convenience and Necessity (CCN) Number 10195 as issued by the Texas Commission on Environmental Quality (TCEQ). Connections to existing City of Denton water distribution mains for water service will be provided in accordance with existing City ordinances and policies. Upon connection to existing distribution mains, water service will be provided at rates established by city ordinance. As new development occurs within these areas, water distribution mains will be extended in accordance with Denton's Codes, ordinances and utility service policies. City participation in the costs of these extensions shall be in accordance with Denton's codes and ordinances. Water service capacity shall be provided consistent with the characteristics of topography, land use and population density of the area. Operation and maintenance of water facilities in the annexed area that are within the service area of another water utility will be the responsibility of that utility. Existing developments, businesses or homes that are on individual water wells or private water systems will be allowed to continue to remain on these systems until a request for water service is made to the City. These requests for service will be handled in accordance with the applicable utility service line extension and connection policies currently in place at the time the request for service is received. G. Roads and Streets Emergency street maintenance shall be provided within the annexation areas on the effective date of the applicable ordinance of acceptance. Routine maintenance will be provided within the annexation areas and will be scheduled as part of the City's annual Exhibit 8 Draft Ordinance program and in accordance with the current policies and procedures defined by the ordinance and /or as established by the City Council. Any construction or reconstruction will be considered within the annexation areas on a City wide basis and within the context of the City's CIP and /or yearly fiscal budgetary allotments by the City Council. Roadway signage and associated posts will be replaced in priority of importance starting with regulatory signs, then warning signs, then informational signs and in conformance with fiscal allotments by the City Council. All exiting signs will be reviewed for applicability and based upon an engineering study. New signs will be installed when necessary and based upon an engineering study. Routine maintenance of road /street markings will be placed on a priority listing and scheduled within the yearly budgetary allotments by the City Council. H. Parks, Playgrounds, Swimming Pools Residents within the areas annexed may utilize all existing park and recreation facilities, on the effective date of this ordinance. Fees for such usage shall be in accordance with current fees established by ordinance. As development commences in these areas, additional park and recreation facilities shall be constructed based on park policies defined in the Park Master Plan and as specified in the Park Dedication and Development Ordinance. The general planned locations and classifications of parks will ultimately serve residents from the current City limits and residents from areas being considered for annexation. I. Publicly Owned Facilities Any publicly owned facility, building, or service located within the annexed area, and not otherwise owned or maintained by another governmental entity, shall be maintained by the City of Denton on the effective date of the annexation ordinance. J. Other Services Other services that may be provided by the City of Denton, such as municipal and general administration will be made available on the effective date of the annexation. The City of Denton shall provide level of services, infrastructure, and infrastructure maintenance that is comparable to the level of services, infrastructure, and infrastructure maintenance available in other parts of the City of Denton with topography, land use, and population density similar to those reasonably contemplated or projected in the area. III. UNIFORM LEVEL OF SERVICES IS NOT REQUIRED Nothing in this plan shall require the City of Denton to provide a uniform level of full municipal services to each area of the City, including the annexed area, if different characteristics of topography, land use, and population density are considered a sufficient basis for providing different levels of service. IV. TERM This service plan shall be valid for a term of ten (10) years. Renewal of the service plan shall be at the discretion of City Council. V. AMENDMENTS The service plan may be amended if the City Council determines at a public hearing that changed conditions or subsequent occurrences make this service plan unworkable or obsolete. The City Council Exhibit 8 Draft Ordinance may amend the service plan to conform to the changed conditions or subsequent occurrences pursuant to Texas Local Government Code, Section 43.056. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO Legislation Text File #: ID 14 -0673, Version: 1 Agenda Information Sheet SUBJECT Consider approval of the minutes of- August 5, 2014 August 12, 2014 City of Denton Page 1 of 1 Printed on 10/16/2014 CITY OF DENTON CITY COUNCIL MINUTES August 5, 2014 After determining that a quorum was present, the City Council convened in a Work Session on Tuesday, August 5, 2014 at 1:00 p.m. in the Council Work Session Room at City Hall. PRESENT: Mayor Pro Tern Engelbrecht, Council Member Gregory, Council Member Hawkins, Council Member Johnson, Council Member Ryan, and Mayor Watts. ABSENT: Council Member Roden. 1. Citizen Comments on Consent Agenda Items There were no citizen comments on the Consent Agenda Items. 2. Requests for clarification of agenda items listed on the agenda for August 5, 2014. Council Member Gregory asked about the cost of service for Consent Agenda Item I. Kevin Gunn, Director of Technology Services, stated that this item only authorized the agreement which was billed on monthly services. The funding was part of the annual budget process. Council Member Gregory stated that Consent Agenda Item K authorized the construction concrete work for the new animal shelter. He requested an update on the status of the project. Captain Scott Fletcher stated that the project was on target for completion. Council Member Gregory stated that Consent Agenda Item M was a grant but stipulated a specific vendor. Emerson Vorel, Director of Parks and Recreation, stated that this was a specialized grant for $50,000 but had to be spent specifically for a particular firm. Council Member Ryan questioned if the insurance requirements for Consent Agenda Item C were the standard requirements. Vorel stated that they were the standard insurance requirements for any event. Council Member Ryan suggested Council review those requirements at a future meeting. Mayor Watts stated that he had several questions about Consent Agenda Item D, the amendment to the TIRZ. He questioned if the amended language for the list of projects as shown in Exhibit D were projects solely limited to the lease or for the overall project. Aimee Bissett, Director of Economic Development, stated that the language indicated that this type of activity regarding City property could be utilized including those projects listed. It was not exclusive to one or the other but rather consistent with the project plan. Mayor Watts stated that the items listed could not only be done with the transfer or lease of the property but could be done with any type. He questioned the last sentence wording that indicated that the TIF Board and Council needed to have approval for both. City of Denton City Council Minutes August 5, 2014 Page 2 City Attorney Burgess stated that the Council adopted the project plan but the actual projects would be seen by both entities. Mayor Watts asked if it would be specific projects approved by the TIF Board and then come to Council for approval. City Attorney Burgess stated that it would be a project either contained within the project plan or if not, the plan would have to be amended to allow that project to go forward. It could be an initiative by staff and the TIF Board but approved by Council. 3. Work Session Reports A. ID 14 -0410 Receive a report, hold a discussion and give staff direction regarding an update on the Convention Center project. Jon Fortune, Assistant City Manager, presented an update on the project, reviewing the background of project. In December 2013 Council approved the Master Development Agreement that outlined the steps and process to move forward to the convention center as well as feasibility items on how to move the project forward. In February /April staff provided Council an update on the project and sought direction regarding the design of the convention center and in June a request for construction proposals was advertised. There were six responses received but the pricing responses for construction were higher than anticipated, ranging from $24.5 million to $31.2 million. The Master Development Agreement indicated that the City's financing contribution would not exceed $25 million. A selection committee selected a top firm that would meet the needs for the project and began discussions in terms of final pricing and looked at ways to reduce the cost of the project. The primary purpose of this discussion was to review those changes and seek feedback prior to finalizing the pricing negotiations. The most significant change would be the elimination of just over 20,000 square feet of space by changing the design from a three floor structure to a single floor structure. The convention center would maintain same capacity. Mayor Watts asked what bid was selected. Fortune stated that the bid cost for the firm selected was $24.5 million. Mayor Watts asked what the budget was for it. Fortune stated it was closer to the $18 million range. Mayor Watts asked how the original figure was decided. Fortune stated that the City had hired a firm that had experience in construction costs in this industry. Mayor Watt asked where the project was currently in the development process. Fortune stated the project was in the design development phase. City of Denton City Council Minutes August 5, 2014 Page 3 Gerri Kielhofiier, presenting the architect, reviewed the previous design which was a three level design that now was proposed to be a single level design. There was the same amount of meeting room as the former design with the biggest loss of square footage in the stair wells that would no longer be needed. She reviewed the revised first floor and presented new views of the convention center after revisions. Mayor Watts asked about 25% change orders and the process of those coming to Council. City Attorney Burgess stated the process dealt with 25% of the total value of the contract in change orders and what authority the City Manager had regarding change orders. Council Member Ryan stated that the Master Development Agreement set the size of the convention center and if that was changed, would be City be in default. Fortune stated no, that it had been acknowledged that there might be changes as the project moved forward. The capacity was still the same; there was just a change in size of the facility. Mayor Watts stated that there was a substantial difference from the outside of the building. Kielhofner state the architects had only spent one day on the plan and that it was prettied up at this time. There were a lot of details not shown yet. Council Member Johnson stated that this was a very normal part of the process and cautioned that it was an emotionally charged issue. In the real estate business you could not get emotionally charged. He felt there was a need to think about not hitting the number and sacrificing the project. There may be a need to look at it again. Council Member Gregory asked what the change in meeting space would what do in terms of marketing. Kielhofner stated that the ballroom would seat 2,000 but could handle 2,500 with a change in seating type. If the occupancy of meeting rooms was included there would be seating for 3,600. Mayor Watts stated that he had seen comments in the paper regarding the financing of the project and the desire for a vote of the public. His preference would be to put an item on an agenda to discuss whether to call an election but he would like each Council Member to indicate whether they agreed or not. He did not know the final numbers yet but he would be hard pressed to approve the project by himself. He felt Denton needed a convention center meeting space but had concerns about the project. One of those concerns was the fact that the project was not on city land. The appropriate time for the project to go to the voters would have been before the Master Development Agreement was approved. O'Reilly had spent lots of money on the project and it was a bit late in the game to go in that direction. He was suggesting a vote on an action item on whether to take the project to the voters. Council Member Gregory stated that he did not see a termination point where the Council could terminate the agreement if voters did not want it and questioned if that would be a breach of the agreement. His perspective was that it would not be right to enter into the agreement without City of Denton City Council Minutes August 5, 2014 Page 4 contemplating that it would terminate if there was an election and the election failed. He felt it would be present a reputation problem for any future private /public agreements to now try and include that in the terms. Julie Partain, Bond Counsel, stated that the agreement had been negotiated by O'Reilly and staff over the years and did not contemplate an election for the issuance of the General Obligation bonds. The agreement indicated that the City could refuse to fund the project which was a termination point. No election was considered but the agreement could be amended if everyone agreed. If the City didn't issue the bonds, then the agreement would terminate and the deal would be done unless renegotiated. Council Member Gregory felt that adding an item for a bond election for the next meeting with only one week to prepare was very fast and he was not sure if he knew all the questions to ask about it at this point. Council Member Johnson stated that as he read the agreement it was a build to suit lease and lease to O'Reilly who would make sure it was successful. He felt there were many comments about location, design, capacity and number of rooms for hotel but that had already been decided. His concern in reading the agreement was that it was banking on the success of the hotel to make the convention center successful. There was a lot left to be done to determine if the project was going to happen. There was one week to decide whether to call an election and whether voters should vote on this. He felt the item was not ready to go to a vote and that the project might die on its own due to various issues. The City needed to stay the course and keep working on it to determine if the project was going to happen as there was a lot of work left to be done. If the issue went to the voters, Council would have to stop talking about it until after the election and he would be concerned about what the voters would be voting on. Once an election was called, public communication from Council would have to stop. Mayor Watts expressed concern that it had been three years to do the deal and when coming down to the feasibility, it was 40% off budget. He had asked about how the numbers were derived as he perceived that there were information gaps such as proforma for room rates and occupancy rates. He was struggling with the actual deal components of the agreement. It was time to take a good hard look at the project as it was changing at this time and decisions needed to be made with the partners in mind along with the public in mind. Mayor Pro Tem Engelbrecht stated that the agreement was started during poor economic times and the fact that it dealt with three entities made it take more time. He felt the location was good and that the City had a good partner with this project. He was not in favor of putting an item on an agenda for a vote. Council Member Ryan indicated that he had stated publically that voters needed to have a voice in the issue. He did not see that a Notice of Intent to Sell would happen within two weeks. While he was in favor of sending the issue to the voter, right now there were too many unanswered questions and it was not feasible to send to the voters. Council Member Johnson stated that once there was a completed project, Council may decide whether to take it to the voters but at this time there was nothing for voters to vote on. City of Denton City Council Minutes August 5, 2014 Page 5 Mayor Watts stated that he would like to know when the bids were in and would like to know all of the costs to make the project successful. He could see that there was no support for putting the issue on the agenda for a Council vote. B. ID 14 -0311 Receive a report, hold a discussion and give staff direction regarding nominations to the City's Boards and Commissions. Jennifer Walters, City Secretary, presented the list of nominations which Council had submitted before the meeting. Council discussed the nominations and submitted additional names for consideration. City Secretary Walters indicated that the list would be updated before the regular meeting for Council consideration. C. DCA14 -0003 Receive a report, hold a discussion and give staff direction regarding amendments to Section 35.16 of the Denton Development Code, requiring developers to provide information regarding the proximity of gas wells through the subdivision and platting process. (DCA14 -0003) Brian Lockley, Director of Planning and Development stated that staff was requesting direction regarding amendments to the Denton Development Code that required developers to provide information regarding the proximity of gas wells through the subdivision and platting process. The goal was to ensure homeowners had access to information concerning location of gas wells. However, there needed to be a balance between homeowner notification and rights to develop the surface estate and rights to access mineral interests. Non - regulatory approaches staff was using included a gas well website with maps of all permitted well sites, a gas well hotline, and training for realtors on how to use the gas well website. A proposed Code amendment was initiated by a Kelsoe tract rezoning in which Council directed staff to find ways to notify homeowners when they were purchasing a home within 1,200 feet of an existing or permitted gas well drilling and production site. Council Member Johnson asked if the City had the authority to act to have such a notice at the beginning of the closing documents. Mayor Watts stated that as part of closing documents, he had never seen a plat. There might be a survey but not a plat. Lockley stated in terms of a plat issue, realtors might be required to have a copy of the plat on display to show available lots; however, there might be a problem with requiring them to have a plat with the gas wells including possible enforcement. He continued with the Code amendment process which included a developer's meeting and follow -up interviews to address concerns regarding title and mortgages. Concerns expressed by the developers included (1) the responsibility should be on the gas well operator, not the residential developer, (2) there might be title or lending issues, (3) the 1,200 foot distance might not be appropriate, (4) surveying the gas well would add extra cost, (5) and liability with including information on gas wells and not other potential nuisance uses in the vicinity, such as gas stations or industrial uses. Developer potential alternatives included (1) larger signage on the gas well and (2) mailers in utility bills to City of Denton City Council Minutes August 5, 2014 Page 6 inform all current residents of the gas website so they could find locations nearest to them. Staff contacted various outside sources for follow -up interviews. Results of those follow -ups indicated that there should not be any issues with a title but there could be an increased risk for mortgage underwriters which translated to additional time, fees and possible loan denial. Staff was proposing the following code amendments: (1) applicable to all new plats, (2) adopt the vicinity map concept and (3) use similar language to zoning ordinances that would be inserted into the subdivision regulations. Council Member Gregory asked what would be the process to remove a deed restriction if a gas well was abandoned and caped. Lockley stated that it would be no different from removing other deed restrictions. Council Member Johnson stated that the process to remove deed restrictions was huge and questioned if the City would have the right to remove the restrictions at such time the restriction no longer existed. Lockley stated that this was just a notice and not a deed restriction. City Attorney Burgess stated that this proposal would not be a formal deed restriction. Staff was trying to craft a notice and place it in a location of prominence for the home buyer. Lockley stated that a notice in the deed restrictions was just a notice and not a formal restriction. Staff needed direction from Council before proceeding with a code amendment. Council Member Johnson asked if staff had met with homebuilders in Denton and discussed the impact on their ability to sell homes. Michele Berry, Assistant Planner, stated that notices had been sent to area homebuilders. The developers indicated that they were more in favor of a deed restriction rather than homeowners association covenants. Mayor Watts felt it would be good to work with local and state associations in terms of a residential contract for notice of locations of gas wells. Council Member Gregory suggested adding it to the legislative action slate. Council Member Engelbrecht asked what would happen if the distance requirement was changed in the future — would the current information be grandfathered. Council Member Johnson stated that he was concerned that first time homebuyers did not look at all of their closing documents. Council Member Gregory suggested putting signs on the walls around the tank batteries to make potential buyers aware of what the facility was. Consensus of the Council was to keep the distance at 1,200 feet, amend the notification wording for Option B and include the issue as part of the City's legislative agenda. City of Denton City Council Minutes August 5, 2014 Page 7 D. ID 14 -0393 Receive a report, hold a discussion and give staff direction regarding aesthetics related to the 35Express Project. John Cabrales, Assistant City Manager, presented information on this item in terms of an overview of the TxDOT base design, aesthetic concepts, Public Art Committee recommendation, and UNT interest and direction. He displayed a wall concept with a preferred medallion concept. The Public Art Committee recommended a smooth texture on the abutment to make the design more prominent. TxDOT was agreeable with a color change in Denton's section. It was felt that if Corinth, UNT and Denton agreed on a color, TxDOT would agree. Staff was not ready for a recommendation at this time and would be returning with color choices at a future date. Council Member Gregory suggested bringing the bridge surface to the Mobility Committee to review in the context of pedestrian traffic. The Committee could also look at the proposed traffic circle and funding for that. Cabrales stated that the only public art recommended at this point in time was the two medallions. A monument entrance marker would be considered in the future. There was a base line recommendation for North Texas Blvd. for the sidewalks but decorative pavement, decorative pavers and native plants could be added. The City would pay for and maintain any kind of landscaping. Another consideration was a protection barrier for pedestrians with lightings and rail treatments. He presented a list of UNT's aesthetic interests. Mayor Pro Tem Engelbrecht expressed several ideas on the project. He questioned if the name on the bridge could be changed to "Denton" instead of the name of the street. He had a problem with painting the bridge green as it was not UNT's bridge and he would rather like to tie it to the convention center. Council discussed the design of the bridges, medallion pictures, signage on the bridge and next steps in the process. Consensus of the Council: (1) in agreement with the recommended artwork, (2) in agreement with the smooth texture, (3) continue with discussion with UNT and the consultant to identify aesthetic opportunities on North Texas Blvd. and (4) agreed with landscaping in the area. Mayor Watts asked for a staff report on the Loop 288 bridge in terms of what could be done and the cost parameters. E. ID 14 -0315 Receive a report, hold a discussion, and give staff direction on the wastewater collection system asset management program and the Water Environment Association of Texas 2014 Sidney Allison Award for Denton. PS Arora, Wastewater Division Manager, stated that the City of Denton Wastewater Collection System Asset Management Program had been selected as the recipient of the Water Environment Association of Texas (WEAT) Sidney Allison Award for 2014. The Sidney L. Allison Award was given by WEAT to a person (or entity) that had made significant contributions to the engineering, science, and /or operation and maintenance of wastewater collection and pumping stations with the mission to transport wastewater to the treatment plant. The award was presented on Wednesday, April 16th during the Conference Awards Breakfast at Texas Water 2014 Conference in Dallas, Texas. City of Denton City Council Minutes August 5, 2014 Page 8 Denton Wastewater staff had been implementing step by step the asset management program for the wastewater collection system over several years. Staff had made presentations to the Public Utilities Board over the last several years on the progress of the implementation of this program. Staff had also presented the implementation of the asset management program in several regional as well as national conferences. F. ID 14 -0370 Receive a report; hold a discussion, and give staff direction regarding the 2014 -15 Proposed Budget, Capital Improvement Program and Five -Year Financial Forecast. Chuck Springer, Director of Finance, stated that he did not have a formal presentation for the Work Session. The regular session agenda contained a resolution that set the tax rate. Staff had formulated questions from the July 31st meeting and would be presenting them to Council at the August 12th and 19th meetings. Council Member Ryan stated that Consent Agenda Item D dealt with the Downtown TIF. He suggested that the community market be considered for funding through that program. Council Member Gregory questioned if the remaining money allocated for the bike plan rolled over into the next budget. Springer stated correct that it would transfer to a capital program and stay there until spent for bike projects. Mayor Pro Tem Engelbrecht stated that he would like to see a plan from staff on recommendations for the purchase of trees in terms of what could be accomplished this next budget year. John Cabrales, Assistant City Manager, stated that a Work Session was planned in the near future to discuss the tree fund. Council Member Ryan stated that the demolition of the old tax office could be moved into a TIF project as it was in the TIF boundary. Council Member Gregory reminded Council of the parking needs for the downtown area and that most of the TIF money was for that project. Following the completion of the Work Session, the City Council convened in a Closed Meeting at 5:00 p.m.to consider the specific items listed below under the Closed Meeting section of this agenda. 1. Closed Meeting: A. ID 14 -0411 Deliberations regarding Real Property - Under Texas Government Code, Section 551.072; and Consultation with Attorneys - Under Texas Government Code, Section 551.071. City of Denton City Council Minutes August 5, 2014 Page 9 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 W. Roark Survey, Abstract No. 1087, J. Severe Survey, Abstract 1164, B.B.B. & C.R.R. Co. Survey, Abstract No.196 and the J. W. Withers Survey, Abstract No. 1343, all in Denton County, Texas, generally located along a line running west to east, commencing at U.S. Highway 377 adjacent to the Fort Worth Drive Substation and continuing to the west right of way line of F. M. 1830 City of Denton, Texas. 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. (Denton Municipal Electric Fort Worth TI Addition Expansion, Denton Municipal Electric Fort Worth Drive and FM 1830 Distribution, and Hickory Creek Detention Facility projects: Burch Family Farms Ltd.) [ID 14- 0412] B. ID 14 -0391 Deliberations regarding Real Property - Under Texas Government Code, Section 551.072; and 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 acquisition 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, structures, and substations. Consultation with the City's attorneys regarding legal issues associated with the acquisition of land 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. (Denton Municipal Electric Arco Substation Project). C. ID 14 -0399 Certain Public Power Utilities: Competitive Matters - Under Texas Government Code Section 551.086. 1. Receive competitive public power information and competitive financial information from staff in the form of a proposed operating budget for Denton Municipal Electric ( "DME ") for FY 2014 -2015, including without limitation, revenues, expenses, commodity volumes, and commitments; and discuss, deliberate, consider adoption of the budget and other matters, and provide City of Denton City Council Minutes August 5, 2014 Page 10 staff with direction regarding such matters. D. ID 14 -0403 Deliberations regarding Personnel Matters - Under Texas Government Code Section 551.074. 1. Deliberate and discuss the appointment and duties of public officers to boards or commissions exercising discretionary or rule making power as opposed to purely advisory powers, which includes without limitation the Health and Building Standards Commission, the Historic Landmark Commission, the Planning and Zoning Commission, and the Zoning Board of Adjustment. E. ID 14 -0419 Consultation with Attorneys - Under Texas Government Code, Section 551.071. 1. Discuss, deliberate, and receive information from the City's attorneys pertaining to the legal consequences of negotiation and extensions of non - annexation agreements in areas of the City's extraterritorial jurisdiction, and provide the City's attorneys with direction, 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 or legal proceedings. This item was not considered. F. ID 14 -0420 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 vested rights; impacts of federal and state law and regulations; impacts of gas well drilling upon protected uses and vice - versa; moratorium on drilling and production; other concerns about municipal regulatory authority or matters relating to enforcement of the Gas Well Ordinance; settlement matters concerning gas well drilling in the City; surface development issues involving surface and mineral estates; and legal matters associated with a citizen's initiative regarding hydraulic fracturing where a public discussion of these legal matters 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 City of Denton City Council Minutes August 5, 2014 Page 11 The Council and members of the audience recited the Pledge of Allegiance to the U. S. and Texas flags. 2. PROCLAMATIONS /PRESENTATIONS A. ID 14 -0389 Presentation to the Denton Public Library from the Internal Revenue Service- Education and Communication Division. Mayor Watts presented the award to the Denton Public Library from the Internal Revenue Service - Education and Communication Division. B. ID 14 -0283 National Health Center Week Mayor Watts presented the proclamation for National Health Center Week. Mayor Watts presented an award for the Water Environment Association of Texas 2014 Sidney Allison Award to PS Arora and his staff. 3. CITIZEN REPORTS A. ID 14 -0282 Receive a citizen report from Brian McCarter regarding the creation of a Zero Waste Team in Denton. Mr. McCarter spoke on the creation of a Zero Waste Team in Denton. Zero Waste would save the City millions of dollars, create jobs and be beneficial for the environment. He invited the City to create a team to research the benefits of Zero Waste. B. ID 14 -0407 Receive a citizen report from Gerald DeMarsh regarding lack of response from the Denton Police Department. Mr. DeMarsh was not present at the meeting. 4. CONSENT AGENDA Council Member Gregory motioned, Council Member Hawkins seconded to approve the Consent Agenda and accompanying ordinances and resolutions. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. Ordinance No. 2014 -219 A. ID 14 -0293 Consider adoption of an ordinance of the City of Denton, Texas, granting the Blues Festival a three -year exception, 2014, 2015, and 2016, to the limitations imposed by Section 17 -20 of the Code of Ordinances of the City of Denton, Texas, City of Denton City Council Minutes August 5, 2014 Page 12 granting an increase from 70 to 75 dba loudspeaker amplification and increased hours for three consecutive years, that being: September 20, 2014, 1:00 p.m. until 10:30 p.m. and September 21, 2014, 1:00 p.m. until 8:30 p.m.; September 19, 2015, 1:00 p.m. until 10:30 p.m. and September 20, 2015, 1:00 p.m. until 8:30 p.m.; September 17, 2016, 1:00 p.m. until 10:30 p.m. and September 18, 2016, 1:00 p.m. until 8:30 p.m.; and setting an effective date. Staff recommends approval of the request. Ordinance No. 2014 -220 B. ID 14 -0330 Consider adoption of an ordinance approving a City sponsorship in an amount not to exceed $15,000 of in -kind services for the 16th Annual Blues Festival to be held in Quakertown Park on September 20 -21, 2014; and providing an effective date. Resolution No. R2014 -027 C. ID 14 -0401 Consider approval of a resolution allowing the Denton Black Chamber of Commerce to be the sole participant allowed to sell alcoholic beverages at the Denton Blues Festival on September 20 -21, 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 recommend approving the request with a vote of 6 -0. Ordinance No. 2014 -221 D. ID 14 -0317 Consider adoption of an ordinance of the City of Denton, Texas, approving an Amendment to the Project Plan for Tax Increment Finance Zone Number 1 (Downtown TIF) by adding examples of certain types of projects which may facilitate economic development, and providing an effective date. (The TIF Board No. 1 recommends approval 5 -0). Approved the reappointment shown below E. ID 14 -0368 Consider the re- appointment by the City Manager of Abraham Benavides to the Civil Service Commission. Ordinance No. 2014 -222 F. ID 14 -0374 Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract with the Houston - Galveston Area Council of Governments (H -GAC) Cooperative Purchasing Program for the acquisition of one (1) Utility Crane Truck for the City of Denton Wastewater Treatment Department; and providing an effective date (File 5599- Purchase of one (1) Utility Crane Truck from Chastang Ford in the amount of $110,221). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -223 G. ID 14 -0376 Consider adoption of an ordinance authorizing the City Manager to execute an Interlocal Agreement with the City of Krum under Section 791.001 of the State of Texas Government Code, to authorize the purchase and exchange of fire trucks between the City of Denton and City of Krum; authorizing the expenditure of funds therefor; and providing an effective date (File 5609- Interlocal Agreement with City of Denton City Council Minutes August 5, 2014 Page 13 the City of Krum). Ordinance No. 2014 -224 H. ID 14 -0377 Consider adoption of an ordinance awarding a contract for the purchase of upgrade and maintenance services including equipment, for the Radio Communication System for the City of Denton Water Production department as awarded by the State of Texas Department of Information Resources (DIR) through the Go DIRect Program, Contract Number DIR -SDD -2060; providing for the expenditure of funds therefor and providing an effective date. (File 5598 awarded to Johnston Technical Services, Inc. in the three (3) year not -to- exceed amount of $150,000). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -225 L ID 14 -0378 Consider adoption of an ordinance authorizing the City Manager to execute an Interagency Agreement with the State of Texas Department of Information Resources /Communications Technology Services Division (DIR/CTS) under Section 791.001 of the State of Texas Government Code, to authorize the City of Denton to obtain connectivity services through the TEX -AN network for communication services; authorizing the expenditure of funds therefor; and providing an effective date (File 5585- Interagency Agreement with the Department of Information Resources /Communications Technology Services Division). Ordinance No. 2014 -226 J. ID 14 -0379 Consider adoption of an ordinance of the City of Denton, Texas, authorizing the City Manager, or his designee, to enter into an interlocal agreement with the North Central Texas Council of Governments ( "NCTCOG ") for data collection on pedestrian and bicyclist travel in the region for the Metropolitan Transportation Plan; and providing an effective date (File 5600). Ordinance No. 2014 -227 K. ID 14 -0380 Consider adoption of an ordinance accepting competitive proposals and awarding a public works contract for the construction of a pre -cast concrete security screening fence at the City of Denton Pockrus and McKinney Substations and Linda McNatt Animal Care and Adoption Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 5563- awarded to Walsh's Hawk Construction Co., LLC in the not -to- exceed amount of $868,607). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -228 L. ID 14 -0382 Consider adoption of an ordinance authorizing the City Manager to execute a three year Professional Services Agreement (PSA) with Coleman and Associates Land Surveying for ground surveying services for the City of Denton Landfill, and providing for an effective date (File 5571- Ground Surveying Services for City of Denton Landfill awarded to Coleman and Associates Land Surveying in an amount not to exceed $350,000). The Public Utilities Board recommends approval (6 -0). City of Denton City Council Minutes August 5, 2014 Page 14 Ordinance No. 2014 -229 M. ID 14 -0383 Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the purchase of a Light - Structure Green Lighting System for Soccer Fields located at Mack Park, which are 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 5503 awarded to Musco Sports Lighting, LLC ( Musco) in the amount of $147,131 of which $50,000 will be funded through a 2014 Fiscal Year United Soccer Federation Foundation Grant Agreement). Ordinance No. 2014 -230 N. ID 14 -0384 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the supply of Electric Utility Overhead Distribution Conductors for Denton Municipal Electric; providing for the expenditure of funds therefore; and providing an effective date (RFP 5543- awarded to HD Power Solutions in the three (3) year not -to- exceed amount of $1,000,000). Ordinance No. 2014 -231 O. ID 14 -0385 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the supply of concrete light poles for Denton Municipal Electric; providing for the expenditure of funds therefor; and providing an effective date (RFP 5552- awarded to Techline, Inc. in the three (3) year not -to- exceed amount of $684,675). Ordinance No. 2014 -232 P. ID 14 -0386 Consider adoption of an ordinance accepting competitive bids and awarding a contract for the purchase of three (3) Dodge 5500 trucks for the City of Denton Traffic Control and Fire Departments; providing for the expenditure of funds therefor; and providing an effective date (Bid 5569- awarded to the lowest responsible bidder meeting specification, Dallas Dodge, in the amount of $208,706.32). Ordinance No. 2014 -233 Q. ID 14 -0387 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for electric transmission line compression fittings for Denton Municipal Electric; providing for the expenditure of funds therefor; and providing an effective date (RFP 5582- awarded to Techline, Inc. in the three (3) year not -to- exceed amount of $410,000). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -234 R. ID 14 -0388 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for electric utility transmission line conductor attachments and pole hardware for Denton Municipal Electric; providing for the expenditure of funds therefor; and providing an effective date (RFP 5583- awarded to Stuart C. Irby Company in the three (3) year not -to- exceed amount of $620,000). The Public Utilities Board recommends approval (6 -0). Ordinance No. 2014 -235 City of Denton City Council Minutes August 5, 2014 Page 15 S. ID 14 -0412 Consider adoption of an ordinance finding that a public use and necessity exists to acquire (i) fee simple to an approximate 1.074 acre tract (the "Substation Tract ") located in the W. Roark Survey, Abstract No. 1087 and the J. Severe Survey, Abstract No. 1164, both in Denton County, Texas, located generally along the east line of U. S. Highway 377 adjacent to and east of the Fort Worth Drive Substation Addition, and (ii) fee simple to an approximate 0.627 acre tract (the "Pump Station Tract ") located in the B.B.B. & C. R. R. Co. Survey, Abstract No. 196 and the J. W. Withers Survey, Abstract No. 1343, both in Denton County, Texas, generally located west and adjacent to the G. C. & S. F. Railroad right of way and running to the west right of way line of F. M. Highway 1830, and (iii) an approximate 0.476 acre ingress and egress easement tract located in the J. Severe Survey, Abstract No. 1164, Denton County, Texas, located generally along the east line of U. S. Highway 377 adjacent to and south of the Fort Worth Drive Substation Addition, Denton County, Texas, and (iv) an approximate 1.802 acre electric utility and communication easement located in the W. Roark Survey, Abstract No. 1087, Denton County, Texas, located generally east of the Ft. Worth Drive Substation Addition and running to the west line of a tract of land owned by Connie M. Altemus, called 37.87 acres in deed recorded in Volume 901, Page 777, Deed Records, Denton County, Texas, (the " Altemus tract ") and (v) an approximate 1.793 acre temporary construction and access easement located generally east of the Fort Worth Drive Substation Addition and running to the west line of the Altemus Tract, contiguous with and adjacent to, along the northern line, of said electric utility and communication easement located generally east of the Ft. Worth Drive Substation Addition and running to the west line of the Altemus tract; for (A) as concerns the Substation Tract, ingress and egress easement, electric utility and communication easement and the temporary construction and access easement, the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines, facilities, and structures; and (B) as concerns the Pump Station Tract, the public use of a wet weather pump station and detention facility project (the "Hickory Creek Detention Facility "); authorizing the City Manager or his designee to make an offer to Burch Family Farms, Ltd. (the "Owner ") to purchase the property interests for the purchase price of Thirty Six Thousand Dollars and No Cents ($36,000.00), and other consideration, as prescribed in the Purchase Agreement, (the "Agreement ") as attached to the ordinance and made a part thereof; authorizing the expenditure of funds therefor; and providing an effective date. (Denton Municipal Electric Fort Worth T1 Addition Expansion, Denton Municipal Electric Fort Worth Drive and FM 1830 Distribution, and Hickory Creek Detention Facility projects: Burch Family Farms Ltd.) Ordinance No. 2014 -236 T. ID 14 -0413 Consider adoption of an ordinance providing authorization for and ratification of a License Agreement with Dallas Area Rapid Transit for the purposes of constructing, installing, maintaining and operating a sanitary sewer line crossing the Northwest Denton Line northwest of Lakeview Blvd.; and providing an effective date. Ordinance No. 2014 -237 U. ID 14 -0414 Consider adoption of an ordinance providing authorization for the City City of Denton City Council Minutes August 5, 2014 Page 16 Manager or his designee to execute a Reimbursement Agreement with 4984 Partners, Ltd. for the purposes of 4984 Partners, Ltd. reimbursing the City for an annual license fee payable by the City to Dallas Area Rapid Transit for the purposes of constructing, installing, maintaining, and operating a sanitary sewer line crossing the Northwest Denton Line northwest of Lakeview Blvd.; and providing an effective date. 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. ID 14 -0312 Consider nominations /appointments to the City's Boards and Commissions: Airport Advisory Board; Animal Shelter Advisory Committee; Community Development Advisory Committee; Health & Building Standards Commission; Historic Landmark Commission; Human Services Advisory Committee; Library Board; Parks, Recreation and Beautification Board; Planning and Zoning Commission; Public Art Committee; Public Utilities Board; Traffic Safety Commission; and Zoning Board of Adjustment. Jennifer Walters, City Secretary, presented the nominations as discussed in the Work Session. Council Member Hawkins motioned, Council Member Ryan seconded to approve the nominations. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. B. ID 14 -0316 Consider appointment of board members for Tax Increment Financing Zone Number One (Downtown TIF). Aimee Bissett, Director of Economic Development, presented the nominations for the Board. Those nominations included Bob Moses, Marty Rivers, Chris Watts and Kevin Roden. Council Member Johnson motioned, Mayor Pro Tem Engelbrecht seconded to approve the nominations. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. C. ID 14 -0429 Consider nominations /appointments to the City Economic Development Partnership Board. Aimee Bissett, Director of Economic Development, presented the nominations as noted by the Nomination Committee. The City Council representatives nominated were Mayor Watts, Council Member Johnson, Chamber Representation - Marty Rivers, Top 21 - John Gilmer, and at -large - Carol Ann Simmons. Council Member Gregory motioned, Mayor Pro Tem Engelbrecht seconded to approve the nominations. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. City of Denton City Council Minutes August 5, 2014 Page 17 Resolution No. R2014 -028 D. ID 14 -0395 Consider approval of a resolution of the City Council of the City of Denton, Texas placing a proposal on the September 16, 2014, City Council public meeting agenda to adopt a 2014 Tax Rate that will exceed the lower of the rollback rate or the effective tax rate; calling two public hearings on a tax increase to be held on August 19, 2014, and September 9, 2014 and calling a budget public hearing on the Fiscal Year 2014 -2015 Annual Program of Services of the City of Denton to be held on August 19, 2014; requiring publication of notices of the public hearings in accordance with the law; requiring the posting of the notices of the public hearings on the City's Internet website; requiring the posting of the notices on the City's public access channel; and providing an effective date. Chuck Springer, Director of Finance, stated that the Texas Constitution and Texas Property Tax and Local Government Codes required taxing units to comply with specific guidelines in adopting tax rates. The guidelines were related to a concept known as Truth -in- Taxation. This concept was a way to make taxpayers aware of tax rate proposals and allow taxpayers in certain circumstances to rollback or limit a tax. Council Member Hawkins motioned, Council Member Ryan seconded to approve the resolution. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. Ordinance No. 2014 -238 E. ID 14 -0423 Consider adoption of an ordinance ordering an election to be held in the City of Denton, Texas, on November 4, 2014, to legalize the sale of all alcoholic beverages including mixed beverages; making findings; providing a repealer clause; providing a severability clause; providing for a penalty; and providing for publication and an effective date. Mayor Watts indicated that a Comment Card had been submitted by Pete Kamp who would be available for questions. Council Member Ryan motioned, Council Member Gregory seconded to adopt the ordinance. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. 6. PUBLIC HEARINGS A. ID 14 -0295 Hold a public hearing concerning the $98.175 million Bond Election to be held on November 4, 2014, and project recommendations developed by the Citizens Bond Advisory Committee. Bryan Langley, Assistant City Manager, presented the process to achieve the bond program. A committee had been formed to develop a list of projects to be considered for the bond program. There were four separate propositions - street improvements, public safety facilities, storm water City of Denton City Council Minutes August 5, 2014 Page 18 drainage and park system improvements. The propositions also included related public art improvements. If approved, the program would result in a tax increase of up to a $.03. An oversight committee would be formed, once the bonds were approved, to oversee and monitor the program as implemented. The Mayor opened the public hearing. Tim Crouch, 3800 Lariat Road, Denton, 76207 - spoke in favor. Comment cards were submitted by: Keely Riggs, 3108 Broken Bow, Denton, 76209 - in support for a Splash Park Jerilyn Christian, 1500 Morin, Denton, 76207 — in support for a Splash Park Amber Briggle, 1315 Dartmouth, Denton, 76201 — in support for a Splash Park The Mayor closed the public hearing. No action was required on this item. Ordinance No. 2014 -239 B. Z11 -0018 Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for a zoning change from a Neighborhood Residential 4 (NR -4) zoning district classification and use designation to a Neighborhood Residential 6 (NR -6) zoning district classification and use designation, a Neighborhood Residential Mixed Use 12 (NRMU -12) zoning district classification and use designation; and a Neighborhood Residential Mixed Use (NRMU) zoning district classification and use designation, and further restricted by an overlay district; the area for zoning change encompasses 6.71 acres of land located at the northeast corner of McKinney Street and Jannie Street, in the city of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof, severability and an effective date. (The Planning and Zoning Commission recommends approval, 6 -0.) Brian Lockley, Director of Planning and Development, stated that the applicant, Rick Baria, on behalf of property owner Gene Hartman, was requesting the rezoning of approximately 6.71 acres of land from NR -4 zoning district to NR -6 zoning district, NRMU -12 zoning district, and NRMU zoning district for the purpose of developing it with single family residences, offices, and restaurants. He provided information on the location of the property, the zoning map, proposed zoning, future land use map, and proposed concept plan. The Planning and Zoning Commission recommended approval with an additional overlay district. The Development Review Committee also recommended approval of southern portion of the property but recommended denial of the rezoning of the northern portion of the site to keep it more consistent with surrounding residential properties. The Mayor opened the public hearing. Rick Baria, representing the property owner, spoke in favor of the proposal. City of Denton City Council Minutes August 5, 2014 Page 19 Council discussed with Mr. Baria the density of the proposal, whether there would be privacy fences, good use of the space, size of homes in the current neighborhood compared to proposed homes, the size of the businesses allowed in NRMU -12; green spaces for a homeowner's association to maintain and if the homeowner's association included the commercial section Gene Hartman, 818 Stanley, Denton, 76201 - spoke in favor of the proposal. The Mayor closed the public hearing. Council Member Johnson motioned, Council Member Hawkins seconded to adopt the ordinance with the recommendation by the Planning and Zoning Commission. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. Ordinance No. 2014 -240 C. S 12 -0001 Continue a public hearing and consider adoption of an ordinance regarding a Specific Use Permit (SUP) to allow wrecker services and impound lots use on a property located in an Employment Center Industrial (EC -I) zoning and use district on approximately 1.3 acres. The subject property is generally located south of Smith Street, east of Dallas Drive, and north of Teasley Lane; and providing for a penalty in the maximum amount of $2,000.00 for violations, thereof, severability and an effective date. (S12-0001) The Planning and Zoning Commission recommended approval of this request subject to conditions (6 -0). Brian Lockley, Director of Planning and Development, stated that this was a request for a specific use permit to allow a wrecker service and impound lot. The applicant (Greg Edwards on behalf of Akers Towing Services) was requesting approval of a Specific Use Permit (SUP) to legally conduct wrecker services and impound lots operations on the subject property. The subject site was currently zoned EC -I. Per Section 35.5.6.2 of the Denton Development Code (DDC), wrecker services and impounds lots require an approval of SUP and must comply with limitation (L29). Presently, the site was used for wrecker services and impounds lots operation. There were no records showing City of Denton issued a permit for the operation. The intent of this request was to obtain required permits from the City to authorize the use. Information on file with the Building Inspection Division indicated the City issued a Certificate of Occupancy (C.O.) for the property in 1978 for automotive store. However, no wrecker services or impound lots were approved with the use. The property was designated as a Commercial zoning district in 1978. Per the City of Denton 1969 Zoning Ordinance, the ordinance regulating land use in 1978, auto wrecking or salvage yard was prohibited in the Commercial zoning district. Subsequent to the 1978 C.O., several C.O.'s were issued by the City for uses relating to automotive services. The zoning map, future land use map, limitation 29 conditions, and storm water quality practices that had to be followed were reviewed. The history of permits issued to the business was presented and Lockley indicated that this was a long standing business in the City that provided a valuable service to the City. The issue came to light during a community improvement issue for storage of vehicles. He reviewed the issues associated with Community Improvement Services and the great amount of clean up that had been accomplished. Both the Planning and Zoning Commission and the Development Review Committee recommended approval subject to the following conditions: (1) the site plan as submitted and shown in Exhibit 8 shall guide the City of Denton City Council Minutes August 5, 2014 Page 20 operation of the use of the property for wrecker services and impounds lots, (2) best management practices (BMPs) addressing storm water quality must be implemented and maintained on site within ninety (90) days from date of approval of the Specific Use Permit; BMP(s) must be designed to treat hydrocarbons and attain the pollutant removal capabilities recommended for parking areas in the Integrated Storm Water Management (iSWM) Manual, as published by the North Central Texas Council of Governments, or similar practices consistent with low impact development (LID) approaches; (3) applicant shall provide documentation for best management practices for staff review and approval prior to installation. The documentation for the BMP's shall be submitted to staff for review within sixty days of approval of this SUP; (4) the applicant shall install an eight -foot (8') high screening fence and a type "B" buffer along the perimeter of the site with the landscaping planted along the outside of the fence, and shall be irrigated and kept alive at all times. Material for the construction of the screening fence shall be made of wood or other opaque materials; (5) the applicant shall construct the screening fence and type " B" buffer within 60 days after approval of this SUP. The screening and type "B" buffer shall be maintained at all times for continual use of the property for wrecker services and impound lots; and (6) any violations of the above conditions shall render this SUP null and void without any further action of the City of Denton. The Mayor opened the continued public hearing. The following individuals spoke during the public hearing: Greg Edwards, 1621 Amanda Court, Ponder, 76259 — in support. Mayor Watts asked Edwards about the proposed five conditions. Edwards stated that the applicant was proposing to meet Conditions 42 and 43 in L29 by not contaminating the site. Council Member Gregory asked about steps which were taken when a vehicle came in on a truck in terms of capturing more than oil. Edwards stated that new wreckers had flat beds which trapped fluids on the flat bed. Council Member Gregory asked what was done to prevent fluids from getting on the site. Edwards stated if the vehicles were leaking when taken off the flat bed, a pan was placed under them to catch or drain the fluids that might be leaking. Gloria Akers, 715 Dallas Drive, Denton, 76205 - spoke in opposition to the condition for the storm water drainage system. Council discussed the water quality in the creek and the time length vehicles were stored on the property. Joe Akers, 715 Dallas Drive, Denton, 76205 - spoke in favor Fred Hill -spoke in favor City of Denton City Council Minutes August 5, 2014 Page 21 The Mayor closed the public hearing. Council Member Gregory asked about sites around the City to do testing in fresh water streams and the watershed for pollutants. Ken Banks, Director of Environmental Services, stated that testing would be done as close as possible downstream. He could not recall seeing on the monitoring network any problems to the site with what monitor. They did not do metals or hydrocarbon testing. Council Member Johnson asked about best management practices in terms of lime stone buildup. There were no citations already for the procedures being used. He suggested Council move forward with a probationary period and test for any possible pollutants. Banks stated that a problem staff was facing was that there was a limitation added as part of an ordinance which specifically stated an analysis needed to include best management practices for the size for runoff and achieved the goals noted in the manual or an equivalent practice. Staff did not look at a gravel parking lot as it was not designed for stormwater treatment similar to designed treatment. Council Member Johnson stated that there were a lot of businesses grandfathered on sites. Given the history of the business and a long standing operation at the site with no citations for contaminations, he felt the appropriate course would be to continue the operation but until such time as there was a problem, no additional measures would be needed. Mayor Pro Tem Engelbrecht asked if the specific use permit ran with the property or the business. Lockley stated it ran with the property. Mayor Pro Tem Engelbrecht stated that if it went with the business and the business was discontinued, the specific use permit would go away also. He questioned if it might set a precedence to allow an exception for this business. City Attorney Burgess stated that a requirement had been set in the Code which had application in future cases for wrecker services under similar circumstances. The question was whether Council should vary from the requirement in the ordinance. Mayor Pro Tem Engelbrecht asked if a specific use permit could be issued with a sunset provision. Lockley replied it could be done so that after that specific time the permit would expire. An expiration date could be included in the ordinance so long as the use was still in place with the applicant. If the land use would change, the specific use permit would no longer be applicable as it would have been specific to impound lots and wrecker services. If other uses were to occupy the site, the specific use permit would no longer be applicable. Council Member Gregory asked why the Limitation 29 was included in the ordinance. City of Denton City Council Minutes August 5, 2014 Page 22 Lockley replied to be proactive in these instances. Council Member Gregory asked if other towing lots had some of these practices as described in the manual. Lockley stated that he would have to research the existing lots to determine what was being required of them. Council Member Ryan questioned if the original wording for the Certificate of Occupancy was not done properly. Lockley stated that staff had found that at times the older Certificates of Occupancy did not provide much detail of the services provided. Council Member Ryan asked if the wording missing from the Certificate of Occupancy was what made the specific use permit required and suggested if an option would be to give vesting on this property. City Attorney Burgess stated that the City had certain responsibilities to the environment to oversee water quality and stormwater. The rules were done for the public purpose to ensure safe drinking water and water quality. Council Member Ryan stated that the rules had changed over time but at the time the Certificate of Occupancy was issued and the business started, the City knew what the business was but it was just not written on the Certificate. This was a well established non - conforming use. Mayor Watts felt that this was a situation with a failure to communicate. Given the history of the location he tended to approve the permit without conditions but have monitoring for a length of time to see if there was an issue. Staff had to uphold the City code but he felt there was a way to resolve the zoning issue with a specific use permit and give some latitude on the conditions tolling to provide testing if a problem arose. There was no indication that there was a problem and this was an attempt to impose conditions without proof. Lockley stated that one possible option was to assign a temporary specific use permit to allow staff to monitor conditions and use the time to look at the Code to amend for this situation as there might be others like this. Another option was to postpone this item to consider another option for L29. Council Member Gregory felt that L29 was reasonable as its purpose was to prevent contamination of the water system. However, he did not want to vote on something that would close down a business. He had not heard the best route yet except for a specific use permit with a time limit and testing for contaminants. Council discussed various issues associated with solving the problem such as a sunset clause for the specific use permit, changes in ownership of the business, best management practices, requiring all similar businesses to have the same conditions added to their locations so that not just this one business was penalized, and monitoring requirements instead of the L29 condition. City of Denton City Council Minutes August 5, 2014 Page 23 Council Member Johnson replied correct that all other recommendations would be included. Council Member Johnson motioned, Council Member Hawkins seconded to grant the specific use permit with a sunset provision expiring when Akers Towing Company under the ownership of the Akers family ceased to be in business at the property and to not require the filtration system unless there was documentation of contamination and at such time the applicant would be required to install the filtration and if the system were not installed, the applicant would lose the specific use permit. Staff would implement some sort of monitoring to be in compliance with L29. Mayor Pro Tem Engelbrecht asked if the motion included all of the other conditions such as the fencing, etc. Council Member Johnson replied correct that all other recommendations would be included. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. Ordinance 2014 -241 D. Z14 -0008 Hold a public hearing and consider adoption of an ordinance providing for rezoning of an approximately 3.54 acre tract of land from Neighborhood Residential 1 (NR -1) to Neighborhood Residential Mixed Use (NRMU) zoning district. The subject property is generally located at the southeast corner of US Highway 377 (Fort Worth Drive) and Hamilton Road, and is legally described as a 3.54 acre portion of a 8.35 acre tract situated in the James Severe Survey, Abstract Number 1164 and described in the deed from Billy Royce Kenas and Joyce Kenas to Argyle Business Center, Limited Liability Company, as recorded in document number 20005 - 125511, in the City of Denton, Denton County, Texas; providing for a penalty in the maximum amount of $2,000.00 for violations thereof, severability and an effective date. (Z14 -0008) The Planning and Zoning Commission recommended approval of this request (4 -2). Brian Lockley, Director of Planning and Development, presented the details of the proposal. The request was for rezoning from NR -1 to NRMU at the southeast corner of 377 and Hamilton Road. He presented the zoning map, proposed zoning map, future land use map, site photos, and notification results. He detailed the changes in permitted uses if the zoning change was granted which included uses more geared towards commercial land use categories. He also reviewed the findings relevant to the rezoning proposal. The Planning and Zoning Commission and the Development Review Committee recommended approval. The Mayor opened the public hearing. Lee Allison, applicant, spoke in favor. The Mayor closed the public hearing. City of Denton City Council Minutes August 5, 2014 Page 24 Mayor Pro Tem Engelbrecht motioned, Council Member Johnson seconded to adopt the ordinance. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. E. A14 -0001 Hold the first of two public hearings to consider the adoption of an ordinance of the City of Denton, Texas regarding the annexing 40.33 acres of land, more or less, generally located on the west side of Cooper Creek Road, approximately 800 feet south of Silver Dome Road and approximately 1,800 feet north of Mingo Road more specifically described in Exhibits "A" and "B "; approving a service plan for the subject property and temporarily placing the property in the Rural Residential - 5 (RD -5) zoning district; providing for a correction of the City Map to include the annexed lands; providing for a savings clause and effective date. (A14 -0001) Brian Lockley, Director of Planning and Development, stated that this was the first of two public hearings to consider the annexation of property which currently was outside the city limits. He reviewed the current zoning map, future land use map, and notification information. He also reviewed the findings for the property and presented a schedule for annexation. Council Member Council Gregory asked why the annexation was not in conjunction with the zoning as requested. Lockley stated that in the past, the direction was to apply the default zoning. If staff received confirmation, they could proceed in that direction. The Mayor opened the public hearing. Jeff Crownover, representing the applicant, spoke in favor. The Mayor closed public hearing. No action was required on this item at this time. Ordinance No. 2014 -242 F. S13-0006 Hold a public hearing and consider adoption of an ordinance regarding a Specific Use Permit (SUP) to allow a twenty -seven (27) unit multi - family development on approximately 2.30 acres within a Neighborhood Residential Mixed Use 12 (NRMU -12) zoning district. The subject property is generally located at the southeastern corner of University Drive and Nolen Circle; and providing for a penalty in the maximum amount of $2,000.00 for violations, thereof, severability and an effective date. (S13-0006) The Planning and Zoning Commission recommended approval of this request with overlay restrictions (5 -1). Brian Lockley, Director of Planning and Development, stated that this request was for a specific use permit for a 27 unit multi - family development. He presented information on the zoning map, location of property, land use map, site plan, landscape plan, elevations of proposed development and existing site photos. Two neighborhood meetings were held with issues dealing with existing conditions in the neighborhood. The nature of comments dealt with drainage, traffic and City of Denton City Council Minutes August 5, 2014 Page 25 quality of life issues. The uses allowed in the NRMU -12 zoning district were reviewed. The Planning and Zoning Commission and the Development Review Committee recommended approval subject to conditions. The applicant was in agreement with the conditions. Council Member Engelbrecht stated that there was ingress /egress but not a median cut on University. Lockley stated correct and that traffic would have to go east bound to get out of the property and make a u -turn. Earl Escobar, Engineering Development Review Manager, stated that there was a driveway location across a median opening and already a left turn lane into the site. The Mayor opened the public hearing. The following individuals spoke during the public hearing: Joe Moore, 1505 Creek Avenue, Denton, 76209 — opposed Stephanie Mayfield, 2005 Redwood Place, Denton, 76209 — opposed Dave Crockarell, 1900 Boyd, Denton, 76209 — opposed Council Member Gregory stated that this was the first he had heard about flooding from Primrose and questioned Mr. Crockarell if city staff had been contacted regarding the problem. Crockarell replied not to his knowledge. Lindsey Crockarell, 1900 Boyd, Denton, 76209 - opposed Allen Gaskakmp, 2007 Boyd, Denton, 76205 — opposed Taylor Barnes, 1815 Creek Avenue, Denton, 76209 — opposed The following individuals submitted comment cards: John Rickerson, 1812 Boyd, Denton, 76209 — opposed Crystal Collins, 1902 Boyd, Denton, 76209 — support Jacob Ervin, 1506 Choctaw, Denton, 76209 — opposed Kim Scott, 1912 Boyd, Denton, 76209 — opposed Diana Davis, 1513 Creek, Denton, 76209 — opposed Additional speakers included Steve Ham representing the applicant and John Porter, applicant, both speaking in favor. The Mayor closed the public hearing. Council discussed drainage issues in the area, traffic flow, speed bumps, and green space. Council Member Johnson questioned if the applicant agreed to the conditions. City of Denton City Council Minutes August 5, 2014 Page 26 Lockley stated that they were in agreement with all of the proposed conditions. The applicant had a history in the City with nice developments. Council Member Johnson motioned, Mayor Pro Tem Engelbrecht seconded to adopt the ordinance. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. 7. CITIZEN REPORTS There were no citizen reports for this section of 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. Council Member Ryan suggested receiving the agenda backup earlier and perhaps consider sending it out when individual agenda items were completed. Council Member Engelbrecht requested a Work Session on calming devices for traffic. Council Member Engelbrecht suggested posting City awards on the walls in the Council Chambers. Mayor Watts agreed with the suggestion of receiving the agenda backup earlier and perhaps switching from Friday to Thursday. 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 11:45 p.m. City of Denton City Council Minutes August 5, 2014 Page 27 CHRIS WATTS MAYOR CITY OF DENTON, TEXAS JENNIFER WALTERS CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES August 12, 2014 After determining that a quorum was present, the City Council convened in a Work Session on Tuesday, August 12, 2014 at 3:00 p.m. in the Council Work Session Room at City Hall. PRESENT: Mayor Pro Tern Engelbrecht, Council Member Gregory, Council Member Hawkins, Council Member Johnson, Council Member Roden, Council Member Ryan, and Mayor Watts. ABSENT: None. 1. Work Session Reports A. ID 14 -0369 Receive a report, hold a discussion, and give staff direction regarding the 2014 -15 Proposed Budget, Capital Improvement Program and Five -Year Financial Forecast. Chuck Springer, Director of Finance, stated that the agenda backup contained answers to some of the questions Council raised during the budget presentation last week. He did not have a formal presentation for Council but was ready to answer questions. Council Member Ryan asked about Item 412 dealing with sidewalk standards for ADA and asked if any of these were for new sidewalks or if they were all replacements. Springer stated that some would be for new sidewalks. Requests had been submitted around schools and interconnectivity with the schools. The dollars were not prioritized at this point. Council Member Roden felt that a statement had been made at a Council retreat that there already was a master plan for sidewalks and that was the basis for the amount in the bond election. He questioned if there was no actual master plan for sidewalks but rather only a list of requests or staff identification of projects. Jim Coulter, General Manager, Water Administration, stated that elements of the pedestrian and bike plans had sidewalks indicated but that there was no comprehensive list at this point. Council Member Roden questioned the cost associated with a master plan for sidewalks and felt this would be a good opportunity for citizen involvement for a master plan for sidewalks. Coulter replied that the cost would be along the same lines as the bike plan. Individuals had provided destinations and those were worked into the bike plan. A pedestrian plan could be worked similar to that. There was no official pedestrian route at this time. Council Member Roden asked if the voters agreed with the bonds, were there dedicated funds for sidewalks for year to year. Coulter stated that there would be funding for the repair of sidewalks but other than the bond program there was no money dedicated for sidewalks. Mayor Watts requested a further breakdown of the economic develop supplement plan in terms of salary, etc. That information could be provided at the August 19th meeting. City of Denton City Council Minutes August 12, 2014 Page 2 Presentation by Vickie Oppenheim and Katie Trice on the Community Market. Trice stated that she was the co- coordinator of the Community Market and presented information on a 2014 budget request and the long -term needs of the Market. The Market was need of support from Council to continue to grow. Oppenheim reviewed the accomplishments of the Market over five market seasons and the growth of the vendors. The current facilities were at a maximum with the parking lots generally full during peak hours. There also was increased traffic on social media and an increased number of staff hours working on the market. The current request was for funding for ongoing operations at least $16,000, to identify an alternative location as the Market continued to outgrow the current facilities. Additional needs included funding to support essential staff to run the Market. Without help, the Market was a risk and needed assistance. Future needs included a permanent indoor /outdoor facility to hold the Market year round, a study to select and fund a site in Denton and further define a public - private partnership with the city. The new facility could incorporate municipal facilities so that it would be a multi - purpose venue; a visitor's center, park, commercial kitchen, meeting room/event rooms, flex office space, community demonstration/learning garden, commissary, DCM offices, and indoor bathroom facility, Short term goals funding would help while more funding was solicited from other sources. They were considering raising the vendor fees but that would still leave a financial gap. They were also looking for other possible short -term locations since they have outgrown the current site. Council Member Hawkins asked about the business model in terms of membership and paying per day by the vendors. Trice stated that there were about 90 members who paid $11 per day at the market. Council Member Roden asked if they had applied for HOT funds through the City. Trice stated that they had to have a non - profit status and they had not received that yet from the IRS. Council Member Roden felt that HOT funds would be a good source of funding. He also felt that for the next season it would be essential to have a new location. Trice felt that the growth of the Market would be stunted if it stayed at its present location. They were looking for a larger green space which was difficult to do in a parking lot. Council Member Johnson asked what type of revenue was generated. Trice stated they had about $44,000. Council Member Johnson asked if the Market had to pay sales tax. Trice stated that the vendors had to have a sales tax identification number. Council Member Johnson asked what the Market generated in sales tax. Oppenheim stated that she did not have that figure. City of Denton City Council Minutes August 12, 2014 Page 3 Council Member Johnson asked how much space was need in the long term. Oppenheim stated two -three acres at a minimum which would not all have to be green space depending on where it was located. Council Member Gregory asked what increase the vendors could bear. Trice stated that they were proposing to go up to $20 per day and leave the membership fee the same. Council Member Johnson stated that if enough revenue was generated there might be a private entity that had the space that could be used on the weekends and which would get some revenue from it. He felt the market needed need to be downtown for best results. Council Member Gregory wanted know about other cities were doing to provide support for a community market. He felt that a large percentage of participants in the Market found out about it just by driving by it. Oppenheim stated by driving by and through Facebook or other social media. Mayor Pro Tem Engelbrecht felt that most community markets he had seen were set up on a hardscape such as a parking lot and questioned if there were problems with that kind of surface. Trice replied that an inviting landscape was needed such as a greenspace rather than a parking lot. Other venues could be included such as a street closure, etc. Following the completion of the Work Session, the City Council convened in a Special Called Meeting to consider the items listed below. 1. Items for Individual Consideration Ordinance No. 2014 -243 A. ID 14 -0373 Consider adoption of an ordinance of the City Council of the City of Denton, Texas, calling an election to be held on November 4, 2014, within said city on the question of the issuance of $98,175,000 in ad valorem tax supported public securities for streets, public safety, drainage and parks; making provision for the conduct of the election; and containing other provisions incidental thereto; and declaring an effective date. Bryan Langley, Assistant City Manager, stated that this was a request to consider calling the election on the November 4th for the bond election. There would be four separate propositions on the ballot. Mayor Watts stated that the actual ballot would have four distinct opportunities to vote on each of the four categories. Mayor Pro Tem Engelbrecht asked how the decision was made for the order of the different elections on the ballot. City of Denton City Council Minutes August 12, 2014 Page 4 City Attorney Burgess stated that the City would contract with the County for the conduction of the election. There would be an opportunity for input on which item to place first, etc. on the ballot. Council Member Gregory asked how close the Community Market was to making the bond project list. Tim Crouch, Bond Committee co- chair, stated that although it was a viable project for consideration it did not make it out of the Subcommittee due to unanswered questions. Mayor Pro Tem Engelbrecht motioned, Council Member Hawkins seconded to adopt the ordinance as written. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Roden "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. Ordinance No. 2014 -244 B. ID 14 -0424 Consider adoption of an ordinance declaring certain Real Property consisting of a 1.6598 +/- acres and being a portion of North Lakes Park owned, held, or claimed by the City of Denton, Texas as a Park as excess property; ordering an election to be held in the City of Denton, Texas, on November 4, 2014, for the purpose of determining; making findings; providing a repealer clause; providing a severability clause; providing for a penalty; and providing for publication and an effective date. Pamela England, Real Estate Specialist, stated that this was a request for the exchange of park property. Per State law the sale of the excess park property would have to be approved by the voters. Mayor Watts asked what would be the process if the voters approved the sale. England stated that once the issue was approved by the voter, the City would have to have appraisals done and then proceed with the sale. Council Member Gregory stated that even if approved by the voters, the City was under no obligation to sell the property. England stated that was correct. Council Member Gregory motioned, Mayor Pro Tem Engelbrecht seconded to adopt the ordinance. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Roden "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. Resolution No. R2014 -029 C. ID 14 -0421 Consider approval of a resolution creating an ad hoc City Council committee to interface with the Historic Landmark Commission and review the City of Denton City Council Minutes August 12, 2014 Page 5 operations, procedures, powers, duties, policies and regulations related to historic landmark preservation and historic districts in the City of Denton, Texas and to advise the City Council with regard to these matters; and providing an effective date. Brian Lockley, Director of Planning and Development, presented the details of the proposal. The City Council ad hoc committee would be composed of three members of Council, appointed by the Mayor and approved by Council. The members would be current elected members and upon completion of the tasks, the committee would be dissolved. He noted that the Historic Landmark Commission (HLC) wanted to be involved in the process. Mayor Watts stated that he wanted to be sure that the Historic Landmark Commission (HLC) was involved. He was uncomfortable with the language as it was looser than he had anticipated in terms of cooperation with the HLC. He wanted them involved as structural process and not just come and attend the meetings. He did not mean for the ad hoc committee to be in current HLC issues and the committee would not consider those as an aside of coming to Council. Lockley stated that the current authority of the HLC would remain and the ad hoc committee would not replace the current structure. He felt the discussion would be if the duties of the HCL were outdated and that the ad hoc committee would make sure the wording of the duties was in line with other objectives. He did not recall the committee being involved with current issues. The ad hoc committee would review an overview of theordinance and work with the HLC to determine any changes. Council consensus was that procedure was correct. Council discussed the powers and authority of the HLC in terms the ad hoc committee consideration, the possibility of providing a sunset provision for the ad hoc committee to review the progress in a year or eighteen months and the procedure of the ad hoc committee reviewing the original ordinance and presenting suggested changes to the entire Council to consider. Council Member Gregory stated that the Council was not trying to take away any duties or power from the HLC but was trying to clarify the duties and tasks of the HLC and get feedback from the HLC during the process. Council Member Hawkins motioned, Council Member Roden seconded to approve the resolution. On roll call vote, Mayor Pro Tem Engelbrecht "aye ", Council Member Gregory "aye ", Council Member Hawkins "aye ", Council Member Johnson "aye ", Council Member Roden "aye ", Council Member Ryan "aye ", and Mayor Watts "aye ". Motion carried unanimously. D. 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 City of Denton City Council Minutes August 12, 2014 Page 6 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. There were no items presented by Council. Following the completion of the Special Called Meeting, the City Council convened in a Closed Meeting at 4:23 p.m. to consider the specific items listed below under the Closed Meeting section of this agenda. 1. Closed Meeting: A. ID 14 -0400 Certain Public Power Utilities: Competitive Matters - Under Texas Government Code Section 551.086. Receive competitive public power information and competitive financial information from staff in the form of a proposed operating budget for Denton Municipal Electric ( "DME ") for FY 2014 -2015, including without limitation, revenues, expenses, commodity volumes, and commitments; and discuss, deliberate, consider adoption of the budget and other matters, and provide staff with direction regarding such matters. B. ID 14 -0427 Consultation with Attorneys - Under Texas Government Code Section 551.071. 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. C. ID 14 -0454 Consultation with Attorney's - Under Texas Government Code, Section 551.071. 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 authority regulatory authority; statutory preemption and vested rights; impacts of federal and state law and regulations; impacts of gas well drilling upon protected uses and vice - versa; moratorium on drilling and production; other concerns about municipal regulatory authority or matters relating to enforcement of the Gas Well Ordinance; settlement matters concerning gas well drilling in the City; surface development issues involving surface and mineral estates; and legal matters associated with a citizen's initiative regarding hydraulic fracturing where a public discussion of these legal matters would conflict with the duty of the City's attorneys under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. City of Denton City Council Minutes August 12, 2014 Page 7 With no further business, the Council returned to Open Session and the meeting was adjourned. CHRIS WATTS MAYOR CITY OF DENTON, TEXAS JENNIFER WALTERS CITY SECRETARY CITY OF DENTON, TEXAS City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0621, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Engineering Services CM/ ACM: Jon Fortune Date: October 21, 2014 SUBJECT Consider adoption of an ordinance finding that a public use and necessity exists to acquire through the exercise of the right of eminent domain, fee simple to a 0.535 acre tract (the "Property Interests "), for the public use of expanding and improving Mayhill Road, a municipal street and roadway; generally located in the 200 block of North Mayhill Road, the affected tract located in the Morreau Forrest Survey, Abstract No. 417, City of Denton, Denton County, Texas, as more particularly described on "Exhibit "A ", attached to the ordinance and made a part thereof, authorizing the filing and prosecution of eminent domain proceedings to acquire the Property Interests; authorizing the expenditure of funds therefore; making findings; providing a savings clause; and providing an effective date. ( Mayhill Road Widening and Improvements project: Parcel M085 - CCBV, LLC) BACKGROUND Ongoing negotiations with the affected property owner for the subject land rights necessary for the Mayhill Road Widening and Improvements have reached an impasse. The Initial Offer Letter was issued April 7, 2014, with follow -up contact calls to the owner. On May 30, 2014, the City's Acquisition Consultant received an attorney representation letter requesting all negotiations be directed to counsel. Numerous contacts have been made with the property owner's legal counsel in an attempt to move forward. On June 17, 2014, the Final Offer Letter was issued. Several attempts to solicit further dialogue have not been productive. Approval of the subject ordinance authorizes staff to acquire the land rights necessary by way of the exercise of the City's eminent domain authority. OPTIONS 1. Approve the proposed Ordinance. 2. Decline to approve the proposed Ordinance. 3. Table for future consideration. RECOMMENDATION Recommend approval of the Ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) None. City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0621, Version: 1 FISCAL INFORMATION The overall Mayhill Road Widening and Improvements project is being funded with a combination of Regional Toll Revenue (RTR) funds, Denton County Transportation Road Improvement Program (TRIP `08) funds and City of Denton local match funds. The overall costs for the Property Interests sought, as to be determined via eminent domain proceedings, are to be funded through a combination of these funding sources. EXHIBITS 1. Location Map 2. Ordinance Respectfully submitted: John T. Davis, P.E. Director, Engineering Services Prepared by: LuAnne Oldham Real Estate Specialist City of Denton Page 2 of 2 Printed on 10/16/2014 LOCATION MAP N W E S. Exhibit 1 to the CC AIS Mayhill Road Widening and CCBV, LLC. Parcel 420 210 0 420 Improvements ____. M085 ��TY .a o 840 1,260 DENTON Feet s: \legal \our documents \ordinances \14 \m085 ccbv ed ordinance.docx ORDINANCE NO. AN ORDINANCE FINDING THAT A PUBLIC USE AND NECESSITY EXISTS TO ACQUIRE THROUGH THE EXERCISE OF THE RIGHT OF EMINENT DOMAIN FEE SIMPLE TO A 0.535 ACRE TRACT, FOR THE PUBLIC USE OF EXPANDING AND IMPROVING MAYHILL ROAD, A MUNICIPAL STREET AND ROADWAY; GENERALLY LOCATED IN THE 200 BLOCK OF NORTH MAYHILL ROAD, THE AFFECTED TRACT LOCATED IN THE MORREAU FORREST SURVEY, ABSTRACT NO. 417, CITY OF DENTON, DENTON COUNTY, TEXAS, AS MORE PARTICULARLY DESCRIBED ON "EXHIBIT "A ", ATTACHED HERETO AND MADE A PART HEREOF, (THE "PROPERTY INTERESTS ") AUTHORIZING THE FILING AND PROSECUTION OF EMINENT DOMAIN PROCEEDINGS TO ACQUIRE THE PROPERTY INTERESTS; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; MAKING FINDINGS; PROVIDING A SAVINGS CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton, Texas (the "City ") has initiated the widening and expansion of Mayhill Road affecting, among other lands and interests, the Property Interests; WHEREAS, the widening and expansion of Mayhill Road constitutes a valid public use of the City and its citizens; WHEREAS, the City made a written Initial Offer (herein so called) CCBV, LLC, a Texas limited liability company, the owner of the Property Interests ( "Owner ") on April 7, 2014; WHEREAS, the City provided to the Owner of the Property Interests at the time of presenting the Initial Offer, by certified mail, return receipt requested, all appraisal reports produced or acquired by the City relating specifically to the Owner's property prepared in the ten (10) years preceding the date of the Initial Offer; WHEREAS, the hlitial Offer made by the City to the Owner of the Property Interests did not include a confidentiality provision and further informed the Owner of the Property Interests that such Owner had the right to (i) discuss any offer or agreement regarding the City's acquisition of the Property Interests with others; or (ii) keep the offer or agreement confidential, unless the offer or agreement would be subject to Chapter 552 of the Texas Government Code (the "Non Confidential Notice "); WHEREAS, the City made a written Final Offer (herein so called) to the Owner of the Property Interests on or before June 17, 2014, said date being after the thirtieth (30t) day after the date on which the City made the Initial Offer to the Owner of the Property Interests; WHEREAS, along with such Final Offer, the Owner of the Property Interests was provided a written appraisal from a certified appraiser of the value of the Property Interests and the damages, if any, to any of the Owner's remaining property; s: \legal \our documents \ordinances \14 \m085 ccbv ed ordinance.docx WHEREAS, the Final Offer made to the Owner of the Property Interests was equal to or greater than the amount of the written appraisal obtained by the City; WHEREAS, the Final Offer made to the Owner of the Property Interests included (i) a copy of the written appraisal; and (ii) copy of the (a) Special Warranty Deed; being the instruments proposed to convey the Property Interests sought to be acquired by the City; (iii) the Landowner's Bill of Rights statement prescribed by Section 21.0112 of the Texas Property Code; and (iv) the Non Confidential Notice; WHEREAS, the City provided the Owner of the Property Interests at least fourteen (14) days to respond to the Final Offer and the Owner of the Property Interests did not agree to the terms of the Final Offer within that period; WHEREAS, the notice for the public meeting of the City Council of the City in which this Ordinance is considered, as required by Subchapter C, Chapter 551, of the Texas Government Code, in addition to other information, as required by that subchapter, expressly included the consideration by the City of Denton of the use of eminent domain to condemn the Property Interests; WHEREAS, in ordaining the matters set forth herein, the motion to pass and approve this ordinance was stated as "I move that the City of Denton, Texas authorize the use of the power of eminent domain to acquire domain (i) fee simple to a 0.535 acre tract, for the public use of expanding and improving Mayhill Road, a municipal street and roadway; generally located in the 200 block of North Mayhill Road, affected tract located in the Morreau Forrest Survey, Abstract No. 417, City of Denton, Denton County, Texas, as more particularly described on "Exhibit "A ", to the ordinance now under consideration and on the overhead screen being now displayed to the audience, for the public use of expanding and improving Mayhill Road, a municipal street and roadway in the City of Denton, Texas "; and WHEREAS, after due consideration of the public interests to be furthered by the public use of expanding and improving Mayhill Road, a municipal street and roadway. NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The Council finds that a public use and necessity exists to widen and expand Mayhill Road and that a public use and necessity exists to expand and improve the City of Denton landfill to serve the citizens of the City of Denton, Texas, and that the public welfare and convenience requires the acquisition of the Property Interests, and the City of Denton, Texas does hereby exercise its home -rule and statutory authority to acquire by eminent domain, fee simple to a 0.535 acre tract, for the public use of expanding and improving Mayhill Road, a municipal street and roadway; generally located in the 200 block of North Mayhill Road, the affected tract located in the Morreau Forrest Survey, Abstract No. 417, City of Denton, Denton County, Texas, as more particularly described on `Exhibit "A" (Property Interests) attached hereto and made a part hereof, by reference. The Council hereby further finds and determines s: \legal \our documents \ordinances \14 \m085 ccbv ed ordinance.docx that the acquisition of the Property Interests is for a public use, to serve the public and the citizens of the City of Denton, Texas. SECTION 2. The Council hereby authorizes and directs the filing and prosecution of eminent domain proceedings by the City of Denton, Texas to acquire the Property Interests. SECTION 3. The City Council hereby finds that the Owner was the record title owner of said Property Interests at the time of making the Initial Offer and Final Offer. Without limiting the general authorization provided in Section 2, above, the City Council further authorizes joinder of additional or differing owner or owners, or claimant or claimants, of the Property Interests, if applicable, in the eminent domain proceedings, and to condemn the interests of each such parties to acquire the Property Interests. SECTION 4. The City Manager, or his designee, shall have the authority to do all things necessary or appropriate to acquire the Property Interests by eminent domain, including without limitation, the authority to expend funds related to the prosecution of such eminent domain proceedings. SECTION 5. The recitals provided in this Ordinance, as set forth above, are specifically and expressly adopted by the Council as express findings by the Council. SECTION 6. If any section, article, paragraph, sentence, phrase, clause or word in this ordinance, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. SECTION 7. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY s: \legal \our documents \ordinances \14 \m085 ccbv ed ordinance.docx APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY r i Ail By. ��� �/ EXHIBIT "A" attachment to Ordinance (Property Interests) rthur Surveying Co., Inc. P.O. Box 54 .— LeNvisville. Texas 75067 011-ice: (972) 221-9439 - Fax: (972) 221 -4675 EXHIBIT "A" MAVITILL ROAD PARCEL M085 0.535 Acre City of Denton, :Denton County, ':Faxes BEING all that certain lot, tract or parcel of land situated in the MorreaU Forrest Survey, Abstract Ntimber 417, City of Denton, Denton County, Texas, and being part of a tract of ]arid described by deed to CC13V, LLC., recorded under Instrument Number 2011-122494, Official Public Records, Denton Cotmty, Texas (O.P.R.D.C.T.), and being more Particularly described as follows: BEGINNING at a "Ma g-Nail " found in Mayhifl Road fbr the southwest comer of said CCBV tract and the northwest comer of a tract of land described by deed to Black Bear Properties, 11C., recorded under 2004-154546, O.P,R.D.C.T.; THENCE North 02 degrees 01 minutes 48 seconds East, with the west Une of said CCBV tract and said Mayhill Road, a distance of 320.75 to a "PK" Nail set for the northwest corner of said CCBV tract and the southwest corner of a tract of land described by deed to T.R. Carter, recorded in Volume 51.7, Page 68, Deed Records, Denton County, Texas; THENCE South 85 deal-ees 31 minutes 17 seconds East, with the north line of said CCBV tract and the south line of said Carter tract, a distance of 68.97 feet to a 1/2 inch iron rod with yellow cap stamped "Arthur Surveying Company" (A.S.C.) set for corner; THENCE South 00 degrees 32 minutes 34 seconds West, over and across said CC13V tract., a distance of 3 1& 17 feet to a 1/2 inch iron rod with yellow cap staniped "A.S.C." set for corner in the south fine of said CCBV tract and the north line of said Black Bear Properties tract; THENCE North 87 degrees 46 minutes 43 seconds West, with the south line of said (.CBV tract and the north line of said Black Beat- Properties tract, a distance of 77.17 feet to the POINT OF BEGINNING and containing 0,535 acre of land, more or less. C 110 7131-14 Parcel M085 Page I of 2 EXHIBIT "A" attachment to Ordinance (Property Interests) NOTES: • I.R.F. = 1/2" Iron Rod Found • I.R,& = 1/2" loon Rod Set with yellow cap stamped "Arthur Surveying Company" • Easements recorded in Vol. 256, P& 495, Vol, 276, P& 66, Vol, 284,1'g. 172, Vol, 355, F1g. 1 1 1 & Vol 425, Fie, 341 do not affect this tract to the best ofniv knowledge. • All improvements not shown hereon I.R.F. (a Mj Cc ,S�5031`17T 0 "PK" Nail 8.9 Set -68_97' L R. & d Na W 15' Street Pub fir,," UtUitv, . i Drainage & SidewaPk Easernerl C6 T.R. Carter VOL 517, lag, 68 cw CCBV, LLC. Instr. No. 2011-122494 0.535 Acre Right-of-Way Parcel M085 (23,322 sq. ft) Mag–Nail I.R.S. 7-4t f "+ F 7T a Found R S, 2,37,14' t-R F With 70 se --74�Alu�n�nurn Cap 6' 't of 7737' S0232'26"W i t 0. ZOO' sea/.' wl,e6 M n "cc ar 'a nM 1�'A,— City of Denton Denton County, Texas Black Bear Properties, LW. Instr. No. 2004-154546 U, DOUGLAS L ART,`,fll.)Fi % 4357 eO P O,Box 54 -- Lewisville, Texas 75067 Offlce (972) 221...114:311 Fax: (972) 221-4675 Estatblislied 1986 Page 2 of 2 75 SVRVEYORS CERIMCATION: The undentiped does hereby certit' , to Thlo U j Resources (G.F No. 102536) that this Survey was this day awde on the ground of tlie property legally described hereon and is correct, and to the best of my knowledge, there are no v&ible disorepaocies, conflicts, shortages in area, boundivy line conflicts, encroachments, overlc7ping ofurpriveanents, easetnents or rights of way that I have Cvcrj adviscd otexcept as shown hereon. P O,Box 54 -- Lewisville, Texas 75067 Offlce (972) 221...114:311 Fax: (972) 221-4675 Estatblislied 1986 Page 2 of 2 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0624, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Denton Municipal Electric (DME) ACM: Howard Martin, 940 - 349 -8232 DATE: October 21, 2014 SUBJECT Consider adoption of an ordinance finding that a public use and necessity exists to acquire fee simple title to a 15.037 acre tract located in the J. Haney Survey, Abstract No. 515, City of Denton, Denton County, Texas, as more particularly described and depicted on the Exhibits "A" and "B" attachments to the ordinance and located generally south of FM 1173, east of Masch Branch Road ( "Property Interests "), for the public use of expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines, facilities, and structures, including substations and switch stations; authorizing the City Manager, or his designee, to make a final offer to McKee -Krum Properties, LLC, a Texas limited liability company ( "Owner ") to purchase the Property Interests for the price of one hundred eighty -seven thousand, nine hundred sixty -three and 00 /100 dollars ($187,963.00), and other consideration, as set forth in the Contract of Sale attached as Exhibit `C" to the ordinance; authorizing the filing of eminent domain proceedings to acquire the Property Interests if the final offer is not accepted; authorizing the expenditure of funds; and providing an effective date. BACKGROUND In accord with the current DME Electric Substation Re -build project initiative, DME staff is undertaking the identification of the additional land rights necessary to accommodate the construction and operation of improvements to the electric transmission and distribution systems. In respect to the tract owned by McKee - Krum Properties, LLC, the project requires the fee simple acquisition of a 15.037 -acre tract of land to accommodate the electric utilities and electric substation infrastructure to be constructed. Approval of the ordinance under consideration authorizes staff to issue to the landowner a final offer to purchase the 15.037 -acre tract, and if that final offer is rejected, the ordinance also authorized staff to acquire the necessary land rights via the City's power of eminent domain. OPTIONS 1. Approval of the ordinance. 2. Do not approve the ordinance, and provide staff with further direction. RECOMMENDATION DME staff recommends approval of the ordinance. PRIOR ACTION/REVIEW (Council, Boards, Commissions) October 13, 2013 - Public Utilities Board recommendation for Option No. 1 site City of Denton Page 1 of 2 Printed on 10/16/2014 File #: ID 14 -0624, Version: 1 November 5, 2013 - City Council site approval June 23, 2014 - Public Utilities Board recommended Offer to Purchase July 15, 2014 - City Council authorized Offer to Purchase (Ordinance 2014 -207) FISCAL INFORMATION This project is funded through the issuance of General Obligation Bonds, which willbe paid by Transmission Revenue received from all other electric utilities who are members of the Electric Reliability Council of Texas (ERCOT). EXHIBITS 1. Site location map 2. Ordinance Respectfully submitted: Phil Williams General Manager, DME Prepared by: Smith Day Compliance Manager City of Denton Page 2 of 2 Printed on 10/16/2014 > 0 z 2 2 2 2 % ® 0 ® 2 \ / \ / / ® § \ o o \ \ \ _ -_ 3 / / \ f § § \\ \\4 - \ < \ i % § 0 § � u u o o z z< P 0 0 z® z 0 o z _ 2 z z== z z c z 0 x u u 0 0 0 0 0 0 w w m 0 2 z o u )\ z< § ° !=[ ["Ill a EXHIBIT 2 ORDINANCE NO. 2014 - I AN ORDINAN(-J` FINDIV-1 THAT A PUBLIC USE AND NI..,.CF`SSF`FY EXISTS TO ACQUIRF" HE SIMILE 'ITITF"FO A 15.037 ACRE TRAC.TLOCATED INTILF'J. I ANI"N' SURVF'Y1, ABSTRACT NO. 515, (11-Y OF DENTON, DLINTON COUNTY, TEXAS, AS MORE PARTICTILARLY DFISCRIBED AND Dt"PIC"I"ED ON TI fl; ATTAC1 IE'D EIXI FIBITS "A" AND "B" AND LOCATED (IL'NI"RALLY SOUTH OF' FM 1173, EIAST OF MASCII BRANCH ROAD ("PROPERTY fN`FERF1'STS-'), F'OR '141F" PLIBLIC LJS11, Of, EXPANSION. CONSTRUC,TION, MAI NTENAN(C,'J- OPERATION, AN[) IMPROVU`N/1I.:,1NTOF El-E( "FRIC TRANSMISSION AND DISTRURYFION LINES, FACILFFIES, AND STRUCIT'URES, INCLUDING SUBSTATIONS AND SWITCH STA"VIONS; AUTHORIZING THE' CITY MANAGER, OR ITIS DESIGNI-J.,, TO MAKE A FINAL OF`FTR TO MCKEF`1-KRuM PR.OPL'RTJES, LLC, A -1-1 EXAS LIMITED LIABILITY COMPANY ( "OWNER") -1-0 PLJRCFIASE. THE PROP F ' RTY IN-FFRESTS FOR T111" PRICE OF ONI..,.. 11UNDRI-I'D HT EIGY-St,"VE'N THOUSAND, NINE HUNDRED SIXTY-TFIRFE AND 00/100 DOLL-AR.S TI IF' ("ONTRAC"T OF ($187,963.00), AND 0-1'111�'R CONSIDERATION, AS SET F'ORTI-1 IN SALE" Al"FACHED AS F, ' Xfl,lf3l-l' "C*; ALF111ORIZING THE HLING OF' E�MINI`INJ DOMAIN PROCEEDINGS TO ACQIJIRI--," Tfll,,; PROPFR-FY INTERESTS IF 'I'l-IF" FINAL OFTER. IS NOT ACCEPTED; AUTHORIZING LXPI11-'1NDFFURI`, OF` FUNDS; AND PROVIDING AN EFf1FCTIVEDATL,. RECITALS Will"RIHIAS, the City ol' Denton, Texas ( "City "') has initiated the expansion, construction, maintenance, operation, and improvement of electric transmission and distribution lines., facilities, and structures, including substations and switch stations, affecting, among other lands and Interests, a 15,037 acre tract, located in the J. Haney Survey, Abstract No. 515, City of Denton, Texas, as more particularly described and depicted on the attached 1"'xhibits "A" and "11- and located generally south of IM 1 1 73, cast of Masch Branch Road ("Property Interests " "); Wlll--�"REAS, the expansion, construction, niaintcnance. operation, and improvement of electric transmission and distribution lines, ('acilities, and structures constitute a valid public use of the City and its citizens; WHEREAS, on September 5, 2014 the City made a written initial offer to McKee -Krum I properties, LLC, aTexas limited liabilit y company ("Owner") to purchase the Property Interests, WHEREAS, the notice for the public meeting of the City Council of the City ill which this Ordinance is considered, as required by Subchapter C, Chapter 551, of the Texas Government Code, in addition to other information, as required by that subchapter, expressly included the consideration by the City of Denton of-the use of eminent domain to condemn the Property Interests; WHEREAS, in ordaining the matters set forth herein, the motion to pass and approve this ordinance was stated as "I move that the City Manager, or his designee, is authorized to make a written final offier to the Owner, any and all of'Ownei's successors in interest to the Property any and all of Owner's successors in Interests to the Property Interests or any other parties who may own any Interests in the Property Interests. The written final offer will include: A. A purchase price for the property Interests which is equal to or greater than the amount ofthe written appraisal obtained by the City; B. 'Texas Landowner's Bill of'Rights; C. A written appraisal from a certified appraiser ofthe value ofthe property Interests and the damages, if any, to any ofthe Owner's remaining property; 1). All appraisal reports produced or acquired by the City relating specifically to the Property Interests and prepared in the 10 years preceding the date the written initial offer was made; I. Contract of Sale executed by the City Manager, or his designee, which will include a copy of the deed conveying the Property Interests; and I". A statement that at least fourteen ( 14) days shall be given f(,)r the Owner to respond to the final written offer and agree to the terms of the same within that period. SE"CTION 4 The City Manager, or his designee, is authorized to (a) execute the Contract of' Sale between the City and Owner tor the purchase of the Property Interests lor the purchase price of $187,963.00, and other consideration, plus costs and expenses, and any other documents necessary for purchasing the Property Interests; and (b) to make expenditures in accordance with the terms ofthe Contract. The Contract of'Sale is attached as Exhibit "C". SECTION 5. The City Council, through the exercise of its home -rule and Statutory authority, authorizes the filing and prosecution of eminent domain proceedings by the City of' Denton, Texas to acquire the Property Interests if the ONXner does not accept the terms of the written final offer within the time period. The City Council further authorizes Joinder of additional or differing owner or owners, or claimant or claimants, of the Property Interests, it' applicable, in the erninent domain proceedings, and to condemn the interests of each to acquire the Property Interests. SECTION 6. The City Manager, or his designee, fias the authority to do all things necessary or appropriate to acquire the Property Interests by eminent domain, including without limitation, the authority to retain and hire, on behalf' of the City, counsel to the and prosecute eminent domain proceedings, and to expend funds related to the prosecution of such proceedings. SECTION 7. 11* any section, article, paragraph, sentence, phrase. clause or word in this ordinance, or application thereof' to any persons or circurnstances, is field invalid or unconstitutional by a court of cornpetentjurisdiction, such holding shall not affect the validity of the remaining portions ot * this ordinance; the City Council declares that it would have ordained Interests, or any other parties who may own any interest in the Property Interests to purchase a 15.037 acre tract located in the J. Haney Survey, Abstract No. 515, City of Denton, Denton County, Texas, and located generally south of FM 1173, east of Masch Branch Road (the "Property Interests") as more particularly described on Exhibits "A" and "B" to the ordinance now under consideration and on the overhead screen being now displayed to the audience, for the public use for the expansion, construction, maintenance, operation., and improvement of the City's electric transmission and distribution lines, facilities, arid structures, including substations and switch stations, and (2), if the terms of the written final offer are not agreed to by the Owner, any and all of Owner's successors in interests to the Property Interests, or any other parties who may own ern interests in the Property Interests, to then use of the po\ver of eminent domain to acqUire fce simple title to the Property Interests'",-, and WHEREAS, after due consideration of the public interest and necessity and the public use and benefit to accrue to the City of Denton, '"I'exas: THE" COUNCIL Of," T111" CITY OF DENTON HER BY ORDAINS: SECTION 1. The recitals provided in this Ordinance, as set forth above, are adopted by the City Council as findings of the City Council. SEICTION 2, The City Council finds: A. On September 5, 2014 the City made a written initial offer by certified mail, return receipt requested, to Owner to purchase the Property Interests for $187,963M, and other consideration, which, in addition to the Purchase Ili-ice, included: L All appraisal reports produced or acquired by the ity relating specifically to the Property Interests and prepared iii the 10 years preceding the date the written initial offer was made; ii. Non (",,onfidentiality Notice; iii. Contract of' Sale executed by the City, Manager, or his designee, which includes a copy of the deed conveying the Property Interests; and iv. Texas L,andowner's Bill Of Rights B. The Owner was the record title owner of said Property Interests at the time of making the Initial Offer. C. It has been at least 30 days since the written initial offer was mailed to the Owner. SECTION 3, The City Manager, or his designee, is authorized to make a written final offer by certified mail, return receipt requested, to purchase the Property Interests to the Owner. such remaining portion despite SUCII invalidity, and SUCli remaining portion shall remain In fill force and effect. SEC "" JON 8. This ordinance shall become ef'f'ective immediately upon its passage and approval, PASSED AND APPROVED this the day of`_ CI IRIS WATTS, MAYOR ATTEST: JENNU FR. WA1 ,11"RS, CITY Sf`1'CRf`TARY By: APPROVEI) AS J'O LEGAL I`ORM: AN11"A BURGESS, CITY ATTORNEY By: ---------- ----- EXHIBIT "A" attachment to Ordinance (the "Property Interests ") LEGAL DESCRIPTION Being Tract 36, of LITTLE BROOK ESTATES, UNIT NO. 2, an Addition to Denton County, Texas, according to the Plat thereof recorded in Volume 3, Page 5, Plat Records of Denton County, Texas. EXHIBIT "B" attachment to Ordinancq (the "Property Interests") It ig CL gj If HO lih r - . dli poll, v EXHIBIT "C" attachment to Ordinance 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 McKEE -KRuM PROPERTIES, LLC, a Texas limited liability company (collectively 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 in Exhibit "A" and depicted in 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 itself, its successors and assigns all oil, gas and other minerals in, on and under and that may be produced from the Property. Seller, its 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 ONE HUNDRED EIGHTY -SEVEN THOUSAND, NINE HUNDRED SIXTY - THREE and No /100s Dollars ($187,963.00) (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 Contract of Sale Page 2 of 22 execution and delivery of the Contract. The Independent Contract Consideration is in 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 Contract of Sale Page 3 of 22 one or more of the items ( "Objections "), if any. All items set forth in the Schedule C of 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. 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 (9 1) calendar days after the Effective Date and no later than one hundred ten (I 10) 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: Contract of Sale Page 4 of 22 (a) survey exception must be amended if required by Buyer to read "shortages in 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 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 Seiler. To induce Buyer to enter into this Contract and consummate the sale and purchase of the Property in accordance with the Contract of Sale Page 5 of 22 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, 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 Contract of Sale Page 6 of 22 hazardous and toxic substances, waste or materials, chemicals, and any pollutant or contaminant, including without limitation, PCB's, asbestos, asbestos - 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 Seiler. 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: Contract of Sale Page 7 of 22 (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 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 Contract of Sale Page 8 of 22 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 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) Seiler. 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; Contract of Sale Page 9 of 22 (iii) Other items reasonably requested by the Title Company as administrative requirements for consummating the Closing. (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 Contract of Sale Page 11 of 22 at Closing, the items specified in Article VII, Section 7.02(b) of this Contract for 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: BUYER: Telecopy Copies to: For Seller: Telecopy: 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, Attorney at Law 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, beneficiaries 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 and Buyer agree to perform, execute and /or deliver, or cause to be performed, executed Contract of Sale Page 13 of 22 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: MCKEE -KRUM PROPERTIES, LLC, a Texas limited liability company Name: Capacity: Executed by Seller on the day of 12014. Contract of Sale Page 14 of 22 Mems 0 Executed by Buyer on the day of 2014. ATTEST- JENNIFER 'ALT ERS, CITY SECRETARY I= APPROVED ASTO, 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 L-02 Printed Name: Title: Contract receipt date: 12014 Contract of Sale Page 16 of 22 EXHIBIT "A" LEGAL DESCRIPTION Being Tract 36, of LITTLE BROOK ESTATES, UNIT NO. 2, an Addition to Denton County, Texas, according to the Plat thereof recorded in Volume 3, Page 5, Plat Records of Denton County, Texas. Contract of Sale Page 17 of 22 D M E 13222 R M z It'Al fS All 1, R H1 H I ej N2 I B )'B fit WT E 4,"W "Pz 4A1 010 WT Con�r-act-­ D Pit 115 1 E 9 Pfit Con�r-act-­ D Pit 115 1 H ab N Ig E H ab N Ig ATTACHMENT "I" 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 MCKEE -KRum PROPERTIES, LLC, a Texas limited liability company (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 itself, its successors and assigns all oil, gas and other minerals in, on and under and that may be produced from the Property. Grantor, its successors and assigns shall not have Contract of Sale Page 19 of 22 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. 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, Grantor's successors and Contract of Sale Page 20 of 22 assigns to WARRANT AND FOREVER DEFEND all and singular the Property unto Grantee and Grantee's successors and assigns, against every person whomsoever lawfully 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 12014 ACKNOWLEDGMENT THE STATE OF § COUNTY OF § This instrument was acknowledged before me on the day of 2014 by as of MCKEE -KRUM PROPERTIES, LLC, a Texas limited liability company, on behalf of the said company and in the capacity therein stated. My Commission Expires: Notary Public, in and for the State of Texas Contract of Sale Page 21 of 22 EXHIBIT "A" LEGAL DESCRIPTION Being Tract 36, of LITTLE BROOK ESTATES, UNIT NO. 2, an Addition to Denton County, Texas, according to the Plat thereof recorded in Volume 3, Page 5, Plat Records of Denton County, Texas. Contract of Sale Page 22 of 22 D M E 13222 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 14 -0674, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: City Manager's Office CM/ ACM: Bryan Langley Date: October 21, 2014 SUBJECT Consider nominations /appointments to the City's Boards and Commissions: Health & Building Standards Commission, Human Services Advisory Committee, Library Board, and Traffic Safety Commission. BACKGROUND Attached are the vacancies for Boards and Commissions that require nominations. Nominations could be made and voted on at this meeting should the Council desire. Approval would be contingent on completion of the confirmation process. If you require any further information, please let me know. EXHIBITS Exhibit 1 - Nominations Sheet Respectfully submitted: Jane Richardson Assistant City Secretary City of Denton Page 1 of 1 Printed on 10/16/2014 BOARD AND COMMISSION NOMINATIONS Board Council Member Nomination Health & Building Standards Commission Alternate Alternate Human Services Advisory Committee Roden All All Library Board Engelbrecht Traffic Safety Commission Ryan R - Reappointment N - New Nomination City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: Z14 -0006, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Planning and Development CM/ ACM: John Cabrales, Jr. Date: October 7, 2014 SUBJECT Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, providing for approval of a detailed plan for 1.37 acres located within Planned Development 12 (PD -12) zoning district; generally located on the North side of Winston Drive, approximately 139 feet East of the intersection of Winston Drive and Waterford Way, 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 of this request (7 -0). BACKGROUND The applicant, Greg Edwards, representing Steve Gee, is proposing to construct a single family residential development consisting of eight (8) lots, see Exhibit 6 Proposed Detail Plan. The proposed development will have a gross density of 5.8 dwelling units per acre and is a part of a previously approved Planned Development (PD -12). The subject site is currently undeveloped. A small portion of the southern side of the site straddles the city limit line between Denton and Corinth. The applicant plans to submit an application for a boundary adjustment to move the city limit line to the south, such that the entire site will be located within Denton city limits. PD -12 was created on November 21, 1972. A concept plan was approved, however, there was no ordinance associated with the approval. PD -12 was amended on April 15, 1986 and incorporated into the Oakmont Planned Development Community. This amendment included a new concept plan designating the subject site for Cluster Housing and included updated development standards. Twelve (12) public notices were sent to property owners within 200 feet of the subject site, Exhibit 10 Notification Maps and Responses. Thirty -one (3 1) courtesy notices were also sent to residents within 500 feet of the subject site. One neutral response to the Notice of Public Hearing has been received from property owners within 200 feet of the subject site. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. City of Denton Page 1 of 3 Printed on 10/16/2014 File #: Z14 -0006, Version: 1 4. Postpone consideration. 5. Table the item. RECOMMENDATION The Planning and Zoning Commission recommends approval with staff conditions of this request with a vote of 7 -0. The Development Review Committee recommends approval of this detailed plan request, with the following conditions. 1. The detailed plan included herein shall be considered the "Binding Site Plan." Any modifications to the lot layout, density, or traffic patterns shall constitute a major modification to this approval and shall require a review and approval by the Planning and Zoning Commission. ESTIMATED SCHEDULE OF PROJECT N/A PRIOR ACTION/REVIEW (Council, Boards, Commissions) 1. November 21, 1972, City Council approved creation of PD -12 (No Ordinance); Z -1169. 2. February 20, 1973, City Council annexed and zoned site to Agricultural "A" district (Ord. No. 73 -5); Z- 1169. 3. July 17, 1979, City Council rezoned site from Agricultural "A" district to PD (Ord. No. 79 -50), Z -1402. 4. April 15, 1980, City Council amended permitted land uses and development standards in PD -12 (Ord. No. 80 -36), Z -1445. 5. January 19, 1982, City Council approval of Wimbleton Village, Phase 1 plat 6. April 15, 1986, City Council approval of a revision of the concept plan, permitted uses and development standards for PD -12, designating the subject site as "Cluster Housing" (Ord. No. 86 -81), Z17 -06. FISCAL INFORMATION N/A BID INFORMATION N/A FYHIRITC 1. Staff Analysis 2. Aerial Map 3. Zoning Map 4. Letter from the Applicant 5. Concept Plan Ord. No. 86 -109 6. Proposed Detailed Plan 7. Proposed Utility Plan City of Denton Page 2 of 3 Printed on 10/16/2014 File #: Z14 -0006, Version: 1 8. Proposed Drainage Plan 9. ESA Map 10. Notification Map & Responses 11. Site Photos 12. August 27, 2014, Planning and Zoning Commission Meeting Minutes 13. Ordinance Respectfully submitted: Brian Lockley, AICP, CPM Planning and Development Director Prepared by: Cindy Jackson, AICP Senior Planner City of Denton Page 3 of 3 Printed on 10/16/2014 Exhibit 1 Staff Analysis CITY OF DENTON DEVELOPMENT REVIEW COMMITTEE STAFF REPORT P &Z Date: August 27, 2014 TYPE: Detailed Plan CC Date: October 7, 2014 PROJECT #: Z14 -0006 Project Number: Z14 -0006 Request: Consider approval of a detailed plan for a 1.37 acre residential subdivision. Applicant: Greg Edwards Greg Edwards Engineering Services, Inc. 1621 Amanda Court Ponder, TX 76259 Property Owner: Steve Gee 6570 Naaman Forest Blvd., Suite 100 Garland, TX 75044 Location: The site is located on the north side of Winston Drive, approximately 139 feet east of the corner of Waterford Way and Winston Drive. Size: Zoning Designation: Future Land Use: Case Planner: DRC Recommendation: Summary of Analysis: 1.37 acres + PD -12 Regional Mixed Use Center Cindy Jackson, AICP The Development Review Committee recommends approval with conditions. The applicant is proposing to develop an eight (8) lot single family subdivision on 1.37 acres located within PD -12. The proposed development has a gross density of 5.88 du /acre. Section 35 -174 of the City of Denton Zoning Ordinance provides standards by which a Detailed Plan is to be evaluated. Such standards include showing permitted land uses specified in detail and the acreage for each use, adjacent or surrounding land uses, zoning, streets, drainage facilities, existing or proposed off -site improvements, the location and size of all alleys, parking lots and parking spaces, loading areas to be used for vehicular traffic, access and connection to existing or proposed streets, traffic generated by the proposed uses, the maximum height of all buildings, the maximum total floor area, the location of water retention areas and major drainage facilities, and the location of all major utilities. The Detailed Plan submitted shows a single family development consisting of a total of eight (8) lots. The lots will all take access from Winston Drive. The site is surrounded by ESA flood plain, ESA stream buffers, and ESA Habitat on the north and east sides of the proposed development, however it does not encroach on them. Findings of Fact 1. The request is for approval of a detail plan of an eight (8) lot single family residential development on approximately 1.37 acres. The site is located in Planned Development 12 (PD -12). 2. Project History. A. July 17, 1979, Ord. No. 79 -50 rezoning site from Agricultural "A" district to PD (Z- 1402). B. April 15, 1980, Ord. No. 80 -36 amending land uses permitted in PD -12 (Z- 1445). C. January 19, 1982, Wimbleton Village, Phase 1 plat approved by City Council. D. April 15, 1986, Ord. No. 86 -81, designating the subject site as "Cluster Housing ", providing development standards and a concept plan (Z 17 -06). 3. Other Plans. A. PD -12 Cluster Housing Standards Area Requirements Front Yard: Minimum 25 feet. Side Yard: Minimum 5 feet. A side yard adjacent to a street shall not be less than 10 feet. Rear Yard: Minimum 10 feet. Lot Area: Minimum 4,500 square feet. Lot Width: Minimum 50 feet. Lot Depth: Minimum 90 feet. Minimum Dwelling Size: The minimum floor area of any dwelling unit shall be 1,250 square feet. Lot Coverage: Maximum 60 percent by buildings. Parking Requirements: A minimum 2 parking spaces per unit. Building Materials: All dwelling units shall be constructed of masonry, stucco, or of a glass building material of the kind usually used for outside wall construction, to the extent of at least 75% of the area outside of the walls. Residential Density: Maximum 6.0 dwelling units per acre. 4. Existing site conditions A. The subject site is platted as Tract A, Wimbleton Village Addition and is undeveloped. B. The subject site is surrounded by undeveloped land to the north, east and southeast. Single family residential homes are located to the west and southwest. C. The zoning of the surrounding property is PD -12. D. The proposed eight (8) lots appear to be outside the 100 -yr floodplain established by the 100 -yr WSEL in accordance to McNatt CLOMR. Lots are to be considered outside of undeveloped floodplain ESA. E. Subject site is accessed from Winston Drive. F. The City of Denton has a 6 -inch water main along Winston Drive, and a 12 -inch water main from Winston Drive installed beyond the Applicant's north property line. G. The City of Denton has an 8 -inch gravity sewer main that extends along Winston Drive and then northward to the City's Wimbleton Lift Station. H. Winston Drive is constructed as a 37 -foot wide, asphalt road with concrete curb and gutter within 60 -feet of right of way. L Direct residential access is permitted onto Winston Drive. 5. Other information stated by DRC. A. The anticipated water demand for the proposed development is 12 GPM during peak hours. B. The anticipated wastewater demand for the proposed development is 7 GPM during peak hours. C. Anticipated transportation demand for this site is 101 vehicles per day and 12 vehicles per hour. P &Z Recommendation (for City Council Staff Report) Delete if fog^ P &Z staff report. The Planning and Zoning Commission recommended APPROVAL of this request, with staff recommended conditions, (7 -0) at its meeting on August 27, 2014. Development Review Committee Based upon the information provided by the applicant and a recent site visit, the Development Review Committee finds that with the recommended conditions the request IS CONSISTENT with the surrounding land uses and general character of the area, IS CONSISTENT with the Denton Plan, and IS CONSISTENT with the Denton Development Code. CONDITIONS OF APPROVAL Based upon the findings -of -fact, the Development Review Committee (DRC) recommends approval of this detail plan request, with the following conditions: 1. The detailed plan included herein shall be considered the "Binding Site Plan." Any modifications to the lot layout, density, or traffic patterns shall constitute a major modification to this approval and shall require a review and approval by the Planning and Zoning Commission. GENERAL NOTES NOTE: Approval of this request shall not constitute a waiver or variance from any applicable development requirement unless specifically noted in the conditions of approval and consistent with the Denton Development Code. NOTE: All written comments made in the application and subsequent submissions of information made during the application review process, which are on file with the City of Denton, shall be considered to be binding upon the applicant, provided such comments are not at variance with the Denton Plan, Denton Development Code or other development regulations in effect at the time of development. Surrounding Zoning Designations and Current Land Use Activity: Northwest: PD -12 Undeveloped land North: PD -12 Undeveloped land Northeast: PD -12 Undeveloped land West: 1.9 miles f East: PD -12 1.5 miles f PD -12 Single Family Homes - - • - Undeveloped land Southwest: South: Southeast: PD -12 City of Corinth City of Corinth Single Family Homes Single Family Homes and Undeveloped land Undeveloped land Source: City of Denton Geographical Information System and site visit by City staff Summary of Surrounding Zoning Designations and Current Land Use Activity: Comprehensive Plan: A. Designated Regional Mixed Use Center on the City of Denton Future Land Use map. 1. Residential Land Use Location Goals— Encourage all new development to be located contiguous to existing development. Proposed development is a part of the Wimbleton Village subdivision (Tract A) and is on the north side of the Oakmont Phase 1 subdivision located in Corinth. 2. Residential Land Use Density Strategies — Determine appropriate methods to prevent development in the 100 -year floodplain. Subject site is designated as "Cluster Housing" on the concept plan approved by Ord. No. 86 -81. This designation is due to the location of floodplain on the majority of Tract A. The development is "clustered" on that portion of the site which is not encumbered by floodplain. Nearest Elementary, Middle, and High School Name of School Approximate Distance From Subject Property Project's Estimated Annual Student Generation Nelson Elementary 1.9 miles f 4 Crownover Middle 1.5 miles f 2 Guyer High School 3.2 miles f 2 Nearest Fire, and EMS Station Name of Station Approximate Distance From Fire/EMS I Station 6, 3232 Teasley Lane f2.5 miles Source: City of Denton GIS, Fire Department, and EMS Water and Wastewater Demand and Capacity: A. Estimated Demand and Service Provider: Subject Property Estimated Im act Analysis 1.37 f acres Proposed Demand Adequate to Serve (Yes or No) Potable Water 6 du /acre Consumption 12 (peak) Yes (GPM) (vehicles per day) Wastewater 7 (peak) Yes Generation (GPM) (vehicles per hour) Potable Water Consumption 12 (peak) Yes (GPM) B. Available Capacity: The existing City of Denton water and sewer mains have sufficient available capacity to serve the proposed development. C. CIP Planned Improvements: N/A Roadways /Transportation Network: A. Estimated Demand: Subject Property Estimated Im act Analysis 1.37 f acres Proposed Demand Adequate to Serve (Yes or No) Permitted Density 6 du /acre Average Daily Trips 101 vpd Yes (ADT) (vehicles per day) PM Peak Hour Trips 12 vph Yes (of Generator) (vehicles per hour) B. Available Capacity: Winston Drive has adequate capacity for the proposed development. C. Roadway Conditions: Winston Drive is classified as a Residential street and is in fair condition. D. CIP Planned Improvements: N/A Environmental Conditions: The proposed eight lots appear to be outside the 100 -yr floodplain established by the 100 -year WSEL in accordance to McNatt CLOMR. Lots are to be considered outside of undeveloped floodplain ESA. Electric: No Comments Park Facilities: Briarcliff Park is a 9.62 acre park 2,415 linear feet to the northwest of the proposed subdivision. Park Amenities include: l Basketball court,6 Benches,2 Drinking Fountain,2Goals (soccer),1 Grill, l Pavilion,8 Picnic tables, l Playground, and 1 Swing set, 10.27 mile concrete trail. Ernest W Dallas Park is a 5 acre property 3,510 linear feet to the northeast of this parcel. Dallas Park has 2 Benches, 1 Drinking Fountain, and On Street Parking along Sunray Drive, 4 Picnic Tables, 1 Playground, Security Lighting, and 2 Shade Structures. Legend ------ I Neutral EM 500ftbuffer C3COD w II lQ 5 YEAR CITY Site +-I 41)tmmm DENTON 200ftbuffer OF I'llaninhng DelpaiMnoint - GIS centerline E;S 7 YEAR -. 0 50 100 200 DENTON ....... ETJ �F..t NOTICE OF PUBLIC HEARING Z14 -0006 The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, August 27, 2014, and consider making a recommendation to City Council regarding a Detailed Plan for single family development located within a Planned Development (PD -12) zoning district. The 1.37 acre site is located on the north side of Winston Drive, approximately 139 feet east of the corner of Waterford Way and Winston Drive. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Cindy Jackson, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. In favor of request Reasons for Opposition: Please circle one: Neu request ��.R.......tral to ......�. �° Opposed to request Signature: Printed Namc Mailing Add es City, State �' I Telephone Number: ��O qt,- Email Address:.._ • ... Physical Address of Property within 200 feet: 09- 03- 14AiI:1 RCVD CITY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 ')00 "<' ivr M'c Exhibit 11 Site Photos 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 Exhibit 12 August 27, 2014, Planning and Zoning Commission Meeting Minutes 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. PUBLIC HEARING: A. Hold a public hearing and consider making a recommendation to City Council regarding _ a Detailed Plan for single family development located within a Planned Development (PD- 12) zoning district. The 1.37 acre site is located on the north side of Winston Drive, approximately 139 feet east of the corner of Waterford Way and Winston Drive. (Z14 -0006, Winston Addition, Cindy Jackson) Lockley introduced Jackson. Jackson stated this request is to consider making a recommendation to City Council regarding a Detailed Plan for single family development located within a Planned Development (PD -12) zoning district. The subject property is located on the north side of Winston Drive, approximately 139 feet east of the corner of Waterford Way and Winston Drive. Staff sent out 12 Public Hearing notices to property owners within 200 feet of the subject site, and 31 courtesy notices to property owners within 500 feet of the subject site. Staff has not received any returned responses at this time. Jackson provided the proposed detailed plan. She stated eight lots are accessed by Winston Drive; the development is 5.88 dwelling units per acre. The site does comply with all the development regulations for cluster housing. Staff recommends approval of this request based on the following condition: The detailed plan included herein shall be considered the "Binding Site Plan." Any modifications to the lot layout, density, or traffic patterns shall constitute a major modification to this approval and shall require a review and approval by the Planning and Zoning Commission. Jackson stated the applicant is present. Strange questioned if they are installing a half cul -de -sac; Jackson stated that is located on the Corinth side of the development. Strange questioned if this is a part of the development. Jackson stated yes, the south side of the development is the Corinth side. Briggle questioned if the notices were sent to the Corinth property owners as well. Jackson stated no, they are not on the certified tax roll so they do not receive the notices. The Corinth owners are aware of the proposal because they have seen the signs posted and have contacted staff. Briggle questioned those individuals feedback; Jackson stated they just questioned what the development was; there was no feedback provided to her. Schaake requested the applicant to speak. Greg Edwards, Greg Edwards Engineering Group, 1621 Amanda Court, Ponder, Texas. Edwards stated this development is being developed within the limits that the PD allows for. He thanked staff for their presentation. He stated the cul -de -sac has been submitted to the City of Corinth, and the plans have been approved. Taylor questioned if the cul -de -sac would be permanent, Edwards stated it would be permanent; however, the plans could change. There are no other official plans at this time. Schaake stated this is an interesting property being located in Denton and Corinth. Strange questioned if Edwards agrees with the condition, Edwards confirmed. There was no additional discussion. Schaake opened the Public Hearing. C1 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 Christine Hall, 1312 Woodlake Drive, Corinth, Texas. Hall stated she is concerned about the trees being removed. They serve as a sound barrier for the neighboring auto dealerships and I -35. The neighbors on the Denton side of the subdivision have been recommended to purchase flood insurance. Hall stated when there are heavy rains there is a lot of standing water in the area. She is worried about the development and how it would leave the rest of the existing neighborhood. There are already sewer issues, there are sewer smells. If there are additional homes tying into the sewer lines it could cause more issues. There was no one else to speak on this item, Schaake closed the Public Hearing. Edwards responded in regards to some of the statements made. The flooding, a topography of the area has been completed and the lot shows within the 100 year flood plain. The proposed pads are elevated, the flood elevations help elevation the house and are to Denton's standards for the 100 year water surface elevation in this area. Schaake questioned if a tree ordinance is in place; Jackson stated this site is not subject to the tree ordinance because of being within the PD. Schaake questioned if the applicant has made any plans to preserve as many trees as possible. Jackson stated they haven't worked on that part of the plans at this time; however, it will be reviewed in the process. Escobar stated in regards to the sewer smells in the area, there is an existing sewer lift station to the east down the road, most likely it is an operational issue. He stated he would bring it up to the Waste Water Department. Edwards stated in regards to the trees, the property goes back quite a ways; some of the lots are 100 feet back from the right -of -way. A majority of the trees on site will be saved, there is approximately 300 -500 feet of trees setback to provide a buffer. Commissioner Frank Conner Motioned, Commissioner Thom Reece seconded to approve this request based on staff's condition. Motion approved (7 -0). Commissioner Frank Conner, aye, Commissioner Thom Reece, aye, Chair Jean Schaake, aye, Commissioner Brian Bentley, aye, Commissioner Jim Strange, aye, Commissioner Amber Briggle, aye, and Commissioner Devin Taylor, aye. B. Hold a public hearing and consider making a recommendation to City Council regarding _ an amendment to the Comprehensive Plan, specifically to change the Future Land Use designation from Regional Mixed Use Center to Industrial Center on an approximately 2.95 acre parcel, generally located on the west side of Worthington Drive, north of Barcelona Street and south of Schuyler Street being Lot 3, Block A of the Hull Addition. This is part one of a three part request that includes Z14 -0014 and S14 -0004. (CA14 -0003, Edsco, Michele Berry) Schaake stated Public Hearing Items 213, C, and D would all be heard together. The items will be voted on separately. Lockley introduced Berry. Berry stated this is a three part request to allow a heavy manufacturing use, hot dip galvanization; the subject site is located at 2200 Worthington Drive. The subject property is Regional Mixed Use Center on the Future Land Use Map. The subject property is zoning Regional Center Commercial Downtown (RCC -D). This does not allow either light or heavy manufacturing operations. Edsco began operations in 2006 at 2200 7 s:legal \our documents \ordinances \14\z14- 0006.doca Exhibit 13 Ordinance ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, PROVIDING FOR APPROVAL OF A DETAILED PLAN FOR 1.37 ACRES LOCATED WITHIN PLANNED DEVELOPMENT 12 (PD -12) ZONING DISTRICT; GENERALLY LOCATED ON THE NORTH SIDE OF WINSTON DRIVE, APPROXIMATELY 139 FEET EAST OF THE INTERSECTION OF WINSTON DRIVE AND WATERFORD WAY, 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. (Z14 -0006) WHEREAS, on June 3, 1986, by Ordinance 86 -109, the City Council approved a Concept Plan and development standards for approximately 74.8 acres of land within the Planned Development 12 (PD -12) zoning district, as more particularly described therein; and WHEREAS, Greg Edwards (Greg Edwards Engineering Services) on behalf of Steve Gee, has applied for approval of a Detailed Plan for 1.37 acres of land located within the PD -12 planned development district, and more particularly described in Exhibit "A ", attached hereto and made a part hereof ( "the Property "), said Detailed Plan being on file in the offices of the City's Planning Division, incorporating Exhibit "B ", attached hereto and made a part hereof as Exhibit "B" (the "Detailed Plan "); and WHEREAS, on August 27, 2014, the Planning and Zoning Commission concluded a public hearing as required by law, and recommended approval of the requested detailed plan amendment; and WHEREAS, on October 7, 2014, the City Council concluded a public hearing as required by law and finds that the Detailed Plan amendment is consistent with the concept plan for Planned Development 12 (PD -12); NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference. SECTION 2. This ordinance, together with all incorporated attachments and conditions, specifically including all conditions and standards referenced or incorporated by the PD -12 Concept Plan (Ordinance 86 -109), is hereby approved as the Detailed Plan for the Property. SECTION 3. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of other provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 4. Any person violating any provision of this ordinance shall, upon conviction, be fined a sum not exceeding $2,000.00. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. SECTION 5. This ordinance shall become effective fourteen (14) days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record - Chronicle, a daily newspaper published in the City of Denton, Texas, within ten (10) days of the date of its passage. PASSED AND APPROVED this the day of , 2014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY // /P Exhibit A PROPERTY DESCRIPTION Whereas Winston 4 Development, LLC., is the owner of all that certain tract of land situated in the City of Denton, Denton County, Texas and in the M.E.P. & P. R.R. Survey, Abstract Number 950 and the Gideon Walker Survey, Abstract Number 1X30, Denton County, Texas, recorded in County Clerk File Number 2013 - 121526, Real Property Records, Denton County, Texas and being more particularly described ' "as follows: BEGINNING at a '/2 inch iron rod found on the North line of Winston Drive a (60 fool; right -of -way) for the Southeast corner of Lot 1, Wimbleton Village Phase 1, an addition to said City, according to the Plat thereof recorded in Cabinet C, Page 31, Plat Records, Denton County, Texas; THENCE North 25 Degrees 09 Minutes 37 Seconds East with;the Southeast line of said Wimbleton Village a distance of 129.47 feet to a capped iron rbd stamped "KAZ" set for the Northwest corner of the herein described tract; THENCE South 86 Degrees 58 Minutes 44 Seconds East departing said Southeast line a distance of 346.78 feet to a capped iron rod stamped "KAZ" set for corner; THENCE North 89 Degrees 09 Minutes 36 Seconds East a distance of 58.01 feet to a capped iron rod stamped "KAZ" set for corner; THENCE North 85 Degrees 21 Minutes 51 Seconds East a distance of 27.74 feet to a capped iron rod stamped "KAZ" set for the most .Not _1hern Northeast corner of the herein described tract; THENCE South 61 degrees 28 minutes 10 seconds East a distance of 36.96 feet to a capped iron rod stamped "KAZ" found;,:. THENCE South 06 Degrees 32 Minutes 01 Seconds East a distance of 99.77 feet to a capped iron rod stamped "KAZ" set for: Southeast corner of the herein described tract in the North right -of -way line of said,Wi6ston Drive and the beginning of a curve to the right with a radius of 995.87 feet a chord bearing of South 88 Degrees 17 Minutes 25 Seconds West a distance of 167.49 feet; THENCE with said. curve .an arc distance of 167.69 feet to a '/2 inch iron rod found for corner; THENCE North 86 Degrees 53 Minutes 09 Seconds West with the North line of said Winston Drive a distance of 363.94 feet to the PLACE OF BEGINNING and enclosing 1.37 acres of,land more or less. Exhibit B Detailed Plan j tl + r z 0 ki z M, +1 O m 0 �' ��� �Np lO � 71 rl a) P, LrI PD 201-16' 7LU VU Iz C, Egg C, a) > CIO X-, m AV N 10 ICE, - :-Ct --60'ZC '90 cn > CD, III[ 0 m 9 p #a 4 NI Dotal Plan (Lot & House Paci Layout) Res Aden C"ted mR 1;... E.A"oll Elmws.. o, JUJ MEG EM RM P.E. V.,�-0.50 GE ES Exhibit 2 -Aerial Map DENTON Legend III Ila ininling 11 )ell miMncM - GIS a 70 140 O Parcels IIIIIIIIIIIIIF-t Exhibit 3 - Existing Zoning Map Legend A DR-1 MF-1 NR-6 RCC-N CM-E EC-C MPC NRMU RCR-1 W- CM-G EC-1 NR-1 NRMU-12 RCR-2 iA DENT ON DC-G E- NRI PD RD-5 lllllainn�nq DelpailmoM - GIS DC-N IC-E NR-3 RC RD -5X 140 DENTON DR -1 IC-G NR-0 RCC-D =Parcelsi 14F-t Exhibit 4 Letter from the Applicant to This site is bounded by Wirnbleton Village, single farnily residential'i west within the City of Denton City Limits, Oak Mount Estates to the single family and golf course uses, and floodplain to the east an subdivision, 01 Existing Site conditions: Jr-03Ir-MLWCQ M MAH M 01 #US BMIRIAW-HIMMMI LLLL r-YA Tg"fWqwk .. - - I - V.1ilow sanitary sewer and other utilities to the propggJdJJ&ts, Proposed Site Conditions o adjacent to floodplains, . An approved tu M MEM 'tloins to the north t side of the ss to water, i criteria for construction ig added within Corinth to �essive amounts of backing to Molls Itanding that th stall ogfol W.Ays agree wn o have to pay two sets of property taxe! stment between the two cities. 8 a 1%., allaLeiTient: Since the propose use is consiRM with the adjacent single family residential uses, it does not appear tlt'Iny special mitigation is warranted, 0 Exhibit 5 Concept Plan Ord. No. 86 -109 r° ' 'AP C C _i 2 Not to Scale ' w C H_ ` —® Ap ip S F n 4 o SF OAKMONT II p 5 Flot lnson Rd • DNS PH G 10 ✓` T H 1 X GC 42 �v TH 25' -_ p SF ,TH d -- p EH o 30 U PH CH - ` CH ,. w 32 33 31 & + .. A/C 35 N 38 T, H GH 3 NS pe 1,j r 38 1 40 CS 7 FIGURE 6 LAND USES —PHASE H n N o CS 14 r R A/C 17 n �PIP \` A/C NS T H B 2 _ urea r, UEGEN X- Oul- P..c.l Y %X -Tncl Ilumbae OEII- E.I.I. SF- Singlr Family H..., a.. Gil-T.. Family G.rd.n Homa, O TH -7- Ham.. CH- Clu.lrr I1om.0 p PH-P,110 Hom.. �. A /C- Ap.rlm.n1/Co d.. Mum. AP- Aparlmrnla V-Vlllal HS -Nr ghborhood Shopping CS- Comm.rclal Shopping O- 011lcr GO- Grrd.n 011lc. ^- -'- O.rrlopmrnl boundary. __ Clly llmll. Gan Gaar.a ABC®.. to Maio. Yho.ou phi bra FIGURE 6 LAND USES —PHASE H n N Exhibit 6 Proposed Detailed Plan iJ N s huff ���:� 0 d Nµ Im N2S a E 093jx p I s " Y V } r i � I A �lam �.�� ��tiT I �wrn 9 ^iamb\ U 14 D � m �o x �o z to of W I � .. A OR / OR' E KE m OR' �.� � �' I m $ ;'m Vij g Is 07 g 00 P g'ti -. � y. pn 3 1 rnI� I. x +s rI6Icn ,IOEw�k V 201.16' 00 YGA 76; mm co, o V(j o T Z I: a t �'z > 0 �9� o ��� � �m, �aW 7i JIB A if rer o' j m zo wy mom � -� I \mow L�M LL oS m U) j ,66 3 JO.Z£a9 S E--F � � �MQ�� A' N,a.O 3rM�9U., m CN0 m 0 �+ \ r °e g. Bs � m CD g9 S m M _CL'n w fig D ov 9 )af fit ya$ =3 =) Detail Plan (Lot & House Patl La out) gE�WOH: Q \ GREG EDWARcs ENCINEERWG SERWCEB, ING pT WI- W.!ddl bn oaca Plan GAEG EAWAAa!"P.E. O O O g .. isr0amu. Pfinm CwM T�wnu�� 16411WnNM Ci.IbfOEP. TX 9BY99 { j � 2 � Ki li■ IaTONaarnfv�wt�bulmN. Plb� FW �'tlnm�tlnaimm +��� 0:. Ca�bni ix TOW/ Wrewf MwartarrYwaar A illim I Y 2 C/) CD::::: 80 -- W. O 00 mDm V.0 CD ON Exhibit 7 Proposed Utility Plan Z if jig Of: E m k o < 0 —Eloz X t Do PR + imoa, P AX M, A + 0 z Z 120.27 WOODL KEDflIVE 0) M 00 Detail Plan (Utilities) S CREo EOWARcs ENGINEERRIC MACES IFIC ONG EBWAR- 1.1 A.. .., P.." . 99299 I.. w.- - uv.. I A~ � Eg I — Exhibit 8 Proposed Drainage Plan mz if +$ I *+ I I D <: R 22 i " I � v -•I i i - w�k s ®�ao ®��,� " 9 i 9 �$ �r ,� J s>u m c c/) CD Poo, 0 O "Is$ I 2D 2 Q- C O ®® ®., a y ROD) Q m o� m Oy DeW IPlan(Drainage) gE�WOH: Q \ � GREG EOWAP05 ENGINEERING SERVICES, ING W WLren Atltl �n oacaPlan L C.. EPWAPaa�P.E. GE �■ �r0amu.O.iWn OrM T.wM0�� 1641 APUNnn CT.ParWP. TX 90Ea9 { W� 2 � yII ES �� FWtlnm�tln »imm ••�� Ca�bni ix TOW/ WreeY Mwartarr&.ra A Exhibit 9 - ESA Map Legend CITY Parcels OF DENTON DENTON llainn�nq DelpailmoM - GIS a 70 140 ESA Flood Plain =F-t City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: Z14 -0015, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Planning and Development CM/ ACM: John Cabrales, Jr. Date: October 21, 2014 SUBJECT Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas regarding a rezoning from a Neighborhood Residential 3 (NR -3) zoning district and use classification to a Neighborhood Residential 6 (NR -6) zoning district and use classification on approximately 16.03 acres of land generally located north of East University Drive and south of Foxcroft Circle, between Nottingham drive and Old North Road; and providing for a penalty in the maximum amount of $2,000.00 for violations thereof, providing a severability clause and an effective date. (Z 14- 0015). The Planning and Zoning Commission recommended approval of this request (6 -1). BACKGROUND The applicant (Y Street Ventures, LLC) proposes to rezone the subject property from Neighborhood Residential 3 (NR -3) to Neighborhood Residential 6 (NR -6). The purpose of the request is to develop the site as a single - family residential subdivision. The subject site is currently developed with one single family residence. Prior to 2002, the site's zoning was One - Family Dwelling District 10 (SF -10). Permitted uses within the SF -10 district were limited to single- family homes; however, some civic uses and religious institutions were allowed . There is a preliminary plat currently under review by City staff. The plat shows 96 residential lots and dedicated open space areas. It is the intent of the applicant to design the buildings and site layout to be similar to the adjacent subdivision (Old North Park) located to the east of the site. Currently the NR -3 zoning district permits single - family residential use with a maximum density of 3.5 units per acre. The proposed zoning of NR -6 also permits single- family residential use, but with a maximum density of 6 units per acre. If rezoned to NR -6 the applicant is allowed to subdivide the property into 96 lots, an increase of 40 lots above what would be allowed in the NR -3. The site is designated as "Existing Land Use" by the Denton Plan. Per the Denton Plan, the goal of the "Existing Land Use' future land use category is to ensure "new development should respond to existing development with compatible land uses patterns and design standards. The plan recommends that existing neighborhoods within the city be vigorously protected and preserved. Housing that is compatible with the existing density, neighborhood service and commercial land uses is allowed." This rezoning request is consistent with the Existing Land Use goals. The subject site is located between two different zoning districts of varied intensity. The established neighborhoods to the north and west of the site are zoned as NR -3 and have developed in a low - density suburban pattern. The undeveloped property located south of the subject site is City of Denton Page 1 of 3 Printed on 10/16/2014 File M Z14 -0015, Version: 1 zoned neighborhood residential mixed use (NRMU). Uses allowed in the NRMU zoning district include retail sales, hotels, laundry facilities, professional service and offices, among others. Developing the subject site for denser development will serve as a transition between the NRMU zoning and the low density development to the north and west. Furthermore, the adjacent Old North Park subdivision to the east is zoned NR -6 and developed with 6 dwelling units per acre. The applicant is proposing to connect to this subdivision and the requested rezoning would continue development at this density. The existing NR -3 zoning and the proposed NR -6 zoning designation are both within the Neighborhood Residential zoning district category of the Denton Development Code (DDC). The intent of the Neighborhood Residential zoning district category is to preserve and protect existing neighborhood and to ensure that any new development is compatible with existing land uses, patterns and design standards. The proposed NR -6 zoning designation is consistent with the intent of the Neighborhood Residential zoning district category. A more dense single - family residential development could act as a buffer between the NR -3 neighborhoods to the north and the NRMU zoning to the south, increasing compatibility while maintaining the single- family residential development patterns. A neighborhood meeting was held by the applicant on July 10, 2014. Twenty six (26) residents attended the meeting. The main concerns discussed at the meeting included increased traffic and potential increase in drainage flow as a result of the proposed development. In addition to the neighborhood meeting, seventy four (74) certified public hearing notices were sent to property owners within 200 feet and one hundred and sixty -six (166) courtesy notices were sent to residents within 500 feet of the site (See Exhibit 7). As of this writing, staff has received 12 responses in opposition (12 %), two from the same property, and 3 neutral responses to the public hearing notices from property owners within 200 feet. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table the item. RECOMMENDATION The Planning and Zoning Commission recommends approval of this rezoning request subject to conditions (6- 1): 1. Single- family attached dwellings shall not be a permitted use. 2. Duplexes shall not be a permitted use. The Development Review Committee recommends approval of this rezoning request. ESTIMATED SCHEDULE OF PROJECT Not Applicable. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On September 10, 2014 Planning and Zoning Commission recommended approval of Z14 -0015 by a vote of 6- City of Denton Page 2 of 3 Printed on 10/16/2014 File #: Z14 -0015, Version: 1 1 FISCAL INFORMATION Not Applicable. BID INFORMATION Not Applicable. EXHIBITS 1. Staff Analysis 2. Site Location/Aerial Map 3. Existing Zoning Map 4. Proposed Zoning Map 5. Future Land Use Map 6. Letter from the Applicant 7. Notification Map & Responses 8. Site Photos 9. Neighborhood Meeting Notes 10. Planning and Zoning Minutes of the September 10, 2014 meeting 11. Ordinance Respectfully submitted: Brian Lockley, AICP, CPM Director, Planning and Development Prepared by: Julie Wyatt Assistant Planner City of Denton Page 3 of 3 Printed on 10/16/2014 Exhibit 1 Staff Analysis CITY OF DENTON DEVELOPMENT REVIEW COMMITTEE STAFF REPORT P &Z Date: September 10, 2014 TYPE: Rezoning CC Date: October 7, 2014 PROJECT #: Z14 -0015 Project Number: Z14 -0015 Request: Rezone approximately 16.03 acres from a Neighborhood Residential 3 (NR -3) zoning district to a Neighborhood Residential 6 (NR -6) zoning district. Applicant: Brad Shelton Y Street Ventures, LLC 505 W. Hickory Denton, TX 76201 Property Owner: Valerie Doty 2111 E. University Drive Denton, TX 76201 Location: The subject property is generally located north of E. University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. Size: Zoning Designation: Future Land Use: Case Planner: DRC Recommendation Summary of Analysis: 16.03 + Neighborhood Residential 3 Existing Land Use Julie Wyatt DRC recommends approval of the rezoning request. The current request is to rezone the site from NR -3 to NR -6. This zoning change would increase the allowed density on the site from 3.5 dwelling units per acre to 6 dwelling units per acre. The applicant is proposing a single- family residential subdivision similar in appearance to the adjacent Old North Park subdivision. A preliminary plat submitted by the applicant includes 96 lots and dedicated open space within the proposed subdivision. The neighborhoods to the north of the site have developed over the past 50 years in a suburban pattern with large lots and low densities. To the south of the property, the area remains undeveloped. The properties to the south are zoned Neighborhood Residential Mixed Use (NRMU) and Community Mixed Use General (CM -G), which allow for denser residential and commercial development along University Drive. Section 35.3.4.13 of the Denton Development Code (DDC) outlines the criteria for approval of a rezoning request. The proposed rezoning must conform to the Future Land Use Element of the Denton Plan and there must be an adequate provision of transportation, water, sewers, schools, parks, and other public requirements and convenience. It is staff's opinion that the future development potential of the site is consistent with the Denton Plan and provides for adequate facilities. • The Denton Plan identifies the future land use on the property as Existing Land Use, of which the goal is to ensure "new development should respond to existing development with compatible land uses patterns and design standards. The plan recommends that existing neighborhoods within the city be vigorously protected and preserved. Housing that is compatible with the existing density, neighborhood service and commercial land uses is allowed." The proposed NR -6 zoning designation complies with this future land use category as it provides an appropriate buffer of denser single - family residential development between the existing low- density neighborhoods and any future denser residential and commercial development to the south. • Furthermore, the Denton Plan states, "new development to be contiguous to existing development." The proposed development is adjacent to existing neighborhoods meeting the primary Land Use Principle of limiting sprawl. In addition, introducing residential development in infill parcels, reduced fragmentation, allowing for development to be closer to jobs, schools, shopping, and transit. • A variety of housing styles, types, and prices is encouraged as another Primary Residential Land Use Principle in the Denton Plan. The adjacent Old North Park subdivision is developed as single - family residential with an average lot size of 4,893 square feet and a density of 6 units per acre. The proposed lots would be smaller than the surrounding residential neighborhoods to the north and west, providing a variation of suburban development, distinct from the existing large -lot neighborhoods. There is adequate provision of transportation, water, sewers, schools, parks, and other public requirements and convenience for the maximum density of six dwelling units per acre allowed under NR -6. During a neighborhood meeting with the surrounding neighborhoods, traffic and drainage were noted as concerns. In order to address traffic concerns, the proposed development will have three points of access. The site will be accessed through Chebi Lane, through Mistywood, and through Foxcroft. Old North Road and Nottingham Drive both access University Drive and have signal lights at the intersections. Drainage will be provided with onsite detention to restrict stormwater discharge to pre- developed conditions. The intent of the Neighborhood Residential zoning district category in the DDC is to preserve and protect existing neighborhoods and to ensure that any new development is compatible with existing land uses, patterns and design standards. The existing neighborhoods to the north and west of the site are existing low density residential, while the property located south of the site is currently undeveloped, the zoning allows retail sales, hotels, laundry facilities, professional service and offices, among others. Developing the subject site for denser residential development will serve as a buffer between the low density development to the north and the property to the south. Findings of Fact 1. The request is to rezone approximately16.03acres f oin a Neighborhood Residential 3 (NR -3) zoning district to a Neighborhood Residential 6 (NR -6) zoning district. 2. The applicant has submitted a prehininary plat (PP14 -0015 fog^ the site). Per the preliminary plat, the proposed residential neighborhood contains 96 residential lots and 7 open spaces. 3. The property was zoned NR -3. 4. A neighborhood meeting was held at the Emily Fowler Public Library on July 10, 2014. 5. Denton Plan A. The Denton Plan 1999 -2020 identifies the future land use on the property as Existing Land Use, of which the goal is to ensure "new development should respond to existing development with compatible land uses patterns and design standards. The plan recommends that existing neighborhoods within the city be vigorously protected and preserved. Housing that is compatible with the existing density, neighborhood service and commercial land uses is allowed. " The proposed NR -6 zoning designation complies with this future land use category, as it provides for a more dense single family residential to transition between the larger -lot residential neighborhoods to the north of the site and the more intense NRMU and CM -G zoning districts to the south of the site. B. A Residential Land Use Location Strategy in the Denton Plan encourages "new development to be contiguous to existing development. " The proposed development is adjacent to existing neighborhoods. C. A Residential Land Use Strategy encourages a variety of housing styles, types, and prices with large newly developed neighborhoods. The applicant is proposing a type of housing style to complement the current Old North Park neighborhood, which is varied from the surrounding housing types. D. Per the Future Land Use element of the Denton Plan, the four criteria to determine appropriate site - specific residential densities are; • Design quality; - residential development will be required to comply with Section 35.13.13.1 of the DDC. • Adequacy of public provisions, - improvement to utilities would be required to service this development and will be provided by the developer. • Amenities provision —the applicant has indicated that open space lots will be included in the development for detention and tree preservation, but once the zoning is approved, there is no method to enforce provision of amenities. However, the DDC requires common areas must be maintained by a Homeowner's Association. Compatibility with existing neighborhoods while the proposed development is denser than the residential development to the north and west, the NR -6 zoning would be comparable to the Old North Park neighborhood that is directly adjacent to the east of the site. 6. The Neighborhood Residential zoning districts are intended to, "preserve and protect existing neighborhoods and to ensure that any new development is compatible with existing land uses, patterns, and design standards. " The adjacent development to the east was zoned as NR -6 during the 2002 City -wide rezoning. It is developed as single-family residential with 6 units per acre. The property to the north of the subject site is the Northwood Subdivision, zoned NR -3 and developed as single-family residential. The property to the west of the subject site is also developed as single-family residential, zoned as NR -3, and platted as Nottingham Woods Addition. A large section of the property directly adjacent to the south of the subject site was zoned by Ordinance 2002 -412 in 2002 as NRMU and is currently vacant. A portion of the property adjacent to the south is zoned as NR -3 and developed with Christ the Servant Lutheran Church. 8. Density of the adjacent existing residential neighborhoods are as follows: Nottingham Woods Addition to the west is approximately 2 dwelling units per acre; Northwood Subdivision to the north is approximately 3 dwelling units per acre; and Old North Park to the east is approximately 6 dwelling units per acre. 9. Single-family residential developments must conforin with the site development requirements outlined in Section 35.13.13.1 of the Denton Development Code. 10. Per Denton Central Appraisal information, the subject site's current land use is listed as farin /ranch, and there is an existing single-family residence on the property. 11. The proposed development will have three points of access. The parcel will access Old North Road by Chebi Lane, Nottingham Dive by Mistywood Lane, and Foxcroft Circle by Northcrest Road. Old North Road and Nottingham Dive both access University Dive and have signal lights at the intersections. Chebi Lane, Mistywood Lane, and Northcrest Road are currently classified as Neighborhood Streets with 50 foot right -of -way widths. Old North Road and Nottingham Dive are Secondary Major Arterials. 12. Other information stated by DRC. A. Anticipated water demand. 144GPM (peak) B. Anticipated wastewater demand. 86 GPM (peak) C. Anticipated transportation demand. 960 AADT; 96 (PMpeak) D. Anticipated educational facility demand. 60 total students Development Review Committee Based upon the information provided by the applicant and a recent site visit, the Development Review Committee finds that the request IS CONSISTENT with the surrounding land uses and general character of the area, IS CONSISTENT with the Denton Plan, and IS CONSISTENT with the Denton Development Code. GENERAL NOTES NOTE: Approval of this request shall not constitute a waiver or variance from any applicable development requirement unless specifically noted in the conditions of approval and consistent with the Denton Development Code. NOTE: All written comments made in the application and subsequent submissions of information made during the application review process, which are on file with the City of Denton, shall be considered to be binding upon the applicant, provided such comments are not at variance with the Denton Plan, Denton Development Code or other development regulations in effect at the time of development. Surrounding Zoning Designations and Current Land Use Activity: Northwest: NR -3 Single - Family Residences North: NR -3 Single Family Residences Northeast: NR -3 Single - Family Residences West: East: NR -3 NR -6 Single Family Residences • • • Old North Park Southwest: South: Southeast: NR -3 NRMU NRMU Single - Family Residences and Christ Vacant Multi - Family the Servant Lutheran Church CM -G Sonic Drive -In Restaurant Source: City of Denton Geographical Information System and site visit by City staff Summary of Surrounding Zoning Designations and Current Land Use Activity: A. Land use analysis The neighborhood to the north of the subject property was platted in 1961 as Northwood Subdivision. It is zoned NR -3 and developed as single- family residential with a density of 3 dwelling units per acre and an average lot size of 11,603 square feet. The neighborhood to the west of the subject property was platted in 1959 as Nottingham Woods Addition. It is zoned as NR -3 and developed as single - family residential with a density is approximately 2 dwelling units per acre with an average lot size of 15,783 square feet. The Old North Park subdivision is located directly to the east of the subject site. It has a zoning designation of NR -6 and is developed with 30 single - family residences on approximately 5 acres, equating to a density of 6 dwelling units per acre. The average lot size for the subdivision is 4,893 square feet The area to the south, between the subject site and University Drive, includes three zoning districts (NR -3, NRMU, and CM -G). Approximately 4.13 acres has a zoning designation of NR -3, and is developed with Christ the Servant Lutheran Church. To this east of the church is approximately 10.8 acres with a zoning designation of Neighborhood Residential Mixed Use (NRMU). Approximately 1.7 acres of the property zoned NRMU is developed as multi- family residential. Also located to the east of the church property, between the area zoned NRMU and University Drive, are approximately 11. 11 acres with a zoning designation of Community Mixed Use General (CM -G). Most of the property is undeveloped, but a portion is developed with a Sonic Drive Through. These areas received zoning designations by Ordinance 2002 -412, approved on December 10, 2002. NRMU is within the neighborhood /residential category of zoning districts, but allows for more residential uses such as live /work units and multi - family with a Specific Use Permit and some commercial uses such as hotels, retail sales, and offices. CM -G allows for shopping, services, recreation, employment, and institutional facilities needed for the surrounding community. Uses allowed in CM -G include hotels, retail sales, restaurants, offices, and vehicle repair. The NR -6 zoning district allows for more residential land use categories than the NR -3 zoning district. Attached single family dwellings, live /work units, and duplexes are permitted in NR -6, but not permitted in NR -3. Manufactured housing units are also permitted in NR -6 with a Specific Use Permit. No additional commercial or industrial uses are permitted in NR- 6; however, elderly housing is permitted. Additional differences between the two zoning districts are also found in the General Regulations. The maximum density for subdivisions over 2 acres in NR -6 is 6 dwelling units per acre; whereas, in NR -3, the maximum density is 3.5 dwelling units per acre. The minimum side yard for non - attached buildings is 4 feet in NR -6 and 6 feet in NR -3, and the maximum lot coverage is 60% for NR -6 and 50% for NR- 3. The higher permitted lot coverage translates into a lower landscape coverage for NR -6. Below is a table depicting, and highlighting, the differences between the NR -3 and NR -6 zoning districts: L(16) = Uses are limited to no more than 1,500 square feet of gross floor area per lot. Commercial Land Use .. Home Occupation P P Residential Land Use Categories Agriculture P P Livestock L(7) L(7) Single Family Dwellings P P Accessory Dwelling Units SUP L(1) SUP L(1) Attached Single Family Dwellings SUP P Dwellings Above Businesses N N Live/Work Units N L(16) Duplexes N P Community Homes For the Disabled P P Group Homes N N Multi - Family Dwellings N N Fraternity or Sorority House N N Dormitory N N Manufactured Housing Developments N SUP L(16) = Uses are limited to no more than 1,500 square feet of gross floor area per lot. Commercial Land Use .. Home Occupation P P Sale of Products Grown on Site N N Hotels N N Motels N N Bed and Breakfast N N Retail Sales and Service N N Movie Theaters N N Restaurant or Private Club N N Drive - through Facility N N Professional Services and Offices N N Quick Vehicle Servicing N Vehicle Repair N IN Auto and RV Sales N N Laundry Facilities N N Equestrian Facilities N N Outdoor Recreation P P Indoor Recreation N N Conference /Convention Centers N N Major Event Entertainment N N Commercial Parking Lots N N Administrative or Research Facilities N N Broadcasting of Production Studio N N Sexually Oriented Business N N Temporary Uses L(38) L(38) Categories Industrial Land Use Printing / Publishing N N Bakeries N N Manufacture of Non - odoriferous Foods N N Feed Lots N N Food Processing N N Light Manufacturing N N Heavy Manufacturing N N Wholesale Sales N N Wholesale Nurseries N N Distribution Center /Warehouse, General N N Warehouse, Retail N N Self- service Storage N N Construction Materials Sales N N Junk Yards and Auto Wrecking N NR-6 L(25) Wrecker Services and Impound Lots N IN Kennels N N Veterinary Clinics N N Sanitary Landfills, Commercial N N Incinerators, Transfer Stations N N Gas Wells SUP SUP Kindergarten, Elementary School L(27) L(27) Institutional • Use Categories Basic Utilities NR-3 L(25) NR-6 L(25) Community Service N N Parks and Open Space P P Churches P P Semi - public, Halls, Clubs, and Lodges SUP SUP Business / Trade School N N Adult or Child Day Care SUP SUP Kindergarten, Elementary School SUP SUP Middle School N N High School N N Colleges N N Hospital N N Elderly Housing N SUP Medical Centers N N Cemeteries N N Mortuaries N N WECS (Free- standing Monopole Support Structure) SUP SUP WECS (Building- mounted) SUP SUP The following limits apply to subdivision of more than 2 acres in lieu of minimum lot size and dimension requirements: General Regulations NR-3 N R-6 Maximum density, dwelling units per acre 3.5 6 Minimum side yard for non - attached 6 feet 4 feet buildings The following limits apply to all buildings: General Regulations Future land Use/Zoning allocation 16.03 ± acres Maximum lot coverage 50% 60% Minimum landscaped area 55% 40% Maximum building height 40 feet 40 feet Maximum WECS height 55 feet 55 feet 10 feet 10 feet Neighborhood plus 1 plus 1 -16.03 acres foot for foot for Minimum yard when abutting a single- each each family use or district foot of foot of building building height height above above 20 feet 20 feet B. Future Land Use Allocation/Current Zoning District Allocation Subject Property Future land Use/Zoning allocation 16.03 ± acres Current Allocation in the City Proposed Allocation Change Based Upon Strickland Middle 1.256± 14 Request Neighborhood 1,352.829 acres 1368.829 acres +16.03 acres Residential 6 (NR -6) Neighborhood 3,971.55 acres 3955.52 acres -16.03 acres Residential 3 (NR -3) Source: City of Denton Nearest Elementary, Middle, and High School Name of School Approximate Distance From Subject Property miles Project's Estimated Annual Student Generation Wilson Elementary .47± 32 Strickland Middle 1.256± 14 Ran High School 2.16± 14 Per Denton Independent School District (DISD), there is sufficient capacity to accommodate the proposed residential development. Nearest Fire, and EMS Station Name of Station Approximate Distance From Subject Property Fire/EMS Station 4 1.59 f miles Source: City ofDenton GIS, Fire Department, and EMS This submittal has been reviewed for compliance with the 2009 International Fire Code and City Ordinance 2012 -228, Section 29 -2 Amendments to the Fire Code. The applicant is responsible for compliance with all applicable portions of the Fire Code and City Ordinances. Water and Wastewater Demand and Capacity: A. Estimated Demand and Service Provider: Subject Property Estimated Impact Analysis 16.03 f acres Proposed Demand Adequate to Serve (Yes or No) Permitted Density 96 lots Yes Potable Water Consumption 144 (Peak) Yes (GPM) Wastewater 86 (Peak) Yes Generation (GPM) B. Available Capacity: There is adequate available capacity in the existing water and sewer mains to serve the proposed zoning. Applicant shall connect to the existing 8 -inch main along Chebi Lane, the existing 6 -inch main along Northcrest Road, and the existing 8 -inch main along the Applicant's south property line near their southwest property corner. Applicant shall loop these mains within the proposed subdivision. Sewer is available via the existing 8 -inch gravity main along Chebi Lane. C. CIP Planned Improvements: There are no planned CIP improvement for portable water and sanitary sewer facilities projects for this area. Roadways /Transportation Network: A. Estimated Demand: Subject Property Estimated Impact Analysis Adequate to Serve (Yes 16.03 f acres Proposed Demand or No Permitted Density 96 lots Yes Average Annual Daily Trips (AADT) 960 Yes PM Peak Hour Trips 1 96 Yes B. Available Capacity: The surrounding street network of Nottingham Drive, Old North Road, and E. University Drive has the capacity to accommodate the development. C. Roadway Conditions: The surrounding street network of Nottingham Drive, Old North Road, and E. University Drive are classified as improved perimeter streets. D. CIP Planned Improvements: There are no planned CIP Projects in this area. Environmental Conditions: A. Surface Water: This development is required to provide on site detention to restrict stormwater discharge to pre - developed conditions. B. Environmentally Sensitive Areas: Developed Floodplain ESA located on subject property appears to be a mapping error. Staff has initiated removing the ESA designation, case number is ESA14 -0007. No action from applicant required. Electric: New electric Service will be per Denton Municipal Electric's Electric Service Standards. DME will require an easement to maintain transmission line clearances from the existing transmission line along the north property line. This will create an open space lot that the line will run through. Park Facilities: The Park Land Dedication Ordinance will apply to this development. The Park Land Dedication and Park Development Fees are based on a formula of 2.5 x the number of residential units x 1.8 for multifamily or 2.8 for single family divided by 1000. This figure equals the number of acres that will need to be donated to the city for green space, or a settlement of cash in lieu of land in the amount comparable to that of the appraised valuation of the land developed. A Park Development Fee will be assessed at time of obtaining building permits equal to $187 per multifamily residential unit or $291 per single family unit. A. Name of park facilities currently serving this area: Avondale Park is a 17.85 acre park 1,660 linear feet north east from the proposed development and has the following amenities: 1 Basketball Multipurpose court, 9 Benches, 1 Bridge, 1 Drinking Fountain, 2 Soccer Goals, 2 Grills, 14 Parking Spaces, 7 Picnic Tables, 1 Playground, Security Lighting, 1 Pavilion, 1 Swing, 2 Tennis Courts, .39 miles of concrete trails. Nettie Schultz Park is a 10 acre park 1,817 linear feet away top the north east of this property and offers the following: 1 Backstop, 7 Benches, 2 Bridges, 2 Drinking Fountain, 2 Soccer Goals, 3 Grills,9 Picnic Tables, 1 Playground, Security Lighting, 1 Pavilion, 1 Swing, 2 Tennis Courts, and .56 miles of concrete trails. Sequoia Park is 7.5 acres and is 3,287 feet south east it is an undeveloped land holding. Monterrey Open Space is a 10 acre riparian undeveloped property 4,608 feet northeast of this property. Comments from other Departments: N/A Exhibit 10 1 DRAFT Minutes DRAFT 2 Planning and Zoning Commission 3 September 10, 2014 4 5 After determining that a quorum was present, the Planning and Zoning Commission convened a 6 Work Session on Wednesday, September 10, 2014 at 6:15 p.m. in the City Council Chambers 7 at City Hall, 215 E. McKinney Street, Denton, Texas at which time the following items were 8 considered: 9 10 PRESENT: Chair Jean Schaake. Commissioners: Brian Bentley, Amber Briggle, Jim 11 Strange, Frank Conner, Thom Reece, and Devin Taylor. 12 13 ABSENT: None. 14 15 STAFF: Brian Lockley, Athena Green, Aaron Leal, Nana Appiah, Sophie Huemer, 16 Mike Bell, Haywood Morgan, Ron Menguita, Earl Escobar, John 17 Cabrales, Jr., and Munal Mauladad. 18 19 WORK SESSION 20 21 Schaake called the Work Session to order at 6:25 p.m. 22 1. Clarification of agenda items listed in the Regular Session agenda for this meeting, and discussion of issues not briefed in the written backup materials. 23 24 Briggle referred to page two (2) lines 8 -10 of the August 27th meeting minutes. Briggle stated she 25 referred to the American Association of State Highway and Transportation Officials (AASHTO) 26 and requested that staff look into the National Association of City Transportation Officials 27 ( NACTO). She stated NACTO seems to be broader and more efficient to address the City's 28 transportation needs in the future. There was no further clarification of agenda items. Schaake 29 adjourned the Work Session at 6:27 p.m. 30 31 REGULAR MEETING 32 33 The Planning and Zoning Commission convened a Regular Meeting of the Planning and Zoning 34 Commission of the City of Denton, Texas which was held on Wednesday, September 10, 2014 35 and began at 6:30 p.m. in the City Council Chambers at City Hall, 215 E. McKinney at which 36 time the following items were considered: 37 Schaake called the Regular Meeting to order at 6:30 p.m. 38 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." 39 2. CONSIDER APPROVAL OF THE PLANNING AND ZONING COMMISSION MINUTES FOR: A. August 13, 2014 1 2 Commissioner Thom Reece motioned, Commissioner Frank Conner seconded to approve the 3 August 13, 2014, meeting minutes. Motion approved (6 -0 -1). Chair Jean Schaake abstained. 4 Commissioner Thom Reece, aye, Commissioner Frank Conner, aye, Commissioner Devin 5 Taylor, aye, Commissioner Brian Bentley, aye, Commissioner Jim Strange, aye, and 6 Commissioner Amber Briggle, aye. 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 B. August 27, 2014 Commissioner Thom Reece motioned, Commissioner Devin Taylor seconded to approve the August 27, 2014, meeting minutes with the amendment to page two (2) lines 8 -10 of the August 27t meeting minutes. Briggle's statement should have stated: she referred to the American Association of State Highway and Transportation Officials (AASHTO) and requested that staff look into the National Association of City Transportation Officials ( NACTO). Briggle stated NACTO seems to be broader and more efficient to address the City's transportation needs in the future. Motion approved (7 -0). Chair Jean Schaake, aye, Commissioner Thom Reece, aye, Commissioner Frank Conner, aye, Commissioner Devin Taylor, aye, Commissioner Brian Bentley, aye, Commissioner Jim Strange, aye, and Commissioner Amber Briggle, aye. 3. PUBLIC HEARING: A. Hold a public hearing and consider making a recommendation to City Council regarding _ _ the rezoning of 16.03 acres from a Neighborhood Residential 3 (NR -3) zoning district to a Neighborhood Residential 6 (NR -6) zoning district. The property is _ generally located north of E University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. (Z14 -0015, Old North Park Phase II, Julie Wyatt) Lockley introduced Wyatt. Wyatt stated the request is to consider the rezoning of 16.03 acres from Neighborhood Residential 3 (NR -3) zoning district to a Neighborhood Residential 6 (NR -6) zoning district. The site is designated as "Existing Land Use" by the Denton Plan. Per the Denton Plan, the goal of the "Existing Land Use' future land use category is to ensure "new development should respond to existing development with compatible land uses patterns and design standards. The plan recommends that existing neighborhoods within the city be vigorously protected and preserved. Housing that is compatible with the existing density, neighborhood service and commercial land uses is allowed. Wyatt provided the adjacent land uses, the Northwood Subdivision allows three dwelling units per acre, and it was platted in 1961. The Nottingham Woods Subdivision allows two dwelling units per acre, and it was platted in 1959. The Old North Park Subdivision allows six dwelling units per acre, and it was platted in 2004. Wyatt referred to the neighboring Neighborhood Residential Mixed Use (NRMU) zoning district that allows a maximum of 12 dwelling units per Pi 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 acre and additional commercial and institutional uses. Also, the neighboring Community Mixed Use General (CM -G) zoning district allows multi - family development with limitations and additional commercial uses. Some of the adjacent land uses are the Lutheran Church, Denton Bible Church, and Sonic Drive -In. Wyatt stated the Denton Plan states, "new development to be contiguous to existing development." The proposed development is adjacent to existing neighborhoods meeting the primary Land Use Principle of limiting sprawl. The proposed lots would be smaller than the surrounding residential neighborhoods to the north and west, but similar in size to the adjacent Old North Park, providing a variation of suburban development, distinct from the existing large - lot neighborhoods. Staff sent out 74 Public Hearing notices to property owners within 200 feet, and 166 courtesy notices to property owners within 500 feet of the subject site. At this time staff has received nine (9) returned responses opposed to this request. Wyatt stated two of the returned responses were from the same address. The Development Review Committee recommends approval of this request; the applicant is present. Bentley stated the presentation was great; it covered the entire basis that is usually covered. Bentley questioned Wyatt if staff researched the economics of a new neighborhood against this particular neighborhood. The neighboring neighborhood is approximately 50 years old. There has been a lot of turnover in this neighborhood in the past few years. He questioned the cost value of putting in new low cost similar products in next to homes that are 50 years old with 50 year old kitchens and bathrooms. He stated some individuals purchase these homes and cannot keep up with them. Wyatt stated she didn't analyze those economic terms. Lockley stated this is a rezoning case, when the site is platted and a builder is established; then staff can get a better understanding of the economics of the site and the value. Schaake referred to this being listed as Phase 2 of the development; Schaake questioned if this is in addition to the existing Old North Park; Wyatt confirmed. The current Old North Park development is considered Phase 1. Schaake questioned if the Phase 2 will abut Phase l; Wyatt confirmed. They are not the same developments; they are just considered Phase 2. Schaake questioned if the design is similar; Wyatt stated the land use pattern will mimic that of Old North Park. Taylor stated some of the comments and concerns from the citizens were in regards to drainage issues. Taylor questioned what kind of drainage improvements could be required during this development. He also stated there were also a lot of concerns in regards to street connection issues. Taylor questioned if this development will connect to Foxcroft Circle. Escobar stated this is a preliminary site plan that the applicant provided. The streets are connecting to the existing streets Mistywood Lane, Northcrest Road, and Chebi Lane. Taylor stated there are large rectangle lots on the site plan that do not look like spaces for houses; Escobar stated those are Homeowner's Association lots that are for tree preservation purposes. He stated as far as the drainage concerns, the applicant is putting an onsite retention pond. This should address the drainage concerns. 3 I Conner questioned if the City has done anything about the drainage issues or just the developer; 2 Escobar stated only the developer. Conner questioned if the City has found any issues with the 3 current drainage; Escobar stated none that he is aware o£ Schaake questioned if the neighboring 4 Church will be protected from through traffic. Escobar stated they will acquire a right -of -way 5 dedication from the church. Schaake questioned if the entrance would be blocked off, Escobar 6 stated they would provide a connection from that driveway to the street so it will create a "T" 7 intersection. 8 9 Thomas Fletcher, Kimley -Horn and Associates, 5750 Genesis Court, Frisco, Texas. Fletcher 10 stated they held a public meeting with the adjacent Homeowners Association (HOA) neighbors. 11 There were approximately 30 homeowners that attended, the proposed project was discussed, 12 and there was time for questions, and answers to discuss concerns. He stated when the original 13 project was laid out, it was presented to the neighbors, there were lots on the north side that 14 backed up to the houses on Chebi Lane, there was electrical overhang so it was turned into green 15 space lots instead. The residents that are at Nottingham that backed up to the wooded area 16 wanted to make sure that wooded area stayed intact. He stated Mistywood Lane would be 17 extended for a driveway at the church, this would provide a drive access into the site. Fletcher 18 stated he is currently working on the right -of -way access. They are proposing to lock the gated 19 area on the nights of church services to not allow a flow of traffic onto their site. 20 21 Fletcher stated this is a preliminary plat as well, if the zoning is approved the next steps can be 22 made to move forward. The preliminary plat does match the rendering that was provided. There 23 are three proposed points of access to help with the flow of traffic. 24 25 Bentley referred to the preliminary plat; Bentley questioned the amount of green space acres. 26 Fletcher stated the Lotlx Block B at the northwest corner of the site is just less than three acres. 27 The area to the south is just less than an acre. Bentley questioned the retention pond size; 28 Fletcher stated it is approximately half an acre. Bentley stated the entire project is approximately 29 16 acres, with approximately 11.5 acres left after the green space. This would allow for 30 approximately 19 houses. Fletcher stated the development lot size is the same as Phase 1 of Old 31 North Park. Bentley questioned the proposed size of lots; Fletcher stated approximately 50x70 32 lot size. 33 34 Bentley questioned if they are the original developer for the Old North Park Phase 1, Fletcher 35 stated no. Bentley stated he is confused as to why the proposed development is considered Phase 36 2. Fletcher stated this piece of land is landlocked. There is a piece of property with three stubs. 37 Bentley questioned how the residents will know the development will look like the other phase. 38 Fletcher stated they are required to follow the code with these types of houses and requirements. 39 Bentley stated with the proposed zoning, a duplex could be constructed. Fletcher stated that is 40 correct; however, the preliminary plat has already been submitted and the time, work, and money 41 have already been put into the proposed layout. 42 43 Bentley questioned if the target market is for first -time homebuyers; Fletcher stated he is 44 unaware of the target market. They saw this as a well designed property and there is a market 45 demand for development within this area. Lockley responded to Bentley's comments and 46 questions. Lockley stated there is no requirement that the applicant follow through with the site 0 I plan that was provided today. This is a zoning request; this Commission reviews the uses and 2 what is permitted for the site based on the proposal and consistency of the surrounding areas. 3 4 Taylor questioned the green space stretch that runs north to south on the site. Fletcher stated it is 5 an existing gas line that runs through the development. Taylor questioned if it would be 6 undeveloped; Fletcher stated it would just have sod on it. Schaake questioned when Phase 1 of 7 Old North Park was developed. Wyatt stated it was platted in 2004; there were a lot of permits 8 for houses pulled in 2007 -2009. Schaake acknowledged. 9 10 Schaake opened the Public Hearing. Schaake informed the citizens this Commission has already 11 reviewed the comments that were turned in on the Public Hearing notices that were mailed to the 12 citizens. 13 14 Virginia Travis 2508 Rugby lane, denton 15 Virginia stated she is concerned about the safety; she wants to live in this desirable neighborhood 16 for many years to come. The last heavy flooding that Denton had in approximately 2008 17 threatened one home and probably others as well. This was directly north of the retention pond. 18 19 Alan Chamberlin, 2516 Chebi Lane, Denton, Texas. Chamberlin stated he is concerned about the 20 traffic, people will take the fastest way to get anywhere. There is no place to park in this area 21 other than in the streets. If cars are parked in the street you have to cross into the other lane to get 22 down the street. This is a boutique neighborhood with eight houses per block. Bentley questioned 23 the single car garages. Chamberlin stated they are considered tandem parking. There is no 24 additional room for parking; there is a build out at the end of Chebi Lane that can be used for 25 additional parking. Bentley questioned if the streets are wide enough. Chamberlin stated they 26 aren't wide enough if cars park on both sides of the street. Bentley questioned garage parking; 27 Chamberlin stated enough for only one vehicle. 28 29 James Martin, 2517 Chebi Lane, Denton, Texas. Martin stated he lives across the street and 30 shares a lot of concerns as Chamberlin expressed. The concern is also about the construction 31 traffic. Martin stated he also feels there is no guarantee that the developer has to develop what 32 they have proposed at this time. He stated he understands the preliminary process, but there is 33 still no guarantee. Martin stated they take pride in their neighborhood. 34 35 Clay Davis, 2306 Foxcroft Circle, Denton Texas. Davis stated he lives directly behind the 36 proposed area. He is concerned about the property values being decreased. Davis questioned if 37 this was the applicant's idea to rezone or if it was the City. Schaake stated it was the applicant. 38 39 John Bell, Pastor at 2121 E. University Drive, Lutheran Church. Bell stated he had questioned 40 about the switch and bait of the property. As to whether there will be an actual HOA and if one 41 has been setup. Schaake questioned Fletcher. Fletcher stated it was mentioned as a generic term. 42 There isn't one in place as of right now. There is an existing HOA for the Foxcroft area. There 43 will be one for Phase 2 as well. 44 45 There was no one else to speak. Schaake closed the Public Hearing. 46 I Schaake requested Fletcher to clarify the Chebi Lane citizen discussion. Fletcher stated the street 2 design for the City is eight foot back to back for all residential subdivisions. In residential areas 3 you will always see street parking. The existing phase has single door garages with tandem 4 parking. The driveway pads on the outside of the garage are enough for two cars. There will be 5 two areas setup for construction traffic. Schaake questioned the construction traffic routes; 6 Fletcher stated that is something the contractor would establish. 7 8 Conner questioned if there is a particular builder established at this time; Fletcher stated there are 9 several builders interested in the development; however, there is not one assigned as of right 10 now. Briggle questioned Wyatt if apartments, duplexes and multi - family are allowed in the NR -6 11 zoning district. Wyatt stated attached single- family, duplexes, and live -work units are allowed. 12 Briggle questioned if there is a time frame of the development to the south, there are no 13 amenities in this area, and people have to drive down University Drive to get anywhere. This 14 proposed development would add 90 more homes to this area, with no amenities. Wyatt stated 15 she is unaware of any proposed developments to the site to the south at this time. Bentley stated 16 the development to the west is zoned NR -3 and was actually developed NR -2. Wyatt stated it 17 was platted in 1959, it is zoned NR -3, the average lot size is two dwelling units per acre. 18 19 Schaake questioned if Wyatt considered conditions on this item during the review process. Wyatt 20 stated no. Taylor stated he would like to motion with the conditions of use could be to remove 21 the attached single- family dwelling use and the duplex use. Leal stated that is normally not a 22 restriction; however, it could be approved with a stipulation. Reece stated he would second. 23 24 Bentley stated one of this Commission's duties is to protect the existing neighborhoods. This is a 25 nice boutique neighborhood; it doesn't stay unique if you multiply it. The density is too much. 26 This will increase the cars to the area by approximately 900 more cars. He stated he would prefer 27 a continuance and have economic studies completed for the existing neighborhoods, and if that 28 cannot be completed he doesn't support this request. 29 30 Commissioner Devin Taylor motioned, Commissioner Thom Reece seconded to approve this 31 request with the stipulation that single- family dwelling and duplexes be removed from the 32 allowed uses. Motion approved (6 -1). Chair Jean Schaake, aye, Commissioner Thom Reece, aye, 33 Commissioner Frank Conner, aye, Commissioner Devin Taylor, aye, Commissioner Jim Strange, 34 aye, and Commissioner Amber Briggle, aye. Commissioner Brian Bentley, nay. 35 B. Hold a public hearing and consider making a recommendation to City Council regarding a rezoning from Regional Center Residential 1 (RCR -1) to Regional Center Commercial Neighborhood (RCC -N) on aproximately 2.755 acres. The subject property is generally located along the service road of I -35E, approximately 200 feet southeast of Lillian B. Miller Parkway. (Z14 -0016, Southridge Shopping Center Lots 1B, 1C, & 1D, Mike Bell) 36 37 Lockley introduced Bell. Bell stated this request is to consider making a recommendation to City 38 Council regarding a rezoning from Regional Center Residential 1 (RCR -1) to Regional Center 39 Commercial Neighborhood (RCC -N). The future land use is Regional Mixed Use Centers. The 40 current site includes Chili's, Schlotzsky's, Fuzzy's, and Black -eye Peas. The purpose is 41 Limitation L(11) on Restaurants: Limited to sit down only, and no drive up service permitted. C1 I Limited to no more than 100 seats and no more than 4,000 square feet of restaurant area. Bell 2 provided site photos of the area. Staff sent out nine (9) Public Notices to property owners within 3 200 feet of the subject site, and 19 courtesy notices to property owners within 500 feet of the 4 subject site. At this time staff received one returned response neutral to the request. The 5 Development Review Committee recommends approval of this request. The applicant is present. 6 7 Taylor questioned if the property to the southeast of this site was considered to be included as 8 well; Bell stated no. Taylor questioned if there is any reason it wasn't appropriate to have that are 9 rezoned as well. Bell stated staff is considering it and had discussed it with the property owner to 10 do an update with the Comprehensive Plan. They are looking into it, but this request is just for 11 the subject site. Taylor stated if these changes are being done, when it doesn't seem to be 12 reconsidered for greater regional services, Bell agreed. 13 14 Bryan Haase, 3311 Oak Lawn, Dallas Texas. Haase stated the current zoning isn't working for 15 the site. He would like to bring everything into compliance. 16 17 Strange questioned if the widening of I -35 would affect these properties or right -of -way 18 requirements. Strange stated those types of changes would have to come back before this 19 Commission as well. Haase stated they haven't been notified of any changes to their property 20 with the widening. Strange stated if there are changes to the right -of -way then they would be 21 nonconforming again. Bell stated it wouldn't have anything to do with the nonconforming with a 22 zoning standpoint. 23 24 Conner questioned how much of the service road would be removed. Bell stated he is familiar 25 with the north side of the I -35 expansion; he isn't sure how much of the road would be effected. 26 Conner questioned if it would affect the parking, Bell stated they have reviewed the parking in 27 the area, and there is more than enough parking spots. 28 29 Escobar stated at the time of the zoning application there was no development in the area to the 30 I -35 expansion; however, the applicant has been notified of the widening and deferred them to 31 the Texas Department of Transportation (TxDOT) website for any potential effects. Conner 32 questioned if there are any at this time. Escobar stated not with phase one of the expansion. Leal 33 stated the I -35 expansion is a TxDOT project, there have been more than one different design 34 floating around at this time. Schaake opened the Public Hearing. There was no one to speak on 35 the item. Schaake closed the Public Hearing. 36 37 Commissioner Jim Strange motioned, Commissioner Frank Conner seconded to approve this 38 request. Motion approved (7 -0). Chair Jean Schaake, aye, Commissioner Thom Reece, aye, 39 Commissioner Frank Conner, aye, Commissioner Devin Taylor, aye, Commissioner Jim Strange, 40 aye, Commissioner Amber Briggle, aye, Commissioner Brian Bentley, aye. 41 7 4. FUTURE AGENDA ITEMS: Under Section 551.042 of the Texas Open Meeting respond to inquiries from the Planning and Zoning Commission 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_ 2 Bentley recognized Schaake for her years on this Commission; Bentley thanked her for hard 3 work has Chair on this Commission. Commissioners agreed. Schaake thanked the Commission 4 and staff during her term as Chair. 5 6 Bentley referred to the fifty - percent rule and requested it to come back before this Commission. 7 Lockley stated it will be on the next agenda. Schaake adjourned the meeting at 7:43 p.m. 8 E3 Exhibit 11 sAlegal\our documents\ordinances\14\z 14-001 5.doex ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, REGARDING A REZONING FROM A NEIGHBORHOOD RESIDENTIAL 3 (NR -3) ZONING DISTRICT AND USE CLASSIFICATION TO A NEIGHBORHOOD RESIDENTIAL 6 (NR -6) ZONING DISTRICT AND USE CLASSIFICATION ON APPROXIMATELY 16.03 ACRES OF LAND GENERALLY LOCATED NORTH OF EAST UNIVERSITY DRIVE AND SOUTH OF FOXCROFT CIRCLE, BETWEEN NOTTINGHAM DRIVE AND OLD NORTH ROAD; AND PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE. (Z14 -0015) WHEREAS, Y Street Ventures has applied for a zoning change on approximately 16.03 acres of land legally described in Exhibit "A ", attached hereto and incorporated herein by reference (hereinafter, the "Property ") from a Neighborhood Residential 3 (NR- 3) zoning district and use classification to a Neighborhood Residential 6 (NR -6) zoning district and use classification; and WHEREAS, on September 10, 2014, the Planning and Zoning Commission concluded a public hearing as required by law, and recommended approval (6 -1) of the change in zoning district and use classification; and WHEREAS, on October 7, 2014, the City Council concluded a public hearing as required by law, and finds that the request meets and complies with all substantive and procedural standards set for in Section 35.3.4 of the Denton Development Code, and is consistent with the Denton Plan and the Denton Development Code; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference and found to be true. SECTION 2. The zoning district and use classification for the Property is hereby changed from Neighborhood Residential 3 (NR -3) to Neighborhood Residential 6 (NR- 6). Notwithstanding the attached real property description, the property being re- designated includes all property to the centerline of all adjacent street rights -of -way. SECTION 3. The City's official zoning map is amended to show the change in the zoning district and use classification. SECTION 4. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of the provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 5. Any person violating any provision of this ordinance shall, upon conviction, be fined a sum not exceeding $2,000.00. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. SECTION 6. This ordinance shall become effective fourteen (14) days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record - Chronicle, a daily newspaper published in the City of Denton, Texas, within ten (10) days of the date of its passage. PASSED AND APPROVED this the day of , 2014. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY MM APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY i BY: Exhibit A Legal Description STATE OF TEXAS COUNTY OF DENTON BEING a tract of land situated in the Wesley Pogue Survey, Abstract No. 1012, City of Denton, Denton County, Texas, and being all of a called 15.413 acre tract of land, conveyed to Valerie Doty, as evidenced in a Warranty Deed with Vendor's Lien, recorded in Document No. 96- R0033174 of the Deed Records of Denton County, Texas, and being more particularly described by metes and bounds as follows: BEGINNING at a 5/8 -inch iron rod with a red plastic cap, stamped "KHA ", set for a corner on the south line of Block F of Northwood Subdivision Installment No. 2, an Addition to the City of Denton, according to the Final Plat thereof recorded in Cabinet A, Page 94 of the Plat Records of Denton County, Texas, same being the intersection of the west line of Old North Park, an Addition to the City of Denton, according to the Final Plat thereof recorded in Cabinet V, Page 873 of the Plat Records of Denton County, Texas with the south line of said Block F, from said corner, a found 5/8 -inch iron rod bears South 06 °37' East, 8.5 feet; THENCE South 01'06'28" West, departing the south line of said Northwood Subdivision Installment No. 2 and along the west line of said Old North Park, a distance of 411.51 feet to a 5/8 -inch iron rod found for the southwest corner of Lot 10, Block C of said Old North Park, same being on the north line of Lot 2 of Thompson Addition Section Two, an Addition to the City of Denton, according to the Final Plat thereof recorded in Cabinet C, Page 263 of the Plat Records of Denton County, Texas; THENCE North 89 °05'22" West, along the north line of said Lot 2, the north line of a called 14.22 acre tract, conveyed to Ralph L. Mason, Trust, as evidenced in a Warranty Deed, recorded in Volume 5036, Page 3823 of the Deed Records of Denton County, Texas, the north line of a called 1.88 acre tract, conveyed to Ralph L. Mason, Trust, as evidenced in a Cash Warranty Deed, recorded in Volume 5040, Page 1273 of the Deed Records of Denton County, Texas, the north line of a called 3 acre tract, conveyed to the Board of American Missions of the Lutheran Church in America, as evidenced in a Warranty Deed, recorded in Volume 656, Page 396 of the Deed Records of Denton County, Texas and the north line of a called 0.205 acre tract of land, conveyed to Christ the Servant Lutheran Church, as evidenced in a Deed without Warranty, recorded in Volume 4740, Page 906 of the Deed Records of Denton County, Texas, a distance of 1698.68 feet to a 5/8 -inch iron rod with a red plastic cap, stamped "KHA ", set for the northwest corner of said 0.205 acre tract and the southwest corner of aforesaid 15.413 acre tract, same being on the east line of Block J of Nottingham Woods, an Addition to the City of Denton, according to the Final Plat thereof recorded in Volume 2, Page 118 of the Plat Records of Denton County, Texas; THENCE North 00 °20'17" East, along the west line of said 15.413 acre tract and the east line of said Block J, a distance of 409.5 8 feet to a fence corner post found for the northwest corner of said 15.413 acre tract, same being the southwest corner of Lot 4, Block E of aforesaid Northwood Subdivision Installment No. 2; THENCE South 89 °09'18" East, along the south line of said Northwood Subdivision Installment No. 2, a distance of 1,704.19 feet to the POINT OF BEGINNING and containing 16.035 acres (698,498 square feet) of land, more or less. Exhibit 2 Site Location /Aerial Map l Legend N `bF uuu uuuuu�ui�� llrlllllllllllll Centerline w + E DENTON S Planning IC.Ga psau Gran¢. iroG',•G'i III .........� Parcels 0 625 125 250 Feel , Ii��1��r11��r11��U�U�U��U�U���UU1111U1 Exhibit 3 -_ Legend � 111111 .o.Mm ma,aa a,o�e.�� _ it IIn9 of �F D NTON "Ilaairn irnCi irna If De <aird.noint w GIIS 0 BS 170 340 DENTON on w• k Exhibit 4 Z-jUlllllv— 1VILU"—r l U"UJCU - Legend Cl "fy of IIIIIIOIIIIIIIIIIIIIIII��mlll� �n �,. ������ �����������® �� W E • • �� • c�ry DENTON II aim imuiraeg If.Da In avdirrlm iroV: 6.nll"'o IfIII a- II� 0 BS 1]0 � ry NT 340 Feel Exhibit Future Land Use Designation 2815 P816 2800 2,803 wmw 2/16 2710 um. 2102 0A mecum / . . . ..... ... ... ......................... ......... . . .... .......... . . . . . ......... . . . ...... pmm� Existing Land Use SITE / yMi.ea use cen��e. I Common y M.ea ux Cen e. Existing Lana Use MIT DENTON 0 65 130 260 UEN'1'U Exhibit 6 Letter from Applicant Zoning Change Project Narrative Z14 -0015 — Old Park North, Phase 2 (Pogue Tract) Location: 2111 E. University Drive; north of E. University Drive, south of Foxcroft Circle, west of Old North Road and east of Nottingham Drive. Purpose /Project Description: To change the zoning and develop the property in a manner that is sustainable, compatible, and marketable with surrounding existing uses and current market forces. Proposed development would be an expansion of the successful and desirable Old Park North subdivision. Surrounding Property Use: Property is bounded on the west by Nottingham Woods residential development, on the north by Northwood #1 and Northwood #2 residential development, on the east by Old North Park residential development, and on the south by undeveloped land zoned NRMU and CM -G along with a Lutheran Church and a Sonic fast food restaurant. Existing and Proposed Land Use: Existing Zoning: NR -3 Proposed Zoning: NR -6 Existing Plat(s): No Plats exist for the property Acreage: 16 acres +/- Land Characteristics: Northcrest Road is stubbed to the north property line of the site from the Northwood residential development and Chebi Lane is stubbed to the east property line from the Old North Park residential development. There is approximately 24' of fall across the property from west to east. There is an existing drainage area inlet and storm sewer stub at Northcrest Road and Chebi Lane. There is an existing single family residential home located on the property. Per City maps, Developed Floodplain ESA is located on the property. FEMA maps show the property is outside the 100 year floodplain. Existing Uses: Existing Single Family Home / Agriculture Proposed Uses: Approximately ninety (90) single family residential lots are being proposed. Proposed gross density is less than 6 units / acre. ESAs in the form of Developed Floodplain exist on the subject tract per the City of Denton maps. FEMA maps show that the subject tract is outside the limits of the 100 year floodplain. There are existing trees at the western end of the subject tract that will be preserved and incorporated into an open space lot. At this time it is assumed the City will not desire public park land dedication, and therefore all open space and amenities that are provided to serve the community will be privately owned and maintained by a mandatory homeowner's association (HOA). Phasing and Proposed Access: The proposed development will be constructed as one phase. Primary access will be from Chebi Lane with secondary access from Northcrest Road. Right -of- way will be extended to the south boundary of the property in order to provide for circulation and connectivity with the future development of adjacent land. Existing Utilities: Utilities in the form of City water, sanitary sewer and electric exist to the property. City water is located in Northcrest Road, Chebi Lane and south within the Lutheran Church tract. City sewer is to the east in Chebi Lane. Proposed Utilities: Water will be provided by connections with the existing 8 -inch line located in Chebi Lane and the existing 6 -inch line located in Northcrest Road. Notwithstanding the possible need for local looping, the existing water system in the area is assumed adequate to serve the project as proposed. If indeed looping is required, such an improvement is likely needed regardless of the proposed zoned change and a condition that will eventually need to be resolved as the surrounding area develops. Sewer will be provided by connecting offsite to the existing line in Chebi Lane. Existing Topography and Drainage: The property falls from west to east. There is approximately 24 feet of fall across the site. The site drains from west to east and the runoff is captured in area inlets located at Northcrest Road and Chebi Lane. The existing slopes are comparatively gentle and well- suited for the proposed project. Proposed Topography (Grading) and Drainage: Onsite cut -fill is proposed in order to grade the site for single - family uses. The proposed grades will conform generally to existing slopes and patterns, and extensive cuts and fills are not anticipated. The proposed hydrology will be paved or covered consistent with uses and intensity of development within the NR -6 district. Drainage systems will be enclosed conduits out - falling into proposed detention ponds located in open spaces and then out - falling to the existing storm sewer systems with Northwood and Old Park North. Proposed Mitigation Measures for Nuisance Abatement: Control of noise, odor, fumes, dust, and lighting, and sufficient landscaping and screening created by the development will be accomplished with required, and if necessary, enhanced techniques and methods to be determined at the time of platting and design. Nuisances, if any, are not anticipated to be exacerbated or significantly different from the existing zoning as a result of the proposed zoning change. Consistency with the requirements of the Denton Development Code (DDC): It is anticipated that the proposed uses and development on the tract will be consistent with and in accordance with all requirements of the DDC. Impact of the Proposed Change On: a. The Goals and Objectives of The Denton Plan: The proposed zone change will adhere to the goals and objectives of The Denton Plan by matching the Future Land Use Element, and by preserving worthy natural resources and features. No negative impacts to the goals and objectives of the Denton Plan will be realized due to; the relatively minor change in the proposed zoning compared to the existing zoning; the relatively limited area of change; and opportunity for the area to evolve and adjust over time in response to market forces. Furthermore, The Denton Plan encourages a mix of housing and this proposed development would provide that since the area is currently dominated by NR -3 zoning. The existing Old North Park development has thrived and the proposed zoning change would allow for the developer to create a neighborhood in the same style. The area south of the site includes NRMU and CM -G zoning. The NRMU zoning allows for higher density development. These facts all support the proposal to develop the property with slightly greater density. b. The Future Land Use Element of The Denton Plan: The proposed zone change matches the Future Land Use Element of The Denton Plan. c. The Balance of Land Uses in the City: The balance of Land Uses in the City will not be altered as a result of the proposed zone change. The number of single - family residential units that can potentially be developed will increase slightly. However, because of the relatively limited area of change, and minor change in allowed density compared to the existing zoning, the increase is negligible and not measurable in the context of The Denton Plan. d. Adequate Public Facility Elements of The Denton Plan and How the Change Will Effect the Provision of Services Anticipated in The Denton Plan: Because of the relatively limited area of change, and minor change in allowed density compared to the existing zoning, the proposed zoning change will have a negligible impact on the services provided by the City, DME, the D.I.S.D., and other services anticipated in The Denton Plan. Further Evaluation of the Proposed Zoning Change Under the Following Factors: a. The existing land use pattern surrounding the property and the possible impact on existing or future development or uses are in accordance with existing regulations: The surrounding mix of uses is compatible with the proposed use on the tract. It is also compatible with the adjacent undeveloped tract that is NRMU. As development gets closers to major roadways, University Drive, you would expect the density to increase and then transition to a commercial use. The proposed zoning change would create a transition from NR -3 to NR -6 to NRMU to CM -G which is consistent with good planning principles. Furthermore, the change of zoning does not materially alter, compound, diminish, or exacerbate any perceived adjacency issues that might already be present with the existing zoning. b. The possible creation of an isolated district unrelated to adjacent and nearby districts: This will not occur as the property is bounded by a NR -6 use. Furthermore the proposed development would be in the same style as the existing Old Park North residential development. c. The population density in order to facilitate the adequate provision of transportation, water, sewer, schools, parks, public convenience, and other public requirements: The area of proposed change is not large enough, and the change in allowed density will not increase the population enough (fewer than 150 persons), to create negative impacts on the provision of services related to population. d. The cost to the city and other governmental entities in providing, improving, increasing, or maintaining public utilities, schools, streets and other public safety measures: The area of proposed change is not large enough, and will not increase the population enough (fewer than 150 persons), to create negative impacts on the provision of services related to population. e. The possible impact on the environment, including but not limited to, drainage, soil erosion and sedimentation, flooding, air quality and water quantity: Nothing about the development proposed will impact the environment in a negative way. The proposed development will generally preserve existing trees and adhere to the City of Denton Code. f. Whether there are substantial reasons why the property cannot be used in accordance with existing zoning or that proposed by the Future Land Use Map: The proposed zone change and project matches the Future Land Use Map. The density allowed with the existing zoning for the property is lower than proposed and cannot support the combined cost of land, infrastructure, and open space improvements required to deliver a successful, sustainable community which addresses current market forces. The requested zone change is compatible with surrounding and adjacent uses. Exhibit 7 Notification Map & Responses `�F ouuuuuuilll �llll llllllllll�lmllllo — °` E -. o— �� �� � pw� CITY VIII N `a wo; �m,,. �Y� of "I 11dinirnCi Iraq If)e <air V.m vin V: w 4:nIIVo s rm �oa�e: snsrzoin 0 105 210 420 �,,reo,wm�k men., n,.s,mn, DENTON ..<. ...,,�.a,�w.,w....... ".....,.., Feel NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. Please circle one: favor o re ( in f request) J (Neutral to request) (Opposed to request)) 4� Reasons for Opposition: Signature: Printed a e :; . Mailing Address: -d-. (L �) ;;L w ( - City, State Zip. Telephone Number: Physical Address of Property within 200 feet: �aAi- /),k C/TY OF DENTON, TEXAS CITY HALL WEST - DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 "'00 l Ah 6 o 08/27/2014 15:41 9403698003 UNTSTUDENTACCTG PAGE 01 /r►I M NOTICE OF PUBLIC NEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential (NR -3) to a Neighborhood Residential 6 119-6) Zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6.30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (2f 0))1 about the e subject property, the Planning and Zoning Commission would like to hear how you f request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) YOU may fax it to the number located at the bottom or mail it to the address below or drop it off in- person., planning and Development Department 221 N. Elm ST Denton, Texas; 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. (in favor of request) Reasons for opposition: r Please circle one: (Neutral to request) Signature:'" Printed Name:.�� Mailing Address; -'9 2- - - -- rod` - c,'n. City, state Zip: �A?�. —�M- -71- -Lon 9 Telephone Number: qY6 Physical Address of Property within 200 feet. (opposed to request) CiTY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 - 940.349.8541 - (F) 940.349.7707 2w, P xZ Nntire NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. Please circle one: (in favor o f request) request) (Opposed Aq ) (Neutral to re uest to request) Reasons for Opposition: Signature: Printed Name: ° -A I Mailing Address: - Q °'��� �' City, State Zip: .,� " "��������� .� Telephone Number: R ' �"I��4�� —, Physical Address of Property within 200 feet:r ax C/TY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 2002 P &Z Notice NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. (In favor of request) Please circle one: ^ (Neutral to request) ((Opposed to request) lY Physical Address of Property within 200 feet: CITY OF DENTON, TEXAS CITY HALL WEST - DENTON, TEXAS 76201 - 940.349.8541 - (F) 940.349.7707 200' P &Z Notice NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. Please circle one: (In favor of request) (Neutral to request) (Opposed to request) Signature: Printed Name: " ` mm..... Mailing Address: City, State Zip: Telephone Number: 9 4 �9 Physical Address of Property within 200 feet: C17Y OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 200' P &Z Notice NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. (in favor of request) Reasons for Opposition: Please circle one: (Neutral to request) josed to request)`: 0.a-1, ,fir, r,�,��a, ! ,, �ro ,;�u.. � � ��. d °r' .xr .. . ^ .: ti, ," r` � �, Al �✓ a5f,�' ^"" Y SCf:� �2L 7-h��ticv-zf�� Signature: x c v o f�- Printed Name: M9-4-0 1 tJ R , t4 >✓ Mailing Address: / moo -/ c t? o c i c City, State Zip: 0 T o A; T X 76 02- d q Telephone Number. 9 d — �0 o Physical Address of Property within 200 feet: a l 3 J�- F6 )(— c- o FY c / 2 C L- kdI C/TY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 - (F) 940.349.7707 200' P &Z Notice NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. Please circle one: (in favor of request) (Neutral to request) (Opposed to request) . .... ,.,............ ...... .... . Reaso s for Opposition: G�e M EatmLRJ'- Signature: Printed Name: T h G7'Yl 5 Mailing Address: G Z 1= en , % V e-. City, State Zip: Z v� Telephone Number. 6 " S 4- 2- 4 9 Physical Address of Property within 200 feet: 2 2G Z F&V'2 yo' ° °4 e l r o.& CITY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 2W P &Z Notice NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. Please circle one: (in favor of request) (Neutral to request) Opposed to request ; Reasons for Opposition: w a a m i r^, e. m Q, U i Signature: Printed Name: Mailing Address, e City, State Zip: 4 Telephone Number: Physical Address of Property within 200 feet: -,2_��2j Fo X p,r&' & 0' i vr/c�' C17Y OF DENTON, TEXAS CITY HALL WEST - DENTON, TEXAS 76201 • 940.349.8541 - (F) 940.349.7707 P. 1 NOTICE OF PUBLIC HEARING Rezoning (Z14 -00.15) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft C rcle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Halt located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. Please circle one: (in favor of request) (Neutral to- rAquew (Opposed to request) Reasons for Opposition: Signature: El Printed Name: D d' O- ! I L-0— ►) Marlin Address: City, State Zip: be- n 4 O n Telephone Number: Physical Address of Property within 200 feet: J d F p -)4 P, r D CITY OF DENTON, TEXAS CiTY HALL WEST - DENTON, TEXAS 76201 - 940.349.8541 - (F) 940.349.7707 2002 PEZ Notice NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. Please circle one: (in favor of request) (Neutral to request) (Opposed to request) Reasons for Opposition: Signature: Printed Name: / v 1 "' 'V C f _ .tAl-� Mailing Address: 7 2 — City, State Zip. Telephone Number: Physical Address of Property within 200 feet. I 22 CITY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 200' P &Z Notice NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. (in favor of request) Reasons for . Please circle one: to utral Ne ........ ( request) ' �? (Opposed to request) Signature: Printed Name: Mailing Address: s° City, State Zip: '1 (0X Telephone Number. q. q e - 566-0 Q63 1 Physical Address of Property within 200 feet: ov, ro- CITY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 20W P &Z Notice 5ep.06.2014 10-.28 AM David Wilson 19403878734 PAGE. NOTICE OF PUBLIC HEA11ING Rezoning (Z14-0015) e. 7*77, -,j j 77r,'t!W= OR V, UTFL "WOW 44,460 �,mfmrlu�,, 41 f ifv ul A", i ""gill �1;1 -2T! _dTle One., 111-wimomij qL:..Lj L )u t, ReasomfivOppadtion. "I P&Z M&Z NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. (in favor of request) (Neu_rrqll to request) (Opposed to request) Reasons for Opposition: Signature: Printed Name: In Mailing Address: r r, ,a City, State Zip: 1 12, - i Telephone Number: "Id N� Physical Address of Property within 200 feet: c ) CITY OF DENTON, TEXAS CITY HALL WEST - DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 NOTICE OF PUBLIC HEARING Rezoning (Z14 -0015) The Planning and Zoning Commission of the City of Denton will hold a public hearing on Wednesday, September 10, 2014 to consider making a recommendation to the Denton City Council regarding a rezoning from a Neighborhood Residential 3 (NR -3) to a Neighborhood Residential 6 (NR -6) zoning district on approximately 16.03 acres. The property is generally located north of East University Drive and south of Foxcroft Circle, between Nottingham Drive and Old North Road. The public hearing will start at 6:30 p.m. in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you own property within two hundred (200) feet of the subject property, the Planning and Zoning Commission would like to hear how you feel about this request and invites you to attend the public hearing. Please, in order for your opinion to be taken into account, return this form with your comments prior to the date of the public hearing. (This in no way prohibits you from attending and participating in the public hearing.) You may fax it to the number located at the bottom or mail it to the address below or drop it off in- person: Planning and Development Department 221 N. Elm ST Denton, Texas 76201 Attn: Julie Wyatt, Project Manager These forms are used to calculate the percentage of landowners that support and oppose the request. The Commission is informed of the percent of responses in support and in opposition. (in favor of request) Reason or Opposition. Please circle one: (Neutral to request) 6A f^.. ".� ,. Signature ����.� ��� ,!�° (x v��� � ° �". k, iU 6 K e r P-, (Opposed to request) Ik Printed Name: " m. A/ Mailing Address: City, State Zip: lzalkek . ............ Telephone Number: 4 ," Physical Address of Property within 200 feet: 3 0 C a 4 .. C17Y OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 '100 1'rkZ bk41co 5 September 2014 MS Julie Wyatt Planning & Zoning Dear MS Wyatt, Per our conversation I am writing you a few notes about my reservations to rezoning plan number Z14- 00015. The Traffic. First reservation is concerning the increase in traffic in the area. Access to the area in question is from three extant routes: through Chebi, through Mistywood, or through Northcrest. Access through Chebi is not possible at present because Chebi Street is far too narrow to serve as a thoroughfare for such a large neighborhood. It is only about 25' wide and intended to serve only the 30 houses that were crammed into the five acres currently there. Second, there is a huge elevated man hole and cover at the dead end of Chebi. The City could not possibly widen Chebi without cutting into the tiny front lawns of the cramped houses on that street. And then the City would have to build an underground drainage system which would cost quite a bit of money. Entrance through Northcrest is easier however this would create a huge traffic problem for Foxcroft Circle. There is already enough traffic on Foxcroft and there are families with children who play in their front lawns up and down this block. Northcrest is not a very good option. Mistywood could be a viable option, but this would create a lot of heavy traffic for Nottingham, which already has a lot. Mistywood would have to widened and so would Nottingham. The traffic would be away from my block on Foxcroft so it seems acceptable to me, but surely the residents of Nottingham and Mistywood may have some objections. The Community. The builders want to build as many houses as possible, as quickly as possible, spend very little and make a lot of money. I have nothing against that. However, when they build the tiny cookie -cutter houses like they built on Chebi they build what are known as starter homes. This means that in a few years the owners will want to move on to bigger and better. This is also understandable. What is not acceptable is that these homes are intended to serve as temporary homes for the owners. They will stay a while and either sell or rent their home. This does not create a sense of community. On Foxcroft we have NR -3 homes with families that usually stay a decade or more. I have owned my home since 1983. My neighbor to the West has lived there 17 years. Just next to him the family has lived there about 15 years and across the street the couple has lived there about 20 years. We all know each other and help one another as good neighbors should. I believe that building NR -3 homes would be preferable. These are homes for people who intend to stay, who have already had a "starter home," and would be invested in their community. This is what makes a good neighborhood and this is what would be preferable for our area, Thank you for your kind attention. 004,�, Ramiro Valdez 2607 Foxcroft Circle Denton, TX 76209 pnnn' Mike Ludeumam To: Wum� 3ulie A. Subject: RE: Notice m Public Hearing for Z14-0015 Date: Thursday, September 18, 2014 3:21:38 PM Hi Julie I attended this session of the P&Z committee to hear the discussion on this issue. | noticed two things in the presentation and discussion, but did not bring the up at the time as | was not .... registered" to speak, and an not an immediate resident of the neighborhood. (1) The deve|oper'srepresentative implied that the proposed plat presented at this meeting was basically the same as the one at the neighborhood meeting. This is not solely accurate. At the neighborhood meeting, there were two retention/holding ponds on the plat presented. One was at the location indicated on the new map, next to the entrance from NorLhcrest but was much smaller than shown on this final plat. In addition, the original plat from the neighborhood meeting had a second retention pond adjacent to [hebi lane where it would connect with the new development. This is a minor point, but still reflects on the reliability of other statements made by the developers representative. (2) The second item relates to the discussion of neighborhood street widths. It was stated on multiple occasions that the average width for a residential street is 25 feet. That is the width from curb top to curb top on [hebi Lane. The actual usable street width is more like 24 feet, as there is a one foot raised curb that is awkward to park upon. My personal vehide — a midsize sedan, is 73.5 inches in width orjust over 5 feet. Unless | park on the curb (and into the grass), and there is a similar car parked across the street, that would leave less than 12 feet for two cars to pass. That won't work. In addition, I measured the two streets at my residence — I live at the corner of Emerson and Foxcroft[ir. Both streets appear tobe35 feet across, curbtoptocurbtop, and have usable area of 34 feet. Other side streets in this neighborhood seem to have the same width. Are you saying that street standards have changed since Emerson and Foxcroft were built in the 195Os,oram| missing something. Just curious. From: Wyatt, Julie A. [maKoJuUa com] Sent: Wednesday, September 03, 20142:47PM Subject: Notice of Public Hearing for Z14-0015 Good afternoon, Per a request made during a neighborhood meeting for Z14 -0015, I have attached the Courtesy Notice for next week's Planning and Zoning Commission. If need any further information, please contact me by phone at 940 - 349 -8585 or by email at iulie.wyatt ncityofdenton.com. Thank you, and have a great day. Fax: 940.349.7707 email: iulie.wyattCcityofdenton.com Exhibit 8 Site Photos Looking northeast toward subject site Looking east toward subject site Facing south toward subject site. Looking south toward subject site. Looking west toward the subject site Looking northwest toward subject site. Exhibit 9 Neighborhood Meeting Notes Neighborhood Meeting Notes Old North Park Ph II, July 10, 2014 Most of those in attendance were from Old North Park. A few were from the neighborhood to the north. 26 people attended. Citizen Comments: 1. Connection to Mistywood -what implications for the Church? 2. What would the density be if the zoning stayed the same? How many units? a. 56 units 3. Why not develop to match the neighborhood to the north? 4. Are they single - family or duplexes? a. Single- family 5. What will be the house size? a. 1200 -1600 square feet 6. We are worried about the quality of the homes 7. Traffic signals on University -no protected left turn a. Traffic engineers will have to look into that 8. Drainage issues -water gets in homeowner's back yard (home is on Foxcroft) a. The development will provide storm drains and relief from flooding 9. Will Old North drain accommodate extra water flows? 10. Lay down curb -does Denton still allow it? 11. How long to drainage ponds stay wet? a. 24 hours 12. Chebi concerns -it will not be a quiet street anymore during construction and after. 13. Why does it have to be so dense? It is not appropriate. 14. There is no demand for this type of house. a. The market says there needs to be more of this type 15. Will one builder do it all? a. Yes 16. What about damage to roads during construction? a. It will be repaired. Money will be set aside. 17. Who will maintain the roads? a. Eventually the City 18. Along Nottingham -will that stay natural to allow for drainage? a. Mostly, but we will have to make engineering improvements. 19. Traffic will increase on narrow Chebi. x A, ■ ■ a K x A, ■ ■ a ir ml� li a I e 1 4 "now 7�7 I wl I N(-)l S E� 4 ONC E R Ni 6� 77t''rill StiTe-ef,,T=., Eomes'm" ICNIATUI wl; Im eTr 6 PAZ, M Alf 11111 FIL F r RV "I ri .... . . . . . . . . . . -J ..... . . . . . . . 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